Pebblebrook Hotel Trust — Director's Dealing 2013

Jan 4, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Pebblebrook Hotel Trust (PEB)
CIK: 0001474098
Period of Report: 2012-12-31

Reporting Person: Martz Raymond D (Exec VP, CFO, Treasurer, Secre)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-31	Common Shares	M	59999	—	Acquired	105794	Direct
2013-01-02	Common Shares	F	2830	$23.10	Disposed	102964	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-31	LTIP Units	$	M	79356	Disposed		Common Shares (79356)	Direct

Footnotes

F1: In December 2012, the reporting person converted 79,356 vested units of limited partnership interest ("LTIP Units") in Pebblebrook Hotel L.P. (the "Operating Partnership"), of which Pebbebrook Hotel Trust (the "Issuer") is the general partner, into Common Units of the Operating Partnership on a one-for-one basis. On December 31, 2012, the reporting person tendered 79,356 Common Units to the Operating Partnership for redemption. 59,999 of the Common Units were redeemed for an aggregate of 59,999 common shares of beneficial interest, $0.01 par value per share, of the Issuer ("Common Shares") and 19,357 Common Units were redeemed for cash.

F2: Represents Common Shares sold to the Issuer as payment of tax withholding due upon vesting of 7,778 restricted Common Shares on January 2, 2013.

F3: Vested LTIP Units, upon achieving parity with Common Units pursuant to the terms of the partnership agreement, may be converted at any time, at the election of the holder, for Common Units on a one-for-one basis. The LTIP Units have no expiration date. The LTIP Units were issued pursuant to the Issuer's 2009 Equity Incentive Plan.