Service Properties director withholds 6,646 shares

Rhea-AI Filing Summary

Service Properties Trust director Adam D. Portnoy reported a disposition of 6,646 common shares of beneficial interest on September 17, 2026, representing shares withheld to pay tax liabilities upon vesting under Rule 16b-3 at an effective price of $6.57 per share. Following this tax-withholding event, he holds 114,933 common shares directly and also has indirect interests in additional shares held by ABP Trust and The RMR Group LLC, for which beneficial ownership is disclaimed except for his pecuniary interest.

Insider Trade Summary

Tax Withholding: 6,646 shares

Tax Withholding 3 txns

Insider PORTNOY ADAM D.

Role Director

Type	Security	Shares	Price	Value
Tax Withholding	Common Shares of Beneficial Interest F1	6,646	$6.57	$44K
holding	Common Shares of Beneficial Interest F2	--	--	--
holding	Common Shares of Beneficial Interest F3	--	--	--

Holdings After Transaction: Common Shares of Beneficial Interest — 114,933 shares (Direct); Common Shares of Beneficial Interest — 8,667,890 shares (Indirect, See Footnote)

Footnotes (3)

1. F1. Payment of tax liability by withholding securities incident to the vesting of the security issued in accordance with Rule 16b-3.
2. F2. These shares are held by ABP Trust; Mr. Portnoy, as the sole trustee, an officer and the controlling shareholder of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
3. F3. These shares are held by The RMR Group LLC ("RMR LLC"). RMR LLC is a direct majority owned subsidiary of The RMR Group Inc. ("RMR Inc."), of which Mr. Portnoy is a managing director and controlling shareholder through ABP Trust. Mr. Portnoy is also a beneficial owner and a director of RMR LLC and RMR Inc. Each of Mr. Portnoy, ABP Trust and RMR Inc. may be deemed to be a beneficial owner of these shares, but they each disclaim such beneficial ownership except to the extent of their pecuniary interest therein.

Key Figures

Shares withheld for tax liability: 6,646 shares Effective price per share for tax withholding: $6.57 per share Direct holdings after transaction: 114,933 shares +1 more

4 metrics

Shares withheld for tax liability 6,646 shares Common shares withheld on September 17, 2026 to pay tax on vesting

Effective price per share for tax withholding $6.57 per share Value used for the 6,646 shares withheld on September 17, 2026

Direct holdings after transaction 114,933 shares Common shares of beneficial interest held directly by Adam D. Portnoy after September 17, 2026

Tax-liability-related share disposition 6,646 shares Shares used for payment of tax liability by withholding securities

Key Terms

Rule 16b-3, beneficial owner, pecuniary interest

3 terms

Rule 16b-3 regulatory

"Payment of tax liability by withholding securities incident to the vesting of the security issued in accordance with Rule 16b-3."

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

beneficial owner financial

"may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

pecuniary interest financial

"disclaims such beneficial ownership except to the extent of his pecuniary interest therein."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did director Adam D. Portnoy report for SVC on September 17, 2026?

Adam D. Portnoy reported that 6,646 common shares of Service Properties Trust were withheld on September 17, 2026 to satisfy tax liabilities upon vesting of an equity award under Rule 16b-3, at an effective price of $6.57 per share.

Did the SVC director sell shares in the open market in this Form 4?

No. The Form 4 states that 6,646 shares were used for payment of tax liability by withholding securities incident to vesting, rather than being sold in the open market. The filing also indicates no Rule 10b5-1 trading plan is reported.

How many SVC shares does Adam D. Portnoy hold directly after this transaction?

After the September 17, 2026 tax-withholding event, Adam D. Portnoy is reported as holding 114,933 common shares of Service Properties Trust in direct ownership.

What indirect holdings in SVC related to Adam D. Portnoy are disclosed?

The filing discloses SVC shares held by ABP Trust and by The RMR Group LLC. The footnotes state that Mr. Portnoy and related entities may be deemed beneficial owners but each disclaims beneficial ownership except to the extent of their pecuniary interest.

What is the nature of the tax-withholding transaction for SVC shares?

The transaction is described as payment of tax liability by withholding securities when a security vested under Rule 16b-3. A total of 6,646 shares of Service Properties Trust common shares of beneficial interest were used at an effective price of $6.57 per share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/21/2026 - 04:24 PM Accepted by SEC EDGAR 09/21/2026 - 04:23 PM Learn about SEC filing dates

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^*

PORTNOY ADAM D.

(Last) (First) (Middle)

C/O THE RMR GROUP LLC

TWO NEWTON PL., 255 WASH. ST., STE. 300

(Street)

NEWTON MASSACHUSETTS 02458

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Service Properties Trust [ NASDAQ:SVC ]

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)
09/17/2026

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 Shares of Beneficial Interest	09/17/2026		F(1)		6,646	D	$6.57	114,933	D
Common Shares of Beneficial Interest								334,557	I	See Footnote(2)
Common Shares of Beneficial Interest								8,333,333	I	See Footnote(3)

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. Payment of tax liability by withholding securities incident to the vesting of the security issued in accordance with Rule 16b-3.

2. These shares are held by ABP Trust; Mr. Portnoy, as the sole trustee, an officer and the controlling shareholder of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

3. These shares are held by The RMR Group LLC ("RMR LLC"). RMR LLC is a direct majority owned subsidiary of The RMR Group Inc. ("RMR Inc."), of which Mr. Portnoy is a managing director and controlling shareholder through ABP Trust. Mr. Portnoy is also a beneficial owner and a director of RMR LLC and RMR Inc. Each of Mr. Portnoy, ABP Trust and RMR Inc. may be deemed to be a beneficial owner of these shares, but they each disclaim such beneficial ownership except to the extent of their pecuniary interest therein.

	/s/ Adam D. Portnoy	09/21/2026
	** 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)