Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-06-12

Service Properties Trust (SVC)

Fiscal year 2025 executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.

$436,881
Christopher Bilotto total, FY2025
75th
CEO pay percentile vs peers
CEO-to-median pay ratio
83.61%
Say-on-pay support, latest vote
Companies that benchmark against SVC
4 companies name SVC as a compensation peer

Each company listed discloses SVC in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named SVC in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Christopher Bilotto$0$0$434,995$0$0$0$1,886$436,881
President and Chief Executive Officer
Brian Donley00199,9990002,042202,041
Chief Financial Officer and Treasurer
Todd Hargreaves000000810810
Former President and Chief Investment Officer

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY20242025
Christopher Bilotto$436,881
Brian Donley202,041146,603134,880+55,438
Todd Hargreaves810146,603134,880−145,793

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

02

Equity transactions since the proxy statement was filed

Every insider equity transaction reported on Form 4 after the 2025 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.

InsiderRoleTransaction dateCodeSharesPriceValueSecuritySource
Donna D. FraicheDirector2026-04-02A83,333$1$100,000CommonForm 4 ↗
Rajan C. PenkarDirector2026-04-02A10,000112,000CommonForm 4 ↗
Brian DonleyCFO and Treasurer2026-04-02A55,000166,000CommonForm 4 ↗
Christopher J. BilottoDirector2026-04-02A100,0001120,000CommonForm 4 ↗
Adam PortnoyDirector2026-04-02A41,666,666149,999,999CommonForm 4 ↗
Donna D. FraicheDirector2026-06-11A67,073CommonForm 4 ↗
William A. LamkinDirector2026-06-11D67,07300CommonForm 4 ↗
Laurie B. BurnsDirector2026-06-11A67,073CommonForm 4 ↗
Adam PortnoyDirector2026-06-11A67,073CommonForm 4 ↗
Rajan C. PenkarDirector2026-06-11A67,073CommonForm 4 ↗
Christopher J. BilottoDirector2026-06-11A67,073CommonForm 4 ↗
William A. LamkinDirector2026-06-11A67,073CommonForm 4 ↗
William A. LamkinDirector2026-06-11A67,07300CommonForm 4 ↗
Robert E. CramerDirector2026-06-11A67,073CommonForm 4 ↗

Transaction codes per Form 4: A acquisition · S open-market sale · F tax withholding · M option exercise · G gift. Value = shares × price as reported. Dividend-equivalent and fractional-share accrual rows (derivative Class A, under $10,000 and under 2,000 shares) are aggregated per date; every row appears in full below.

03

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Christopher BilottoRSU2025-09-0987,719$249,999
Brian DonleyRSU2025-09-0970,175199,999
03b

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
Christopher Bilotto$249,999$0$00.0%
Brian Donley199,999000.0%

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Brian DonleyRSU17,607$32,397
Brian DonleyRSU6,00011,040
Brian DonleyRSU56,140103,298
Christopher BilottoRSU8001,472
Christopher BilottoRSU20,31637,381
Brian DonleyRSU3,0005,520
Christopher BilottoRSU70,175129,122
Christopher BilottoRSU1,6002,944
05

Incentive-plan design — the Compensation Discussion & Analysis

The key principle of RMR s compensation philosophy for all employees, including our named executive officers, is to pay for performance.

CEO STI target (% of salary)
CEO LTI target (% of salary)
Independent consultantnot disclosed
Clawback policy
Anti-hedging
Anti-pledging
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-06-1193,864,62518,402,279659,09883.61%Passed
20252025-06-13102,239,8675,053,254361,52295.29%Passed
20242024-06-14119,426,63611,371,054841,19391.31%Passed
20232023-06-12109,587,2229,137,769233,56092.3%Passed
20222022-06-15109,638,1489,281,797375,78792.19%Passed
20212021-06-16108,904,89717,028,998764,72686.48%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

