Braemar Hotels (BHR) 8-K/A Adds Unaudited Pro Forma Financials

Braemar Hotels & Resorts amended a previously filed Current Report to attach unaudited pro forma financial information.

Rhea-AI Filing Summary

Braemar Hotels & Resorts amended a previously filed Current Report to attach unaudited pro forma financial information. The pro forma schedules cover the three months ended March 31, 2025 and the year ended December 31, 2024 and are included as Exhibit 99.1, with an Inline XBRL cover page provided as Exhibit 104. The amendment incorporates that pro forma information by reference into the prior report.

Positive

• Unaudited pro forma financial information for the three months ended March 31, 2025 and the year ended December 31, 2024 is formally attached as Exhibit 99.1.
• Inline XBRL cover page is included as Exhibit 104, improving machine-readable access to the filing.

Negative

• None.

Insights

Financial Analyst

TL;DR: Amendment supplies unaudited pro forma financials for Q1 2025 and FY2024, clarifying post-event financial presentation.

The filing is procedural: it adds unaudited pro forma financial information as Exhibit 99.1 and an Inline XBRL cover page as Exhibit 104 to a previously filed Current Report. For analysts, the material explicitly available are pro forma statements for the three months ended March 31, 2025 and the year ended December 31, 2024; the amendment does not itself present additional narrative or new transactional detail.

Corporate Governance Expert

TL;DR: This amendment improves disclosure completeness by formally incorporating pro forma financial information into the record.

From a governance and disclosure perspective, the amendment ensures required pro forma financials are on file and machine-readable via an Inline XBRL cover page. The action aligns with disclosure obligations and provides investors and stakeholders a consolidated reference to the pro forma impact of the previously reported event.

8-K Event Classification

Item 9.01 — Financial Statements and Exhibits

1 item

Item 9.01 Financial Statements and Exhibits Exhibits

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

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the BHR 8-K/A amend?

The amendment attaches unaudited pro forma financial information to a previously filed Current Report and incorporates it by reference.

What periods do the pro forma financials cover in the BHR filing?

The pro forma information covers the three months ended March 31, 2025 and the year ended December 31, 2024.

Where can I find the pro forma financial information referenced in the BHR 8-K/A?

The pro forma financials are filed as Exhibit 99.1 and an Inline XBRL cover page is filed as Exhibit 104.

Are the pro forma financials audited in this amendment?

No, the filing explicitly states the pro forma financial information is unaudited.

Does the amendment disclose additional transaction details or financial results beyond the pro forma exhibits?

No. The amendment specifically adds the pro forma financial information by reference and does not include other substantive disclosures in the body of the report.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/12/2025 - 05:29 PM Learn about SEC filing dates

0001574085truePursuant to Item 9.01 of Form 8-K, this Current Report on Form 8-K/A amends the Registrant’s Current Report on Form 8-K filed on August 11, 2025, for the event dated August 7, 2025, to include the pro forma financial information required by Item 9.01 (b) of Form 8-K.00015740852025-08-072025-08-070001574085us-gaap:CommonStockMember2025-08-072025-08-070001574085us-gaap:SeriesBPreferredStockMember2025-08-072025-08-070001574085us-gaap:SeriesDPreferredStockMember2025-08-072025-08-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): August 7, 2025

BRAEMAR HOTELS & RESORTS INC.

(Exact name of registrant as specified in its charter)

Maryland

001-35972

46-2488594

(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 14-a-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

BHR

New York Stock Exchange

Preferred Stock, Series B

BHR-PB

New York Stock Exchange

Preferred Stock, Series D

BHR-PD

New York Stock Exchange

EXPLANATORY NOTE: Pursuant to Item 9.01 of Form 8-K, this Current Report on Form 8-K/A amends the Registrant’s Current Report on Form 8-K filed on August 11, 2025, for the event dated August 7, 2025, to include the pro forma financial information required by Item 9.01 (b) of Form 8-K.

ITEM 9.01     FINANCIAL STATEMENTS AND EXHIBITS.

(b) Pro Forma Financial Information.

The unaudited pro forma financial information for the Company as of and for the three months ended March 31, 2025 and the year ended December 31, 2024, is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

(d)    Exhibits

Exhibit Number         Description

99.1    Unaudited Pro Forma Financial Information of Braemar Hotels & Resorts Inc.

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

SIGNATURE

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.

 

			BRAEMAR HOTELS & RESORTS INC.
Dated: August 12, 2025			By:			/s/ Deric S. Eubanks
						Deric S. Eubanks
						Chief Financial Officer