Statement of Changes in Beneficial Ownership (4)
15 January 2021 - 10:07AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Knight Nelson |
2. Issuer Name and Ticker or Trading Symbol
Apple Hospitality REIT, Inc.
[
APLE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President Real Estate & Invest |
(Last)
(First)
(Middle)
814 EAST MAIN STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/12/2021 |
(Street)
RICHMOND, VA 23219
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Shares | 1/12/2021 | | J(1) | | 9837031.0000 (2) | A | $0 (3) | 9837031.0000 | I | In closely held LLC |
Common Shares | | | | | | | | 636443.0000 | D | |
Common Shares | | | | | | | | 37601.0000 | I | By N. Knight Generation Skipping Irrevocable Trust |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | As part of his estate planning, on December 29, 2020, Glade Knight contributed 9,837,031 APLE common shares, among other assets, to a limited liability company, created to manage family investments, of which he was the sole member and manager (the "LLC"). Following the contribution to the LLC, Glade Knight sold the 99% non-voting membership interest (the "Interest") in the LLC to an irrevocable trust (the "Estate Planning Trust") which Glade Knight, as settlor, established and funded for the benefit of his children and other descendants. Justin Knight and Nelson Knight are trustees of the Estate Planning Trust. Glade Knight is the manager and sole voting member of the LLC and continues to have the sole power to vote and the sole power to transfer the shares held by the LLC. |
(2) | The reporting person disclaims beneficial ownership of the reported shares to the extent the shares reported exceed the reporting person's pecuniary interest in such shares. |
(3) | The price at which the non-voting membership interest in the LLC was sold to the Estate Planning Trust reflects a discount, taking into account the valuation of the non-voting membership interest in the LLC, to the average of the high and low share price for APLE's common shares on the New York Stock Exchange on January 11, 2021. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Knight Nelson 814 EAST MAIN STREET RICHMOND, VA 23219 |
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| President Real Estate & Invest |
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Signatures
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/s/ Kelly C. Clarke, Attorney-in-fact | | 1/14/2021 |
**Signature of Reporting Person | Date |
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