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Service Properties Trust – ‘10-K’ for 12/31/19 – ‘EX-4.1’

On:  Friday, 2/28/20, at 6:43pm ET   ·   As of:  3/2/20   ·   For:  12/31/19   ·   Accession #:  945394-20-8   ·   File #:  1-11527

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  As Of               Filer                 Filing    For·On·As Docs:Size

 3/02/20  Service Properties Trust          10-K       12/31/19  110:28M

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   4.33M 
 2: EX-4.1      Instrument Defining the Rights of Security Holders  HTML     36K 
 3: EX-4.18     Instrument Defining the Rights of Security Holders  HTML     81K 
 4: EX-8.1      Opinion of Counsel re: Tax Matters                  HTML     37K 
 6: EX-10.10    Material Contract                                   HTML     75K 
 7: EX-10.11    Material Contract                                   HTML   1.08M 
 5: EX-10.8     Material Contract                                   HTML    126K 
 8: EX-21.1     Subsidiaries List                                   HTML     39K 
 9: EX-23.1     Consent of Experts or Counsel                       HTML     31K 
10: EX-31.1     Certification -- §302 - SOA'02                      HTML     38K 
11: EX-31.2     Certification -- §302 - SOA'02                      HTML     38K 
12: EX-32.1     Certification -- §906 - SOA'02                      HTML     33K 
110: R1          Cover Page                                          HTML     97K  
46: R2          Consolidated Balance Sheets                         HTML    117K 
36: R3          Consolidated Balance Sheets (Parenthetical)         HTML     39K 
72: R4          Consolidated Statements of Comprehensive Income     HTML    123K 
106: R5          Consolidated Statements of Comprehensive Income     HTML     33K  
                (Parenthetical)                                                  
42: R6          Consolidated Statements of Shareholders' Equity     HTML     93K 
35: R7          Consolidated Statements of Cash Flows               HTML    154K 
74: R8          Organization                                        HTML     35K 
105: R9          Summary of Significant Accounting Policies          HTML    115K  
30: R10         Weighted Average Common Shares                      HTML     41K 
62: R11         Real Estate Properties                              HTML    248K 
95: R12         Management Agreements and Leases                    HTML    157K 
83: R13         Indebtedness                                        HTML     58K 
29: R14         Shareholders' Equity                                HTML    112K 
61: R15         Business and Property Management Agreements with    HTML     64K 
                RMR LLC                                                          
94: R16         Related Person Transactions                         HTML     56K 
82: R17         Income Taxes                                        HTML     94K 
28: R18         Concentration                                       HTML    101K 
63: R19         Selected Quarterly Financial Data (Unaudited)       HTML     61K 
100: R20         Segment Information                                 HTML    230K  
67: R21         Fair Value of Assets and Liabilities                HTML     98K 
32: R22         Schedule Iii?Real Estate and Accumulated            HTML   1.16M 
                Depreciation                                                     
41: R23         Summary of Significant Accounting Policies          HTML    147K 
                (Policies)                                                       
99: R24         Summary of Significant Accounting Policies          HTML     83K 
                (Tables)                                                         
66: R25         Weighted Average Common Shares (Tables)             HTML     41K 
31: R26         Real Estate Properties (Tables)                     HTML    234K 
40: R27         Management Agreements and Leases (Tables)           HTML     70K 
101: R28         Indebtedness (Tables)                               HTML     37K  
65: R29         Shareholders' Equity (Tables)                       HTML    100K 
84: R30         Income Taxes (Tables)                               HTML     96K 
97: R31         Concentration (Tables)                              HTML     91K 
59: R32         Selected Quarterly Financial Data (Unaudited)       HTML     61K 
                (Tables)                                                         
26: R33         Segment Information (Tables)                        HTML    231K 
85: R34         Fair Value of Assets and Liabilities (Tables)       HTML     99K 
98: R35         Organization (Details)                              HTML     38K 
60: R36         Summary of Significant Accounting Policies          HTML     44K 
                (Details)                                                        
27: R37         Summary of Significant Accounting Policies -        HTML     75K 
                Intangibles (Details)                                            
86: R38         Summary of Significant Accounting Policies -        HTML     74K 
                Future Amortization of Intangibles (Details)                     
96: R39         Summary of Significant Accounting Policies - Debt   HTML     50K 
                Issuance Costs (Details)                                         
68: R40         Summary of Significant Accounting Policies -        HTML     40K 
                Equity Securities (Details)                                      
103: R41         Summary of Significant Accounting Policies -        HTML     43K  
                Revenue Recognition and Segment Information                      
                (Details)                                                        
49: R42         Summary of Significant Accounting Policies - New    HTML     37K 
                Accounting Pronouncements (Details)                              
38: R43         Weighted Average Common Shares (Details)            HTML     38K 
69: R44         Real Estate Properties (Details)                    HTML     86K 
104: R45         Real Estate Properties - Allocation of Purchase     HTML    301K  
                Price (Details)                                                  
50: R46         Real Estate Properties Real Estate Properties -     HTML     60K 
                SMTA Transaction and Other Acquisition Agreements                
                (Details)                                                        
39: R47         Real Estate Properties - Dispositions (Details)     HTML    108K 
70: R48         Real Estate Properties Real Estate Properties -     HTML    121K 
