Business Context and Reporting Period
Company: Ashford Hospitality Trust, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: December 31, 2008
Subject: Amendment to the Nonqualified Deferred Compensation Plan.
Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The document is a current report regarding corporate governance and compensation plan amendments.
Material Changes
The Company amended its Nonqualified Deferred Compensation Plan effective December 31, 2008. Key changes include:
- Eligible employees, including executive officers, may now defer "other amounts" in addition to salary, bonus, and restricted stock awards.
- Deferrals must comply with Section 409A of the Internal Revenue Code of 1986.
- The Company may now pay a participant's account in a single lump sum if the participant incurs a disability.
Guidance, Outlook, and Risks
The filing contains no management guidance, outlook, or discussion of risks and contingencies. The summary of the amendment is qualified in its entirety by reference to the attached First Amendment (Exhibit 10.1).
Key Facts for Investor Verification
- Verify the specific definition of "other amounts" eligible for deferral in the attached Exhibit 10.1.
- Confirm the specific procedures the compensation committee will use to administer these new deferral options.
- Review the full text of the First Amendment to understand the precise conditions for the disability lump-sum payment provision.