Apple Hospitality REIT Inc.

04/26/2024 | Press release | Distributed by Public on 04/26/2024 14:17

Material Event - Form 8-K

Item 8.01 Other Events.

The Company is seeking shareholder approval of its 2024 Omnibus Incentive Plan (the "2024 Plan") at its upcoming 2024 Annual Meeting of Shareholders (the "Annual Meeting"). If the Company's shareholders approve the 2024 Plan at the Annual Meeting, the 2024 Plan will supersede and replace the Company's 2014 Omnibus Incentive Plan (the "2014 Plan"). To provide the Company's shareholders further clarity as to the potential dilution that could result from the 2014 Plan and the proposed 2024 Plan, the Company is providing the following information regarding its outstanding shares and the remaining share reserves and outstanding equity awards under the 2014 Plan, each as of the March 26, 2024 record date ("Record Date") for the Annual Meeting.

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As of the Record Date, 5,145,772 common shares, no par value, of the Company ("Common Shares") remained available for issuance under the 2014 Plan.
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As of the Record Date, the number of Common Shares subject to outstanding awards under the 2014 Plan was 1,057,961, which includes 404,476 restricted Common Shares awarded and subject to time vesting on December 13, 2024, and further includes 653,485 Common Shares, which represents an estimated number of Common Shares based on target performance with respect to performance-based awards authorized under the 2014 Plan in February 2024, which awards are outstanding but not yet earned or vested under the 2014 Plan.
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As of the Record Date, no stock options have been granted under the 2014 Plan.
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In 2008, the Company adopted the Apple REIT Nine, Inc. 2008 Non-Employee Directors Stock Option Plan (the "Directors' Plan"). The Directors' Plan was terminated effective upon the listing of the Company's Common Shares on the NYSE on May 18, 2015. No further grants can be made under the Directors' Plan. As of the Record Date, the number of stock options that remain unexercised and outstanding under the Directors' Plan was 37,382 with a weighted average exercise price of $20.50 and a weighted average remaining term of 0.2 years.
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As of the Record Date, the Company had a total of 242,346,188 Common Shares outstanding.
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Since the Record Date, the Company has not granted any additional awards under the 2014 Plan and will not grant any additional awards under the 2014 Plan unless the 2024 Plan is not approved. Only if the 2024 Plan is not approved by the Company's shareholders would the Company issue additional awards under the 2014 Plan.

If the 2024 Plan is approved by the shareholders at the Company's Annual Meeting, the total number of Common Shares that will be available for issuance under the 2024 Plan will be 7,250,000.

The following table provides a summary of the above information:

Type of Shares

Number of Awards

New Common Shares requested under the 2024 Plan

7,250,000

Available Common Shares remaining under the 2014 Plan

5,145,772

Common Shares subject to outstanding awards under the 2014 Plan

1,057,961