UNITED STATES
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)
March 29, 2005
LASALLE HOTEL PROPERTIES
(Exact name of registrant as specified in its charter)
Maryland 1-14045 36-4219376
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
3 Bethesda Metro Center
Suite 1200
Bethesda, Maryland 20814
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(301) 941-1500
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:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On March 29, 2005, the Compensation Committee of the Board of Trustees of
LaSalle Hotel Properties (the "Company") amended the Company's 1998 Share
Option and Incentive Plan, as amended through March 29, 2005 (the "Plan") to
provide that the Company may not reprice any options to purchase common shares
which are granted under the Plan, unless such adjustment occurs pursuant to
the adjustment provisions of Section 8 of the Plan in connection with any
share dividend, share split, or similar change, or any merger or consolidation
or similar event, where such adjustment is designed to prevent dilution or
expansion of the rights of a option holder. A copy of the amended Plan is
attached hereto as Exhibit 10.1.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
----------- -----------
10.1 LaSalle Hotel Properties 1998 Share Option and
Incentive Plan, as amended through March 29, 2005.
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.
LASALLE HOTEL PROPERTIES
By: /s/ Hans S. Weger
----------------------------
Hans S. Weger
Chief Financial Officer
Date: March 29, 2005
3
EXHIBIT INDEX
Exhibit
Number Description
10.1 LaSalle Hotel Properties 1998 Share Option and Incentive Plan,
as amended through March 29, 2005.
4