AHT signs definitive deals to sell three U.S. hotel assets

Rhea-AI Filing Summary

Ashford Hospitality Trust, Inc. reported that it has signed definitive agreements to sell three hotel properties: Le Pavillon, New Orleans, a Tribute Portfolio Hotel, the Embassy Suites by Hilton Austin Arboretum, and the Embassy Suites by Hilton Houston Near the Galleria. The company states that these sales are subject to normal closing conditions and emphasizes that there is no assurance the transactions will be completed on the stated terms or at all. A related press release with more detail is referenced as an exhibit to this report.

Insights

Real estate and REIT transactions analyst

Ashford Hospitality Trust agreed to sell three hotels, with closings uncertain.

Ashford Hospitality Trust has entered into definitive agreements to sell three branded hotels in New Orleans, Austin, and Houston. The properties include a Tribute Portfolio hotel and two Embassy Suites by Hilton locations, indicating a potential reshaping of its hotel portfolio toward a different mix of assets or markets.

The sales are expressly stated as being subject to normal closing conditions, and the company highlights that there is no assurance the transactions will close on the agreed terms or at all. That language underscores that any balance sheet or portfolio effects will depend on successful completion and that terms could still change.

This update signals planned asset sales rather than completed dispositions, so the actual impact will become clear only if and when closings occur, which may be detailed in future company disclosures.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): November 20, 2025

ASHFORD HOSPITALITY TRUST, INC.

(Exact name of registrant as specified in its charter)

Maryland

001-31775

86-1062192

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(IRS employer identification number)

14185 Dallas Parkway, Suite 1200

Dallas

Texas

75254

(Address of principal executive offices)

(Zip code)

Registrant’s telephone number, including area code: (972) 490-9600

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

AHT

New York Stock Exchange

Preferred Stock, Series D

AHT-PD

New York Stock Exchange

Preferred Stock, Series F

AHT-PF

New York Stock Exchange

Preferred Stock, Series G

AHT-PG

New York Stock Exchange

Preferred Stock, Series H

AHT-PH

New York Stock Exchange

Preferred Stock, Series I

AHT-PI

New York Stock Exchange

ITEM 7.01    REGULATION FD DISCLOSURE.

On November 20, 2025, Ashford Hospitality Trust, Inc. (the “Company”) issued a press release announcing that it has signed definitive agreements to sell the Le Pavillon, New Orleans, a Tribute Portfolio Hotel, the Embassy Suites by Hilton Austin Arboretum, and the Embassy Suites by Hilton Houston Near the Galleria. The sales are subject to normal closing conditions. The Company provides no assurances that the sales will be completed on these terms or at all.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Form 8-K and Exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS.

(d)    Exhibits

Exhibit Number        Description

99.1    Press Release of the Company, dated November 20, 2025

104    Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

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.

			ASHFORD HOSPITALITY TRUST, INC.
Dated: November 20, 2025			By:			/s/ Deric S. Eubanks
						Deric S. Eubanks
						Chief Financial Officer

FAQ

What did Ashford Hospitality Trust (AHT) announce in this 8-K filing?

Ashford Hospitality Trust announced that it signed definitive agreements to sell three hotel properties and furnished a related press release as an exhibit.

Which hotels is Ashford Hospitality Trust (AHT) planning to sell?

The agreements cover the sale of Le Pavillon, New Orleans, a Tribute Portfolio Hotel, the Embassy Suites by Hilton Austin Arboretum, and the Embassy Suites by Hilton Houston Near the Galleria.

Are the Ashford Hospitality Trust (AHT) hotel sale transactions guaranteed to close?

No. Ashford Hospitality Trust states that the sales are subject to normal closing conditions and that it provides no assurances they will be completed on these terms or at all.

Where can investors find more details about the AHT hotel sale agreements?

More details are contained in a press release dated November 20, 2025, which is attached to the report as Exhibit 99.1 and incorporated by reference.

Does this Ashford Hospitality Trust (AHT) 8-K include financial statements?

The report lists Exhibit 99.1 (the press release) and Exhibit 104 (the cover page Inline XBRL data file); it does not add separate financial statements in this excerpt.

Which securities of Ashford Hospitality Trust (AHT) are listed on the NYSE?

The filing lists the Common Stock (AHT) and preferred stock series D (AHT-PD), F (AHT-PF), G (AHT-PG), H (AHT-PH), and I (AHT-PI) as traded on the New York Stock Exchange.