RLJ Lodging Trust: RM Trading of Florida LLC filed Amendment No. 1 to Schedule 13G reporting a significant passive stake. RM Trading beneficially owns 13,900,000 common shares, representing 9.2% of the class, based on 151,048,741 shares outstanding as of September 30, 2025. The event date is September 30, 2025.
Managers Mark S. Paley and Roger J. Beit may be deemed to share voting and dispositive power over RM Trading’s shares. Beit also directly owns 800,000 shares, bringing his aggregate beneficial ownership to 14,700,000 shares (9.7%). The certification states the securities were not acquired to change or influence control, consistent with a passive 13G filing.
Positive
None.
Negative
None.
FAQ
What did RM Trading disclose about RLJ (ticker: RLJ)?
RM Trading of Florida LLC filed a Schedule 13G/A reporting 13,900,000 RLJ shares beneficially owned, equal to 9.2% of the class.
What share count did the percentage ownership reference for RLJ?
The calculation is based on 151,048,741 common shares outstanding as of September 30, 2025.
Who are the individuals associated with RM Trading’s RLJ stake?
Mark S. Paley and Roger J. Beit are managers/members of RM Trading and may be deemed to share voting and dispositive power over the 13,900,000 shares.
How many RLJ shares does Roger J. Beit directly own?
Roger J. Beit directly owns 800,000 RLJ shares and has aggregate beneficial ownership of 14,700,000 shares (9.7% of the class).
Is this an activist position or passive holding in RLJ?
The filing includes a certification that the securities were not acquired to change or influence control, aligning with a passive Schedule 13G.
What is the event date for the ownership reported in the 13G/A?
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
RLJ Lodging Trust
(Name of Issuer)
Common Shares of Beneficial Interest
(Title of Class of Securities)
74965L101
(CUSIP Number)
09/30/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
74965L101
1
Names of Reporting Persons
RM Trading of Florida LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
FLORIDA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
13,900,000.00
6
Shared Voting Power
7
Sole Dispositive Power
13,900,000.00
8
Shared Dispositive Power
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,900,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.2 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: 13,900,000 shares, all of which are directly owned by RM Trading of Florida LLC ("RMT"). Mark S. Paley and Roger J. Beit, each of whom is a manager and member of RMT, may be deemed to have shared voting power to vote these shares.
*Based on 151,048,741 Common Shares outstanding as of September 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the Securities and Exchange Commission on November 6, 2025.
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
SCHEDULE 13G
CUSIP No.
74965L101
1
Names of Reporting Persons
Paley Mark Steven
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
13,900,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
13,900,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,900,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.2 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: 13,900,000 shares, all of which are directly owned by RMT. Mark S Paley, manager and member of RMT, may be deemed to have shared voting power to vote these shares.
*Based on 151,048,741 Common Shares outstanding as of September 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the Securities and Exchange Commission on November 6, 2025.
SCHEDULE 13G
CUSIP No.
74965L101
1
Names of Reporting Persons
BEIT ROGER J
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
800,000.00
6
Shared Voting Power
13,900,000.00
7
Sole Dispositive Power
800,000.00
8
Shared Dispositive Power
13,900,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,700,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.7 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: 13,900,000 shares, are directly owned by RMT. Mark S Paley, manager and member of RMT, may be deemed to have shared voting power to vote these shares.
800,000 shares are directly owned by Roger J. Beit.
*Based on 151,048,741 Common Shares outstanding as of September 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the Securities and Exchange Commission on November 6, 2025.
Address or principal business office or, if none, residence:
1 North Breakers Row, Apt 141, Palm Beach, FL 33480
(c)
Citizenship:
Florida
(d)
Title of class of securities:
Common Shares of Beneficial Interest
(e)
CUSIP No.:
74965L101
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
See Row 9 of the cover page for each Reporting Person.
(b)
Percent of class:
See Row 11 of the cover page for each Reporting Person.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Row 5 of the cover page for each Reporting Person.
(ii) Shared power to vote or to direct the vote:
See Row 6 of the cover page for each Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
See Row 7 of the cover page for each Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
See Row 8 of the cover page for each Reporting Person.
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
