RLJ Lodging Trust (NYSE: RLJ) grants director 16,149 restricted shares

Rhea-AI Filing Summary

DAVIS NATHANIEL A reported acquisition or exercise transactions in this Form 4 filing.

RLJ Lodging Trust director Nathaniel A. Davis received a grant of 16,149 shares of common stock as equity compensation. The award was valued at $8.78 per share and increased his directly owned holdings to 89,801 shares. These are restricted common shares that vest on the earlier of the first anniversary of the grant date or the date of the company’s 2027 annual meeting of shareholders, under the RLJ Lodging Trust 2026 Equity Incentive Plan.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DAVIS NATHANIEL A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	16,149	$8.78	$142K

Holdings After Transaction: Common Stock — 89,801 shares (Direct, null)

Footnotes (1)

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Key Figures

Restricted shares granted: 16,149 shares Grant price per share: $8.78 per share Shares held after grant: 89,801 shares

3 metrics

Restricted shares granted 16,149 shares Equity award of common stock

Grant price per share $8.78 per share Value assigned to restricted common shares

Shares held after grant 89,801 shares Total direct common stock holdings post-transaction

Key Terms

restricted common shares, Equity Incentive Plan, Form 4

3 terms

restricted common shares financial

"These restricted common shares, vesting on the earlier of (i) the first anniversary"

Restricted common shares are company stock that cannot be freely sold or transferred until certain conditions are met, such as time-based vesting, performance targets, or regulatory clearance. For investors, they matter because they reduce the number of shares available to trade today but can increase supply later, affecting share price, liquidity and potential dilution — like a stash of coupons that can't be used until a future date.

Equity Incentive Plan financial

"were granted to the reporting person pursuant to the RLJ Lodging Trust 2026 Equity Incentive Plan"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DAVIS NATHANIEL A

(Last) (First) (Middle)

C/O RLJ LODGING TRUST

7373 WISCONSIN AVE, SUITE 1500

(Street)

BETHESDA MARYLAND 20814

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
RLJ Lodging Trust [ RLJ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/06/2026		A		16,149(1)	A	$8.78	89,801	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These restricted common shares, vesting on the earlier of (i) the first anniversary of the grant date and (ii) the date of the Company's 2027 annual meeting of shareholders, were granted to the reporting person pursuant to the RLJ Lodging Trust 2026 Equity Incentive Plan.

	/s/ Leslie D. Hale, Attorney-in-Fact	05/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did RLJ (RLJ Lodging Trust) director Nathaniel Davis report on this Form 4?

Nathaniel A. Davis reported receiving 16,149 restricted common shares of RLJ Lodging Trust as an equity grant. The award is recorded at $8.78 per share and reflects compensation rather than an open-market purchase, increasing his directly held common stock position.

Is the RLJ director’s 16,149-share transaction a market buy or a compensation grant?

The 16,149-share transaction is a grant of restricted common shares, not an open-market purchase. It is classified as a grant or award acquisition under the company’s 2026 Equity Incentive Plan, aligning with typical director equity compensation practices rather than discretionary stock buying.

How many RLJ Lodging Trust shares does Nathaniel Davis hold after this grant?

After the grant, Nathaniel A. Davis directly holds 89,801 shares of RLJ Lodging Trust common stock. This total includes the 16,149 newly granted restricted shares, which will vest over time according to the specified vesting schedule tied to the 2027 annual meeting.

What is the vesting schedule for the 16,149 RLJ restricted common shares?

The 16,149 restricted common shares vest on the earlier of two events: the first anniversary of the grant date or the date of RLJ Lodging Trust’s 2027 annual meeting of shareholders. Until vesting, the shares remain restricted under the grant terms.

Under which plan were the RLJ director’s restricted shares granted?

The restricted common shares were granted under the RLJ Lodging Trust 2026 Equity Incentive Plan. This plan provides equity-based compensation, such as restricted shares, to directors and other participants, aligning their interests with shareholders through stock-based awards that vest over time.