Massive 41.7M-share Service Properties (NASDAQ: SVC) buy via RMR entity

Rhea-AI Filing Summary

Service Properties Trust director Adam D. Portnoy, through affiliated entities, reported a large open-market purchase of 41,666,666 Common Shares of Beneficial Interest at $1.20 per share. These shares are held by The RMR Group LLC, a majority-owned subsidiary of The RMR Group Inc., and the filing states that Mr. Portnoy, ABP Trust and RMR Inc. may be deemed beneficial owners but each disclaims beneficial ownership except to the extent of their pecuniary interest.

After this transaction, the filing shows 41,666,666 shares held indirectly by The RMR Group LLC, 1,672,783 shares held indirectly by ABP Trust, and 358,881 shares held directly by Mr. Portnoy.

Insights

REIT governance and insider-transactions analyst

Large open‑market buy via affiliated entity signals increased exposure but with complex indirect ownership.

The filing shows an open‑market purchase of 41,666,666 Service Properties Trust common shares at $1.20 per share. The shares are held by The RMR Group LLC, which is majority owned by The RMR Group Inc., where Adam Portnoy is a managing director and controlling shareholder.

Footnotes clarify that Mr. Portnoy, ABP Trust and RMR Inc. may be deemed beneficial owners, but each disclaims beneficial ownership except for their pecuniary interest. This means economic exposure is shared across entities, and voting or investment authority may be exercised at the entity level rather than solely by Mr. Portnoy.

Post‑transaction, the position reported includes 41,666,666 shares indirectly via RMR LLC, 1,672,783 shares indirectly via ABP Trust, and 358,881 shares held directly. The scale and open‑market nature of the purchase stand out, though the precise impact depends on total shares outstanding and the governance roles of these entities, which are not detailed here.

Insider Trade Summary

Net Buyer: 41,666,666 shares ($49,999,999)

Net Buy 3 txns

Insider PORTNOY ADAM D.

Role Director

Bought 41,666,666 shs ($50.00M)

Type	Security	Shares	Price	Value
Purchase	Common Shares of Beneficial Interest	41,666,666	$1.20	$50.00M
holding	Common Shares of Beneficial Interest	--	--	--
holding	Common Shares of Beneficial Interest	--	--	--

Holdings After Transaction: Common Shares of Beneficial Interest — 41,666,666 shares (Indirect, See Footnote); Common Shares of Beneficial Interest — 358,881 shares (Direct)

Footnotes (1)

1. 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. 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.

Key Figures

Open-market purchase size: 41,666,666 shares Purchase price per share: $1.20/share Indirect holdings via RMR LLC: 41,666,666 shares +2 more

5 metrics

Open-market purchase size 41,666,666 shares Common Shares of Beneficial Interest bought at $1.20 on 2026-04-02

Purchase price per share $1.20/share Price for 41,666,666 Service Properties Trust shares

Indirect holdings via RMR LLC 41,666,666 shares Total shares held indirectly after transaction

Indirect holdings via ABP Trust 1,672,783 shares ABP Trust position where Portnoy is sole trustee and controlling shareholder

Direct holdings 358,881 shares Common Shares of Beneficial Interest held directly by Adam Portnoy

Key Terms

Common Shares of Beneficial Interest, open-market purchase, beneficial owner, pecuniary interest, +1 more

5 terms

Common Shares of Beneficial Interest financial

"These shares are held as Common Shares of Beneficial Interest of Service Properties Trust."

Common Shares of Beneficial Interest are units that represent ownership in a company or organization, like owning a piece of a pie. They give investors voting rights and a chance to share in profits, making them important for those looking to invest and have a say in how the organization is run.

open-market purchase financial

"The transaction is described as an open-market purchase at $1.20 per share."

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

beneficial owner financial

"Each of Mr. Portnoy, ABP Trust and RMR Inc. may be deemed to be a beneficial owner of these shares."

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

"They each disclaim such beneficial ownership except to the extent of their pecuniary interest therein."

indirect ownership financial

"These shares are held by The RMR Group LLC, reflecting indirect ownership through an affiliated entity."

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^*

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)
04/02/2026

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	04/02/2026		P		41,666,666	A	$1.2	41,666,666	I	See Footnote(1)
Common Shares of Beneficial Interest								358,881	D
Common Shares of Beneficial Interest								1,672,783	I	See Footnote(2)

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 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.

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.

	/s/ Adam D. Portnoy	04/02/2026
	** 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 insider transaction did SVC director Adam Portnoy report?

Adam Portnoy reported an open‑market purchase of 41,666,666 Service Properties Trust common shares at $1.20 per share. The shares are held by The RMR Group LLC, an affiliated entity in which he has a controlling role and pecuniary interest.

Who actually holds the 41,666,666 SVC shares reported in this Form 4?

The 41,666,666 Service Properties Trust shares are held by The RMR Group LLC. The filing notes that RMR LLC is majority owned by The RMR Group Inc., and Adam Portnoy and related entities may be deemed beneficial owners but disclaim ownership beyond their pecuniary interest.

How many SVC shares does Adam Portnoy hold directly and indirectly after the transaction?

After the reported transaction, the filing shows 358,881 shares held directly by Adam Portnoy, 1,672,783 shares held indirectly through ABP Trust, and 41,666,666 shares held indirectly through The RMR Group LLC, reflecting significant aggregated exposure.

What type of security did the insider buy in Service Properties Trust (SVC)?

The insider transaction involved Common Shares of Beneficial Interest of Service Properties Trust. These are the trust’s primary equity securities, similar to common stock in a corporation, and represent ownership interests with associated economic and voting rights as defined in the trust’s governing documents.

How do the footnotes affect interpretation of this SVC insider purchase?

The footnotes explain that the purchased shares are held by The RMR Group LLC and that Adam Portnoy, ABP Trust and RMR Inc. may be deemed beneficial owners but each disclaims beneficial ownership beyond their pecuniary interest, highlighting indirect, entity‑level ownership rather than purely personal holdings.