Form 8-K RLJ Lodging Trust For: Nov 21

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 21, 2016

RLJ LODGING TRUST

(Exact name of registrant as specified in its charter)

(301) 280-7777

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o                        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o                        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o                        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o                        Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02                   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 21, 2016, Arthur R. Collins was elected to the board of trustees (the “Board of Trustees”) of RLJ Lodging Trust (the “Company”).

Mr. Collins was elected by the Board of Trustees upon the recommendation of the Nominating and Corporate Governance Committee.

Since 1989, Mr. Collins has served as Managing Partner of theGROUP, a government relations and public affairs consulting firm that Mr. Collins founded.  Mr. Collins currently serves as chairman of the board of trustees of Morehouse School of Medicine and as a member of the boards of trustees of The Brookings Institution and Meridian International Center.  He has previously served as chairman of the board of trustees of Florida A&M University.  Mr. Collins received a bachelor’s degree in accounting and finance from Florida A&M University and a doctor of humane letters from Florida A&M University.

Mr. Collins will serve as a trustee of the Company until the Company’s 2017 annual meeting of shareholders and until his successor is duly elected and qualified or until his resignation or removal.  In connection with Mr. Collins’ election as a trustee, the Board of Trustees increased the size of the Board of Trustees to seven members.  It is expected that Mr. Collins will serve on the Compensation Committee and the Nominating and Corporate Governance Committee.

As compensation for serving on the Board of Trustees, Mr. Collins will receive a cash retainer equal to the $75,000 annual cash compensation paid to the members of the Board of Trustees prorated for his remaining term.  In addition, as compensation for his service on the Board of Trustees Mr. Collins is expected to receive a restricted share grant equal in value to the $90,000 restricted share grants made to members of the Board of Trustees prorated for his remaining term.  The Board of Trustees has not yet approved Mr. Collins’ restricted share grant.

Item 7.01.                Regulation FD Disclosure.

                        On November 28, 2016, the Company issued a press release announcing the election of Mr. Collins to the Board of Trustees.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein solely for purposes of this Item 7.01 disclosure.

The information included in this Current Report on Form 8-K under this Item 7.01 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01.                Financial Statements and Exhibits

(d) The following exhibits are filed as part of this report:

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

3

EXHIBIT LIST

4

Exhibit 99.1

Press Release

RLJ Lodging Trust Announces the Appointment of Art Collins to Its Board of Trustees

Bethesda, MD, November 28, 2016 — RLJ Lodging Trust (the “Company”) (NYSE: RLJ) today announced the election of Arthur (“Art”) Collins as a new member to its Board of Trustees. Mr. Collins’ appointment became effective November 21, 2016, increasing the size of the Company’s board from six to seven members.

“We are excited to have Art join our board,” commented Ross H. Bierkan, President and Chief Executive Officer. “In addition to his extensive board experience, Art brings decades of executive experience advising companies across a multitude of industries, which makes him a valuable addition to our board.”

Mr. Collins is the Managing Partner of theGROUP, a government relations and public affairs consulting firm, specializing in providing strategic policy advice to global corporations. Prior to this, Mr. Collins was Chairman and CEO of Public Private Partnership, Inc. Mr. Collins’ significant experience includes serving on the board of several distinguished organizations, including the Brookings Institution and the Meridian International Center.

About Us

RLJ Lodging Trust is a self-advised, publicly traded real estate investment trust focused on acquiring premium-branded, focused-service and compact full-service hotels. The Company owns 125 hotels with approximately 20,800 rooms, located in 21 states and the District of Columbia.

###

Additional Contacts:

Leslie D. Hale, Chief Operating Officer and Chief Financial Officer, RLJ Lodging Trust — (301) 280-7774

For additional information or to receive press releases via email, please visit our website:

http://rljlodgingtrust.com