                Sale of Properties (Details)                                     
102: R49         Management Agreements and Leases (Details)          HTML     49K  
88: R50         Management Agreements and Leases - IHG Agreement    HTML     53K 
                (Details)                                                        
77: R51         Management Agreements and Leases - Marriott No. 1   HTML     45K 
                (Details)                                                        
24: R52         Management Agreements and Leases - Marriott No.     HTML     50K 
                234 (Details)                                                    
58: R53         Management Agreements and Leases - Marriott No. 5   HTML     43K 
                (Details)                                                        
87: R54         Management Agreements and Leases Management         HTML     63K 
                Agreements and Leases - Combined Marriott                        
                Agreement (Details)                                              
76: R55         Management Agreements and Leases - Sonesta and      HTML    108K 
                Wyndham Agreement (Details)                                      
23: R56         Management Agreements and Leases - Hyatt Agreement  HTML     47K 
                (Details)                                                        
57: R57         Management Agreements and Leases - Radisson         HTML     51K 
                Agreement (Details)                                              
89: R58         Management Agreements and Leases - Wyndham          HTML     46K 
                Agreements (Details)                                             
75: R59         Management Agreements and Leases Mangament          HTML     45K 
                Agreements and Leases - Net Lease Portfolio                      
                (Details)                                                        
37: R60         Management Agreements and Leases - TA Leases        HTML    155K 
                (Details)                                                        
45: R61         Management Agreements and Leases Management         HTML     73K 
                Agreements and Leases - Other Net Lease Agreements               
                (Details)                                                        
109: R62         Management Agreements and Leases Management         HTML     45K  
                Agreements and Leases - Schedule of Minimum Rents                
                to be Received (Details)                                         
73: R63         Management Agreements and Leases Management         HTML     64K 
                Agreements and Leases - Schedule of Minimum Rent                 
                Payments (Details)                                               
34: R64         Indebtedness - Narrative (Details)                  HTML    156K 
44: R65         Indebtedness - Principal Repayment (Details)        HTML     50K 
107: R66         Shareholders' Equity (Details)                      HTML     42K  
71: R67         Shareholders' Equity - Share-based Compensation     HTML     85K 
                (Details)                                                        
33: R68         Stockholders' Equity - Stock Repurchases (Details)  HTML     36K 
48: R69         Shareholders' Equity - Preferred Shares (Details)   HTML     49K 
52: R70         Shareholders' Equity - Distributions (Details)      HTML     53K 
18: R71         Shareholders' Equity - Schedule of AOCI (Details)   HTML     52K 
78: R72         Business and Property Management Agreements with    HTML    100K 
                RMR LLC (Details)                                                
90: R73         Related Person Transactions - Management            HTML    108K 
                Agreements (Details)                                             
55: R74         Related Person Transactions - TA Transaction        HTML     47K 
                Agreement (Details)                                              
21: R75         Related Person Transactions - Sonesta and AIC       HTML     65K 
                (Details)                                                        
81: R76         Related Person Transactions - Directors' and        HTML     34K 
                Officers' Liability Insurance (Details)                          
93: R77         Income Taxes - Provision and Reconciliation         HTML     88K 
                (Details)                                                        
51: R78         Income Taxes - Deferred Tax Assets and Liabilities  HTML     54K 
                (Details)                                                        
22: R79         Income Taxes - Narrative (Details)                  HTML     38K 
53: R80         Concentration - Narrative (Details)                 HTML     92K 
19: R81         Concentration - Minimum Return and Rents (Details)  HTML    131K 
79: R82         Selected Quarterly Financial Data (Unaudited)       HTML     47K 
                (Details)                                                        
91: R83         Segment Information (Details)                       HTML    169K 
54: R84         Fair Value of Assets and Liabilities (Details)      HTML     79K 
20: R85         Fair Value of Assets and Liabilities - Fair Value   HTML     91K 
                of Additional Financial Instruments (Details)                    
80: R86         Schedule Iii?Real Estate and Accumulated            HTML   1.54M 
                Depreciation (Details)                                           
92: R87         Schedule Iii?Real Estate and Accumulated            HTML     58K 
                Depreciation - Notes to Schedule III (Details)                   
64: R9999       Uncategorized Items - svcq4201910kdocument.htm      HTML     34K 
108: XML         IDEA XML File -- Filing Summary                      XML    194K  
56: XML         XBRL Instance -- svcq4201910kdocument_htm            XML   7.83M 
43: EXCEL       IDEA Workbook of Financial Reports                  XLSX    177K 
14: EX-101.CAL  XBRL Calculations -- svc-20191231_cal                XML    293K 
15: EX-101.DEF  XBRL Definitions -- svc-20191231_def                 XML   1.66M 
16: EX-101.LAB  XBRL Labels -- svc-20191231_lab                      XML   3.12M 
17: EX-101.PRE  XBRL Presentations -- svc-20191231_pre               XML   2.03M 
13: EX-101.SCH  XBRL Schema -- svc-20191231                          XSD    423K 
25: JSON        XBRL Instance as JSON Data -- MetaLinks              538±   819K 
47: ZIP         XBRL Zipped Folder -- 0000945394-20-000008-xbrl      Zip    979K

