Item 5.02 - DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
(e) Amendments to Executive Officer Compensation Arrangements
On September 3, 2009, based on the recommendation of the Compensation
Committee of the Board of Directors of Ashford Hospitality Trust, Inc. (the
"Company"), the Board of Directors of the Company approved the following changes
to the targeted Incentive Bonus (as defined in each executive officer's
employment agreement) ranges of certain executive officers of the Company,
effective January 1, 2009, as follows:
Current Target Incentive Bonus Range Amended Target Incentive Bonus Range
(% of annual salary) (% of annual salary)
Monty J. Bennett, 75 - 125 % 75 - 200 %
Chief Executive Officer
Douglas A. Kessler, 50 - 100 % 50 - 150 %
President
David A. Brooks, 40 - 95 % 40 - 125 %
Chief Operating Officer and General Counsel
Mark L. Nunneley, 20 - 60 % 20 - 75 %
Chief Accounting Officer
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As a result of these amendments, the employment agreements between each of
these executive officers and the Company will be amended.
The foregoing summaries of the amendments to the employment agreements of
Messrs. Bennett, Kessler, Brooks and Nunneley do not purport to be complete and
are qualified in their entirety by the amendments to such employment agreements
as will be filed with the Securities and Exchange Commission as an exhibit to
the Company's Quarterly Report on Form 10-Q for the quarter ending September 30,
2009.
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