Meeting yearMeeting dateApproval — company's computation
20262026-06-1183.61%a
20252025-06-1395.29%b
20242024-06-1491.31%c

a. Approved under the standard stated in the filing — “Abstentions are not votes cast and, therefore, will not be included in vote totals and will have no effect ​ ​ ​ 2026 Proxy Statement ​ ​ 51 ​ TABLE OF CONTENTS on the outcome of any Proposal to be acted upon at our 2026 Annual Meeting.”.

b. Approved under the standard stated in the filing — “Abstentions are not votes cast and, therefore, will not be included in vote totals and will have no effect ​ 58 ​ ​ ​ ​ 2025 Proxy Statement ​ TABLE OF CONTENTS on the outcome of any Proposal to be acted upon at our 2025 Annual Meeting.”.

c. Approved under the standard stated in the filing — “Abstentions are not votes cast and, therefore, will not be included in vote totals and will have no effect on the outcome of any Proposal to be acted upon at the 2024 Annual Meeting.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

07

CEO pay ratio

Ratio (CEO : median employee)
CEO total compensation
Median employee compensation
08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
William A. LamkinIndependent · Audit (Chair)$105,000$94,999$0$0$0$199,999
Donna D. FraicheIndependent · Lead Independent Director · Audit · Compensation · Nominating and Governance102,50094,999000197,499
Robert E. CramerIndependent · Audit · Nominating and Governance (Chair)100,00094,999000194,999
Laurie B. BurnsIndependent · Audit · Compensation (Chair)100,00094,999000194,999
Christopher J. BilottoEmployee director0184,99600184,996
Rajan C. PenkarIndependent · Audit · Compensation85,00094,999000179,999
Adam PortnoyNot independent · Board Chair · Compensation · Executive094,99900094,999
John G. MurrayNot independent · Departed during FY000000
John L. HarringtonIndependent · Departed during FY000000
09

Board fee structure and ownership guideline

Annual cash retainer$85,000
Annual equity retainer$95,000
Per board meeting fee
Committee chair fees (audit / comp / nom-gov)20,000 / 15,000 / 15,000
Stock ownership guideline$35,000
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$492,500
Equity awards (grant-date value)$754,990
All other compensation$0
Total cost of the board$1,247,490

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

10

Disclosed peer group — fiscal year 2025

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

10a

Peer reciprocity

Of the companies Service Properties Trust names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.

Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including Service Properties Trust.

10b

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Diversified Healthcare Trust2025Christopher Bilotto$0$444,997$0$0$448,520
2Service Properties Trust2025Christopher Bilotto0434,99500436,881
3Industrial Logistics Properties Trust2025Yael Duffy0149,99900153,326
4Seven Hills Realty Trust2025Thomas J. Lorenzini089,99600100,391
5Office Properties Income Trust2024Yael Duffy069,9980070,454

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

10c

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
Service Properties Trustnot disclosedRSU 100not disclosednot disclosed
Diversified Healthcare Trustnot disclosedRSU 100not disclosednot disclosed
Industrial Logistics Properties Trustnot disclosedRSU 100not disclosednot disclosed
Office Properties Income Trustnot disclosedRSU 100not disclosedFerguson Partners
Seven Hills Realty Trustnot disclosedRSU 100not disclosednot disclosed

Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.

FAQ

Frequently asked questions

Who was the highest-paid executive at Service Properties Trust in fiscal 2025?
The highest-paid executive at Service Properties Trust in fiscal 2025 was Christopher Bilotto, President and Chief Executive Officer, with total compensation of $436,881.
How does Service Properties Trust's chief executive pay compare to its disclosed peer group?
Christopher Bilotto's pay falls within the 75th percentile of the disclosed peer group.
What is Service Properties Trust's CEO-to-median employee pay ratio?
The CEO-to-median employee pay ratio is not disclosed in this extract.
How did shareholders vote on Service Properties Trust's executive compensation?
Shareholders supported the executive compensation plan with 83.61% approval in the latest vote.
How much does Service Properties Trust spend in total on board compensation for fiscal 2025?
Service Properties Trust spent $1,247,490 in total on board compensation for fiscal 2025.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