‘EX-4.1’   —   Instrument Defining the Rights of Security Holders

This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]

 C: 
  svcform10kexhibit41formo  
Exhibit 4.1 SVC COMMON SHARES COMMON SHARES $.01 PAR VALUE PER SHARE $.01 PAR VALUE PER SHARE SEE REVERSE FOR IMPORTANT NOTICE A MARYLAND REAL ESTATE INVESTMENT TRUST ON TRANSFER RESTRICTIONS AND OTHER INFORMATION CUSIP 81761L 10 2 THIS CERTIFIES THAT is the registered holder of BY COUNTERSIGNED AND REGISTERED: FULLY PAID AND NONASSESSABLE COMMON SHARES OF BENEFICIAL INTEREST IN EQUINITI TRUST COMPANY SERVICE PROPERTIES TRUST a Maryland real estate investment trust (the “Trust”), transferable on the books of the Trust by the holder hereof in person or by its duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate and the shares evidenced hereby are issued and shall be held subject to all of the provisions of theCOMMON Declaration of Trust and Bylaws of the Trust and any amendments thereto. The holder of this Certificate and every transferee or assignee hereof by accepting or holding the same agrees to be bound by all of the provisions of the Declaration of Trust and Bylaws of the Trust, as amended from time to time. This Certificate is not valid unless countersigned and registered by the Transfer Agent and Registrar. IN WITNESS WHEREOF, the Trust has caused this Certificate to be executed on its behalf by its duly authorized officers. AUTHORIZED SIGNATURE Dated: TRANSFER AGENT AND REGISTRAR PRESIDENT AND CHIEF EXECUTIVE OFFICER CHIEF FINANCIAL OFFICER AND TREASURER THE DECLARATION OF TRUST PROVIDES THAT THE NAME “SERVICE PROPERTIES TRUST” REFERS TO THE TRUSTEES UNDER THE DECLARATION OF TRUST, COLLECTIVELY AS TRUSTEES, BUT NOT INDIVIDUALLY OR PERSONALLY, AND NO TRUSTEE, SHAREHOLDER, EMPLOYEE OR AGENT OF THE TRUST SHALL BE HELD TO ANY PERSONAL LIABILITY, JOINTLY OR SEVERALLY, IN CONNECTION WITH THIS INSTRUMENT. ALL PERSONS DEALING WITH THE TRUST IN ANY WAY SHALL LOOK ONLY TO THE ASSETS OF THE TRUST FOR PAYMENT OF ANY SUM OR PERFORMANCE OF ANY OBLIGATION. AMERICAN FINANCIAL PRINTING INCORPORATED – MINNEAPOLIS

