Sec Form 4 Filing - Bloss Roger James @ Red Lion Hotels CORP - 2018-03-27

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bloss Roger James
2. Issuer Name and Ticker or Trading Symbol
Red Lion Hotels CORP [ RLH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
E.V.P. & President Global Devp
(Last) (First) (Middle)
1550 MARKET STREET #250
3. Date of Earliest Transaction (MM/DD/YY)
03/27/2018
(Street)
DENVER, CO80202
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Performance Based Restricted Stock Unit ( 1 ) 03/27/2018 A 16,407 ( 2 ) ( 2 ) ( 2 ) Common Stock 16,407 $ 0 16,407 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bloss Roger James
1550 MARKET STREET #250
DENVER, CO80202
E.V.P. & President Global Devp
Signatures
/s/Julie Langenheim, Attorney-in-fact 03/29/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each Performance Based Restricted Stock Unit represents a contingent right to receive one share of RLH common stock.
( 2 )On May 31, 2017 Mr. Bloss received a performance based restricted stock unit ("PSU") under the Company's 2015 Stock Incentive Plan representing the right to receive between 0 and 24,511 shares of Red Lion Hotels Corporation common stock (with 15,319 shares at the target level) if the company achieved or exceeded the following performance targets: 2017 adjusted EBITDA exceeded $20.24M (weighted 70%) and gross number of hotels added to system during 2017 exceeded 119 (weighted 30%). On March 27, 2018, the Board of Directors determined that the performance targets were met at the 107% level, therefore 16,407 PSUs were issued. The PSUs will vest in full on March 31, 2020, assuming continued employment through the vesting date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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