Thomas C. Fisher - Feb 7, 2025 Form 4 Insider Report for Pebblebrook Hotel Trust (PEB)

Role: Co-President, C Investmt Ofcr
Signature: /s/ Andrew H. Dittamo, as attorney-in-fact for Thomas C. Fisher
Stock symbol: PEB
Transactions as of: Feb 7, 2025
Transactions value $: -$63,832
Form type: 4
Date filed: 2/11/2025, 04:24 PM
Previous filing: Jan 3, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PEB	Common Shares	Award	$0	+47.4K	+19.97%	$0.00	285K	Feb 7, 2025	Direct	F1
transaction	PEB	Common Shares	Award	$0	+10.3K	+3.61%	$0.00	295K	Feb 7, 2025	Direct	F2
transaction	PEB	Common Shares	Tax liability	-$63.8K	-4.98K	-1.69%	$12.81	290K	Feb 7, 2025	Direct	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	PEB	LTIP Class A Units						9.47K	Feb 7, 2025	Common Shares	9.47K		Direct	F4
holding	PEB	LTIP Class B Units						251K	Feb 7, 2025	Common Shares	251K		Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	All of these shares are time-vesting restricted common shares that were granted to the reporting person by the Issuer's Board of Trustees (the "Board") under an RSU award agreement. 15,809, 15,809, and 15,808 of these shares shall become vested and nonforfeitable, subject to the reporting person's continued service as an employee of the Issuer or an affiliate, on January 1, 2026, January 1, 2027, and January 1, 2028, respectively.
F2	The Common Shares were issued to the reporting person upon certification by the Compensation Committee of the Board of the extent to which the performance objectives of the performance-based equity incentive award made in May 2022 to the reporting person had been achieved. The reporting person earned 32.0% of the target number of Common Shares issuable pursuant to the award. For more information on the performance-based equity incentive award, including the performance objectives and measurement period, see the Issuer's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 31, 2023.
F3	Represents Common Shares sold to the Issuer as payment of tax upon vesting of 10,272 Common Shares.
F4	Represents units of limited partnership interest ("LTIP Class A Units") in Pebblebrook Hotel, L.P. (the "Operating Partnership"), of which the Issuer is the general partner. All LTIP Class A Units upon achieving parity with the Operating Partnership's common units pursuant to the terms of the partnership agreement, may be exchanged at any time, at the election of the holder, for Operating Partnership units on a one-for-one basis or, at the Operating Partnership's option, an equivalent amount of cash. The LTIP Class A Units were issued pursuant to the Issuer's 2009 Equity Incentive Plan as amended and restated.
F5	Represents units of limited partnership interest ("LTIP Class B Units") in Pebblebrook Hotel, L.P. (the "Operating Partnership"), of which the Issuer is the general partner. All LTIP Class B Units upon achieving parity with the Operating Partnership's common units pursuant to the terms of the partnership agreement, may be exchanged at any time, at the election of the holder, for Operating Partnership units on a one-for-one basis or, at the Operating Partnership's option, an equivalent amount of cash. The LTIP Class B Units were issued pursuant to the Issuer's 2009 Equity Incentive Plan as amended and restated.