 
SERVICE PROPERTIES TRUST IMPORTANT NOTICE PURSUANT AND SUBJECT TO THE TERMS OF THE AMENDED AND RESTATED DECLARATION OF TRUST OF THE TRUST, AS AMENDED FROM TIME TO TIME (THE “DECLARATION”), THE TRUST HAS THE AUTHORITY TO CREATE ONE OR MORE ADDITIONAL CLASSES OR SERIES OF SHARES AND ISSUE ADDITIONAL SHARES OF ANY EXISTING CLASS OR SERIES OF SHARES. THE TRUST WILL FURNISH A FULL STATEMENT OF (i) THE AUTHORITY OF THE TRUST TO CREATE ADDITIONAL CLASSES OR SERIES OF SHARES AND ISSUE ADDITIONAL SHARES OF ANY EXISTING CLASS OR SERIES OF SHARES, (ii) THE TERMS OF ANY EXISTING CLASS OR SERIES OF SHARES, AND (iii) SUCH OTHER INFORMATION AS IS REQUIRED BY APPLICABLE LAW, WITHOUT CHARGE TO ANY SHAREHOLDER UPON REQUEST TO THE SECRETARY OF THE TRUST. THE SHARES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON OWNERSHIP AND TRANSFER WHICH ARE OR MAY HEREAFTER BE CONTAINED IN THE DECLARATION OR IN THE AMENDED AND RESTATED BYLAWS ADOPTED BY THE TRUST, AS AMENDED FROM TIME TO TIME (THE “BYLAWS”), INCLUDING PROVISIONS WHICH PROHIBIT THE OWNERSHIP OF MORE THAN 9.8% OF ANY CLASS OR SERIES OF THE TRUST’S SHARES OF BENEFICIAL INTEREST BY ANY PERSON OR GROUP. THIS DESCRIPTION OF THE RESTRICTIONS UPON OWNERSHIP OR TRANSFER OF THE TRUST’S SECURITIES IS NOT COMPLETE. A MORE COMPLETE DESCRIPTION OF THESE RESTRICTIONS AND OF VARIOUS RIGHTS AND OBLIGATIONS OF SHAREHOLDERS APPEARS IN THE DECLARATION OR BYLAWS, AS APPLICABLE, AND IN CERTAIN OTHER AGREEMENTS WHICH MAY FROM TIME TO TIME BE ENTERED INTO BY THE TRUST AFFECTING THE RIGHTS AND OBLIGATIONS OF SHAREHOLDERS. COPIES OF THE DECLARATION, BYLAWS AND AGREEMENTS AFFECTING THE RIGHTS AND OBLIGATIONS OF SHAREHOLDERS AS IN EFFECT FROM TIME TO TIME WILL BE SENT WITHOUT CHARGE TO ANY SHAREHOLDER UPON REQUEST TO THE SECRETARY OF THE TRUST. THIS CERTIFICATE ALSO EVIDENCES AND ENTITLES THE HOLDER HEREOF TO CERTAIN RIGHTS AS SET FORTH IN THE RENEWED RIGHTS AGREEMENT DATED AS OF MAY 15, 2007 BETWEEN THE TRUST AND WELLS FARGO BANK, NATIONAL ASSOCIATION, AS SUCCESSOR RIGHTS AGENT, AND ANY AMENDMENTS OR RENEWALS THEREOF (THE “RIGHTS AGREEMENT”), THE TERMS OF WHICH ARE HEREBY INCORPORATED HEREIN BY REFERENCE AND A COPY OF WHICH IS ON FILE AT THE PRINCIPAL OFFICES OF THE TRUST. UNDER CERTAIN CIRCUMSTANCES, AS SET FORTH IN THE RIGHTS AGREEMENT, SUCH RIGHTS WILL BE EVIDENCED BY SEPARATE CERTIFICATES AND WILL NO LONGER BE EVIDENCED BY THIS CERTIFICATE. THE TRUST WILL MAIL TO THE HOLDER OF THIS CERTIFICATE A COPY OF THE RIGHTS AGREEMENT, AS IN EFFECT ON THE DATE OF MAILING, WITHOUT CHARGE PROMPTLY AFTER RECEIPT OF A WRITTEN REQUEST THEREFOR. UNDER CERTAIN CIRCUMSTANCES SET FORTH IN THE RIGHTS AGREEMENT, RIGHTS BENEFICIALLY OWNED (AS SUCH TERM IS DEFINED IN THE RIGHTS AGREEMENT) BY ANY PERSON WHO IS, WAS OR BECOMES AN ACQUIRING PERSON, OR ANY AFFILIATE OR ASSOCIATE THEREOF (AS SUCH TERMS ARE DEFINED IN THE RIGHTS AGREEMENT), WHETHER CURRENTLY HELD BY OR ON BEHALF OF SUCH PERSON OR BY ANY SUBSEQUENT HOLDER, MAY BECOME NULL AND VOID. THE RIGHTS SHALL NOT BE EXERCISABLE, AND SHALL BE VOID SO LONG AS HELD, BY A HOLDER IN ANY JURISDICTION WHERE THE REQUISITE QUALIFICATION TO THE ISSUANCE TO SUCH HOLDER, OR THE EXERCISE BY SUCH HOLDER, OF THE RIGHTS IN SUCH JURISDICTION SHALL NOT HAVE BEEN OBTAINED OR BE OBTAINABLE. The following abbreviations, when used in the inscription on the face of this Certificate, shall be construed as though they were written out in full according to applicable laws or regulations: UTMA – ____________ Custodian ____________ TEN COM – as tenants in common (Cust) (Minor) TEN ENT – as tenants by entireties under Uniform Transfers to Minors JT TEN – as joint tenants with right of survivorship Act ________________________________ and not as tenants in common (State) Additional abbreviations may also be used though not in above list. For value received ________________________________________________ hereby sell, assign, and transfer unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS INCLUDING ZIP CODE OF ASSIGNEE) Shares of beneficial interest represented by the within Certificate, and do hereby irrevocably constitute and appoint Attorney to transfer the said shares on the books of the within-named Trust with full power of substitution in the premises. Dated ________________ X X NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER. SIGNATURE GUARANTEED ALL GUARANTEES MUST BE MADE BY A FINANCIAL INSTITUTION (SUCH AS A BANK OR BROKER) WHICH IS A PARTICIPANT IN THE SECURITIES TRANSFER AGENTS MEDALLION PROGRAM (“STAMP”), THE NEW YORK STOCK EXCHANGE, INC. MEDALLION SIGNATURE PROGRAM (“MSP”), OR THE STOCK EXCHANGES MEDALLION PROGRAM (“SEMP”) AND MUST NOT BE DATED. GUARANTEES BY A NOTARY PUBLIC ARE NOT ACCEPTABLE.