11

Source register

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, Christopher BilottoDEF 14A2026-03-170001104659-26-029456Section “Summary Compensation Table” · page 41. As printed: 436,881. Filing ↗machine: t85 · r1 · c29 · span 832034–832041
2Section 01, Brian DonleyDEF 14A2026-03-170001104659-26-029456Section “Summary Compensation Table” · page 41. As printed: 202,041. Filing ↗machine: r2 · c29 · span 836000–836007
3Section 01, Todd HargreavesDEF 14A2026-03-170001104659-26-029456Section “Summary Compensation Table” · page 48. As printed: 810. Filing ↗machine: r5 · c29 · span 846701–846704
4Section 03, Christopher Bilotto RSUDEF 14A2026-03-170001104659-26-029456Section “2025 Grants of Plan Based Awards” · grants of plan-based awards table. Filing ↗machine: t87 · r1 · c17 · span 868971–868978
5Section 03, Brian Donley RSUDEF 14A2026-03-170001104659-26-029456Section “2025 Grants of Plan Based Awards” · grants of plan-based awards table. Filing ↗machine: t87 · r2 · c17 · span 870968–870975
6Section 07, pay ratioDEF 14A2026-03-170001104659-26-029456Section “CEO Pay Ratio”. As printed: —. Filing ↗
7Section 08, William A. LamkinDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 199,999. Filing ↗machine: t68 · r6 · c23 · span 666541–666548
8Section 08, Donna D. FraicheDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 197,499. Filing ↗machine: t68 · r4 · c23 · span 660944–660951
9Section 08, Robert E. CramerDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 194,999. Filing ↗machine: t68 · r3 · c23 · span 658415–658422
10Section 08, Laurie B. BurnsDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 194,999. Filing ↗machine: t68 · r2 · c23 · span 655449–655456
11Section 08, Christopher J. BilottoDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 184,996. Filing ↗machine: t68 · r1 · c11 · span 651705–651712
12Section 08, Rajan C. PenkarDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 179,999. Filing ↗machine: t68 · r8 · c23 · span 672131–672138
13Section 08, Adam PortnoyDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 94,999. Filing ↗machine: t68 · r9 · c11 · span 674392–674398
14Section 08, John G. MurrayDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 0. Filing ↗machine: t68 · r7 · c23 · span 669604–669611
15Section 08, John L. HarringtonDEF 14A2026-03-170001104659-26-029456Section “Director Compensation”. As printed: 0. Filing ↗machine: t68 · r5 · c23 · span 664011–664018
16Section 02, Donna D. Fraiche 2026-04-02Form 42026-04-060001104659-26-039770Insider equity transaction reported since the proxy statement. Filing ↗
17Section 02, Rajan C. Penkar 2026-04-02Form 42026-04-060001104659-26-039769Insider equity transaction reported since the proxy statement. Filing ↗
18Section 02, Brian Donley 2026-04-02Form 42026-04-020001104659-26-039055Insider equity transaction reported since the proxy statement. Filing ↗
19Section 02, Christopher J. Bilotto 2026-04-02Form 42026-04-020001104659-26-039052Insider equity transaction reported since the proxy statement. Filing ↗
20Section 02, Adam Portnoy 2026-04-02Form 42026-04-020001104659-26-039050Insider equity transaction reported since the proxy statement. Filing ↗
21Section 02, Donna D. Fraiche 2026-06-11Form 42026-06-120001104659-26-073649Insider equity transaction reported since the proxy statement. Filing ↗
22Section 02, William A. Lamkin 2026-06-11Form 42026-06-120001104659-26-073645Insider equity transaction reported since the proxy statement. Filing ↗
23Section 02, Laurie B. Burns 2026-06-11Form 42026-06-120001104659-26-073648Insider equity transaction reported since the proxy statement. Filing ↗
