Sec Form 4 Filing - KNIGHT JUSTIN G @ Apple Hospitality REIT, Inc. - 2021-01-12

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
KNIGHT JUSTIN G
2. Issuer Name and Ticker or Trading Symbol
Apple Hospitality REIT, Inc. [ APLE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO
(Last) (First) (Middle)
814 EAST MAIN STREET
3. Date of Earliest Transaction (MM/DD/YY)
01/12/2021
(Street)
RICHMOND, VA23219
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
Common Shares 01/12/2021 J( 1 ) 9,837,031 ( 2 ) A $ 0 ( 3 ) 9,837,031 I In closely held LLC
Common Shares 1,285,549 D
Common Shares 32,807 I By J. Knight Generation Skipping Irrevocable Trust
Common Shares 304,504 ( 2 ) I By JAMN Limited Partnership, LLP
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KNIGHT JUSTIN G
814 EAST MAIN STREET
RICHMOND, VA23219
X CEO
Signatures
/s/ Kelly C. Clarke, Attorney-in-fact 01/14/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As part of his estate planning, on December 29, 2020, Glade Knight contributed 9,837,031 APLE common shares, among other assets, to a limited liability company, created to manage family investments, of which he was the sole member and manager (the "LLC"). Following the contribution to the LLC, Glade Knight sold the 99% non-voting membership interest (the "Interest") in the LLC to an irrevocable trust (the "Estate Planning Trust") which Glade Knight, as settlor, established and funded for the benefit of his children and other descendants. Justin Knight and Nelson Knight are trustees of the Estate Planning Trust. Glade Knight is the manager and sole voting member of the LLC and continues to have the sole power to vote and the sole power to transfer the shares held by the LLC.
( 2 )The reporting person disclaims beneficial ownership of the reported shares to the extent the shares reported exceed the reporting person's pecuniary interest in such shares.
( 3 )The price at which the non-voting membership interest in the LLC was sold to the Estate Planning Trust reflects a discount, taking into account the valuation of the non-voting membership interest in the LLC, to the average of the high and low share price for APLE's common shares on the New York Stock Exchange on January 11, 2021.

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