Sec Form 4 Filing - MacDonald Brendan @ CONDOR HOSPITALITY TRUST, INC. - 2021-07-29

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 MacDonald Brendan 2. Issuer Name and Ticker or Trading Symbol CONDOR HOSPITALITY TRUST, INC. [ CDOR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 4275 EXECUTIVE SQUARE, SUITE 500 3. Date of Earliest Transaction (MM/DD/YY) 07/29/2021 (Street) LAJOLLA, CA92037 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 Stock 07/29/2021 M 1,269,985 A $ 0 4,184,213 I ( 1 ) ( 2 ) By SREP III Flight-Investco, L.P. ( 1 ) ( 2 ) ( 3 ) ( 4 )

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 Series E Cumulative Convertible Preferred Stock ( 3 ) ( 4 ) 07/29/2021 M 437,262 ( 3 )( 4 ) ( 3 )( 4 ) Common Stock ( 3 ) ( 4 ) ( 3 ) ( 4 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MacDonald Brendan 4275 EXECUTIVE SQUARE SUITE 500 LAJOLLA, CA92037 X Signatures /s/ Brendan MacDonald 08/02/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares issued pursuant to exercise of put right (see Footnotes 3 and 4 below). Mr. MacDonald is a member of StepStone Group Real Estate Holdings LLC ("SGREH"), general manager of StepStone Group Real Estate LP, the sole member and investment manager of StepStone Rep III (GP), LLC, the general partner of SREP III, Flight-Investco, L.P. (continued at Footnote 2) ( 2 )(continued from Footnote 1) Mr. MacDonald may be deemed a participant in the control of the voting, disposition or purchase of these shares and thus may be deemed to share beneficial ownership of these shares. Mr. MacDonald disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. ( 3 )Investco elected to exercise its right to require the Issuer to redeem all 437,262 shares of the Series E Stock (the "Shares") held by Investco at a value per share equal to 130% of the $10 liquidation preference of the Shares, plus accrued and unpaid dividends, on July 29, 2021, pursuant to the terms of the Shares. The Issuer had the right to redeem the Shares with cash or by issuing shares of common stock, and a special committee of independent directors of the board of directors of the Issuer unanimously approved redemption of the Shares with shares of common stock. (continued at Footnote 4) ( 4 )(continued from Footnote 3) For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, Investco is deemed a Director by Deputization by virtue of its representation on the Board of Directors of the Issuer. The number of shares of common stock issued to effect redemption of the Shares equals 1,269,985 shares of common stock based on the weighted market sale price average of the Common Stock for the applicable thirty trading day period of $4.90 per share.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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

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