RLJ Lodging Trust

Rule 10b5-1 Trading Plans

During the three months ended September 30, 2024, none of the Company’s trustees or officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement."

Entry into Second Amended and Restated Employment Agreement with Sean Mahoney

On November 1, 2024, the Company and the Operating Partnership entered into a second amended and restated employment agreement with Sean M. Mahoney, the Executive Vice President and Chief Financial Officer of the Company. The employment agreement (the “Mahoney Employment Agreement”), which supersedes the amended and restated employment agreement previously entered into between the parties, contains terms and conditions that are substantially the same as such prior amended and restated employment agreement. Pursuant to the Mahoney Employment Agreement, Mr. Mahoney will continue in his role as the Company’s Executive Vice President and Chief Financial Officer.

The Mahoney Employment Agreement is effective as of November 1, 2024. Including the automatic renewal term set forth in the agreement, the term of the Mahoney Employment Agreement runs until May 2027. Mr. Mahoney’s annual base salary will continue to be $550,000, which base salary is subject to annual review and may be increased but not decreased from time to time. Mr. Mahoney is eligible to receive (i) an annual cash bonus, with a target cash bonus opportunity equal to 100% of his then-current base salary, and (ii) ongoing equity incentive awards.

The Mahoney Employment Agreement also (i) sets forth Mr. Mahoney’s right to severance payments and/or benefits upon his termination of employment and (ii) contains customary non-competition and non-solicitation covenants that apply during the term and for 12 months following the earliest to occur of (i) October 31, 2024 or (ii) expiration or termination of Mr. Mahoney’s employment.

A copy of the Mahoney Employment Agreement is attached to this report as Exhibit 10.3 and incorporated herein by reference. The summary set forth above is qualified in its entirety by reference to Exhibit 10.3.