 

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed as of:3/2/203
Filed on:2/28/203,  4,  8-K
For Period end:12/31/198-K
5/15/074,  8-K,  DEF 14A,  PRE 14A
 List all Filings 

24 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/04/24  Service Properties Trust          POSASR      4/04/24    6:583K                                   Toppan Merrill/FA
 2/28/24  Service Properties Trust          10-K       12/31/23   99:19M
11/06/23  Service Properties Trust          10-Q        9/30/23   69:8M
 8/07/23  Service Properties Trust          10-Q        6/30/23   81:12M
 5/08/23  Service Properties Trust          10-Q        3/31/23   65:6.9M
 2/28/23  Service Properties Trust          10-K       12/31/22  102:22M
11/03/22  Service Properties Trust          10-Q        9/30/22   64:8.8M
 8/04/22  Service Properties Trust          10-Q        6/30/22   67:8.9M
 5/04/22  Service Properties Trust          10-Q        3/31/22   62:7.2M
 2/24/22  Service Properties Trust          10-K       12/31/21  101:24M
11/04/21  Service Properties Trust          10-Q        9/30/21   65:9.8M
10/28/21  Service Properties Trust          POSASR     10/28/21    5:554K                                   Toppan Merrill/FA
 8/20/21  Service Properties Trust          S-3ASR      8/20/21   11:1.8M                                   Toppan Merrill/FA
 8/05/21  Service Properties Trust          10-Q        6/30/21   66:10M
 5/10/21  Service Properties Trust          10-Q        3/31/21   63:6.7M
 3/01/21  Service Properties Trust          10-K       12/31/20  101:25M
 1/29/21  Service Properties Trust          POSASR      1/29/21    4:621K                                   Toppan Merrill/FA
12/02/20  Service Properties Trust          8-K:1,9    11/25/20   11:370K                                   Toppan Merrill/FA
11/19/20  Service Properties Trust          424B5                  1:1M                                     Toppan Merrill/FA
11/17/20  Service Properties Trust          424B5                  1:1M                                     Toppan Merrill/FA
11/13/20  Service Properties Trust          POSASR     11/13/20    4:644K                                   Toppan Merrill/FA
11/09/20  Service Properties Trust          10-Q        9/30/20   75:12M
10/08/20  Service Properties Trust          8-K:1,9    10/06/20   13:251K
 8/10/20  Service Properties Trust          10-Q        6/30/20   72:10M
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Filing Submission 0000945394-20-000008   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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