24Section 02, Adam Portnoy 2026-06-11Form 42026-06-120001104659-26-073651Insider equity transaction reported since the proxy statement. Filing ↗
25Section 02, Rajan C. Penkar 2026-06-11Form 42026-06-120001104659-26-073646Insider equity transaction reported since the proxy statement. Filing ↗
26Section 02, Christopher J. Bilotto 2026-06-11Form 42026-06-120001104659-26-073650Insider equity transaction reported since the proxy statement. Filing ↗
27Section 02, William A. Lamkin 2026-06-11Form 42026-06-120001104659-26-073645Insider equity transaction reported since the proxy statement. Filing ↗
28Section 02, William A. Lamkin 2026-06-11Form 42026-06-120001104659-26-073645Insider equity transaction reported since the proxy statement. Filing ↗
29Section 02, Robert E. Cramer 2026-06-11Form 42026-06-120001104659-26-073647Insider equity transaction reported since the proxy statement. Filing ↗
30Section 06, 2026 voteForm 8-K2026-06-120001104659-26-073440Item 5.07 · say-on-pay result. As reported: 83.61% (votes for as printed: 93,864,625). Filing ↗
31Section 06, 2025 voteForm 8-K2025-06-160001104659-25-059891Item 5.07 · say-on-pay result. As reported: 95.29% (votes for as printed: 102,239,867). Filing ↗
32Section 06, 2024 voteForm 8-K2024-06-170001104659-24-072260Item 5.07 · say-on-pay result. As reported: 91.31% (votes for as printed: 119,426,636). Filing ↗
33Section 01 trend, Δ column (computed)ComputedcomputedΔ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
34Section 03b vehicle mix (computed)ComputedcomputedRSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).machine: formula: sums + PSU ratio
35Section 09b board cost (computed)ComputedcomputedCash 492,500 + equity 754,990 + all other 0 = 1,247,490, summed across the director compensation table rows.machine: formula: Σ = 1,247,490
36Diversified Healthcare Trust, Section 10b CEO totalDEF 14A2026-03-190001104659-26-032082CEO total compensation as printed in Diversified Healthcare Trust's own proxy. As printed: 448,520. Filing ↗machine: t87 · r1 · c29 · span 841488–841495
37Service Properties Trust (subject), Section 10b CEO totalDEF 14A2026-03-170001104659-26-029456CEO total compensation as printed in Service Properties Trust's own proxy. As printed: 436,881. Filing ↗machine: t85 · r1 · c29 · span 832034–832041
38Industrial Logistics Properties Trust, Section 10b CEO totalDEF 14A2026-03-180001104659-26-030928CEO total compensation as printed in Industrial Logistics Properties Trust's own proxy. As printed: 153,326. Filing ↗machine: t85 · r1 · c29 · span 802743–802750
39Seven Hills Realty Trust, Section 10b CEO totalDEF 14A2026-03-180001104659-26-030948CEO total compensation as printed in Seven Hills Realty Trust's own proxy. As printed: 100,391. Filing ↗machine: t58 · r1 · c35 · span 534105–534112
40Office Properties Income Trust, Section 10b CEO totalDEF 14A2025-04-030001104659-25-031681CEO total compensation as printed in Office Properties Income Trust's own proxy. As printed: 70,454. Filing ↗machine: t81 · r1 · c35 · span 818477–818483
41Section 10a, Diversified Healthcare Trust reciprocityDEF 14A0001104659-26-032082Diversified Healthcare Trust names Service Properties Trust in its own disclosed peer group (read from its most recent proxy). Filing ↗
42Section 10a, Office Properties Income Trust reciprocityDEF 14A0001104659-25-031681Office Properties Income Trust names Service Properties Trust in its own disclosed peer group (read from its most recent proxy). Filing ↗
43Section 10a, Industrial Logistics Properties Trust reciprocityDEF 14A0001104659-25-025603Industrial Logistics Properties Trust names Service Properties Trust in its own disclosed peer group (read from its most recent proxy). Filing ↗