Form 4: Apple Hospitality REIT Director Acquires Shares and Deferred Stock Units as Part of Compensation

Howard E. Woolley, a Director at Apple Hospitality REIT, Inc., acquired common shares and deferred stock units on May 30, 2025, as part of his quarterly board retainer fee and dividend equivalent rights.

Summary

• On May 30, 2025, Howard E. Woolley, a Director of Apple Hospitality REIT, Inc. (APLE), acquired 2,481 common shares.
• These shares were acquired at a price of $11.59 per share, which was the closing price on the New York Stock Exchange on the transaction date.
• The acquisition of common shares represents the equity component of his quarterly retainer fee for serving on the Board of Directors.
• Following this transaction, Mr. Woolley directly beneficially owns 26,728.727 common shares.
• Additionally, on the same date, Mr. Woolley acquired 428 Deferred Stock Units (DSUs).
• These DSUs were granted pursuant to dividend equivalent rights on previously awarded Deferred Stock Units, with each DSU economically equivalent to one share of Common Stock.
• The DSUs are valued at $11.59 per unit, matching the common share price.
• After this transaction, Mr. Woolley directly beneficially owns 21,118 Deferred Stock Units.
• The Deferred Stock Units are generally payable in the form elected or provided under the Deferral Plan, or upon death, disability, or change in control.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While it's a routine compensation event, the director's increased beneficial ownership, even through compensation, can be seen as a minor positive for shareholder alignment. There are no negative implications from this specific filing.

Positives

• The acquisition of shares and deferred stock units by a director, even as compensation, increases their direct stake in the company, potentially aligning their interests more closely with shareholders.
• The consistent payment of equity as part of director compensation indicates a standard and transparent compensation structure.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• "Quarterly payment of equity component of quarterly retainer fee for serving on the Board of Directors of Apple Hospitality REIT, Inc."
• "Per share value is the closing price for the Company's common shares on the New York Stock Exchange on May 30, 2025."
• "Each Deferred Stock Unit is economically equivalent to one share of Common Stock."
• "Represents Deferred Stock Units granted pursuant to dividend equivalent rights on previously awarded Deferred Stock Units."
• "The Deferred Stock Units credited under the Amended and Restated Non-Employee Director Deferral Program (the 'Deferral Plan'), under the Apple Hospitality REIT, Inc. 2024 Omnibus Incentive Plan, are generally payable in the form elected or provided under the Deferral Plan on the earlier of (i) the date or event elected by the reporting person, or (ii) upon death, disability or change in control as defined under the Deferral Plan."

Industry Context

This filing reflects a routine compensation practice for non-employee directors in the REIT (Real Estate Investment Trust) sector, where a portion of director fees is often paid in equity to align interests with shareholders. Such practices are common across publicly traded companies, particularly those with established corporate governance frameworks.

Comparison to Industry Standards

• The practice of compensating directors with equity, such as common shares and deferred stock units, is a standard corporate governance practice across various industries, including REITs, to align director incentives with shareholder value creation.
• The valuation of equity compensation based on the closing market price on the transaction date is a common and transparent method, consistent with practices seen in companies like Host Hotels & Resorts (HST) or Public Storage (PSA) for their director compensation programs.

Corporate Governance

Related Party Transactions

• The acquisition of common shares and deferred stock units by Howard E. Woolley, a Director, constitutes a related party transaction as it involves compensation from the company to a member of its board. This is a standard and disclosed form of related party dealing.

Stakeholder Impact

• Shareholders: The acquisition of equity by a director, even as compensation, can be viewed positively as it increases the director's personal stake in the company, potentially fostering greater alignment with shareholder interests and long-term value creation.
• Employees: No direct impact on employees is indicated by this filing.
• Customers/Suppliers/Creditors: No direct impact on these stakeholders is indicated by this filing.

Key Dates

Keywords

Apple Hospitality REIT, APLE, Form 4, Insider Transaction, Director Compensation, Stock Acquisition, Deferred Stock Units, Corporate Governance, REIT