Welcome to our dedicated page for Braemar Hotels & Resorts SEC filings (Ticker: BHR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Braemar Hotels & Resorts Inc. filings document the regulatory record of a Maryland REIT that owns luxury hotel and resort assets and reports as a public company with NYSE-listed common stock and listed Series B and Series D preferred stock. Its Form 8-K filings include operating and financial results, hotel performance metrics, Regulation FD dividend releases, material agreements, and other event disclosures.
The filing record also covers the externally advised structure involving Braemar Hospitality Limited Partnership, Braemar TRS Corporation, Ashford Inc., and Ashford Hospitality Advisors LLC. Disclosures address the advisory agreement, preferred-stock dividend treatment across Series B, Series D, Series E, and Series M securities, liquidation-value reporting for non-traded redeemable preferred stock, governance matters, officer-transition reporting, exhibits, and Inline XBRL cover-page data.
Braemar Hotels & Resorts Inc. is an externally advised REIT that invests in luxury hotels and resorts with revenue per available room (RevPAR) targeted at least twice the U.S. hotel average, focusing on high-end urban and resort markets in the U.S. and its territories.
As of March 9, 2026, Braemar owned interests in 13 properties with 3,028 rooms across six states, the District of Columbia, Puerto Rico and St. Thomas, operated under brands such as Four Seasons, Ritz-Carlton, Park Hyatt, Sofitel, Marriott’s Autograph Collection, Hilton and LXR, plus Remington-managed independents.
The portfolio generated a 2025 weighted-average ADR of about $410 and RevPAR of $276.21, with notable strength at Ritz-Carlton Reserve Dorado Beach and Four Seasons Scottsdale, while several California assets and Sofitel Chicago reported net losses despite positive Hotel EBITDA.
The company is highly service-dependent on affiliates of Ashford Inc.—Ashford Hospitality Advisors (advisor and asset manager), Remington Hospitality (hotel management) and Premier (design and construction)—under long-term advisory, management, franchise and license agreements that include base and incentive fees and extensive expense reimbursements.
As of December 31, 2025, Braemar carried about $1.1 billion of debt at a 6.65% weighted-average interest rate, mostly variable-rate SOFR-based, and targets net debt of 35% of gross assets while recycling capital through selective dispositions, renovations and potential share repurchases.
Al Shams Investments Limited and Wafic Rida Said have filed Amendment No. 5 to a Schedule 13D on Braemar Hotels & Resorts Inc., reporting beneficial ownership of 6,513,000 common shares, or 9.55% of the outstanding stock as of November 5, 2025. All shares are held directly by Al Shams Investments, which is wholly owned by Mr. Said, with an aggregate purchase price of $50,732,539. The investors state they view Braemar’s hotel portfolio as attractive and believe the stock is undervalued, and they are engaging with management ahead of the December 17, 2024 annual meeting about ways to enhance shareholder value. They reference a series of emails and letters from 2024 and a March 6, 2026 letter raising governance and oversight concerns, indicating they may seek board representation, potential changes to management arrangements, a waiver of ownership limits, and could consider a proxy contest or legal avenues if they believe shareholder interests are not adequately protected.
Braemar Hotels & Resorts Inc. reports that Deric Eubanks, Chief Financial Officer of the company and related Ashford entities, will terminate employment effective March 31, 2026. Justin Coe, currently Chief Accounting Officer and principal accounting officer, will become the company’s principal financial officer on that date.
Under a Release and Waiver with Ashford Hospitality Advisors, Mr. Eubanks will receive $1,796,000 in 12 monthly installments starting in April 2026, remain eligible for a 2025 cash incentive bonus, and have deferred cash grants totaling $3,316,223 continue to vest. In return, he will provide up to 40 consulting hours per month while those grants vest and receive an additional $200,000 for part‑time transition work through June 30, 2026, while reaffirming non‑competition, non‑solicitation, standstill and non‑disparagement obligations.
Braemar Hotels & Resorts Inc. furnished an investor presentation updating performance through the fourth quarter of 2025. Since its 2013 inception, total assets have grown from $962M to $1.862B, while Hotel EBITDA increased from $78M to $164M and total hotel revenue from $233M to $649M, with the portfolio expanding from 8 to 13 hotels.
For Q4 2025, comparable hotels generated average daily rate of $559, up 5.4% year over year, with occupancy of 60.8%, down versus the prior year, resulting in flat RevPAR of $340. Total hotel revenue was $162.4M, up 1.8%, and comparable Hotel EBITDA was $38.0M, down roughly 1%, with margin at 23.4%.
Resort properties remained the growth engine, with Q4 2025 RevPAR up 4.1% year over year and 37.2% above Q4 2019, while urban RevPAR declined. For the quarter, adjusted funds from operations were $(0.02) per diluted share. Net debt to gross assets was 46.7%, the company invested $23.4M of capex in the quarter and $78M in 2025, and it redeemed about $17.7M of non-traded preferred stock in cash.
Braemar Hotels & Resorts Inc. filed an amended current report to add correspondence related to a previously disclosed board resignation. The company confirms that Babak “Bob” Ghassemieh’s resignation from its Board of Directors became effective on February 20, 2026, as described in an earlier report.
The amendment notes that counsel for Mr. Ghassemieh sent a letter dated February 25, 2026 to the company’s counsel in response to that earlier filing. This letter is now formally included with the report as Exhibit 17.1, providing additional documentation of the circumstances around his departure.
Braemar Hotels & Resorts Inc. reported a challenging but active 2025, with a fourth-quarter net loss attributable to common stockholders of $(46.0) million, or $(0.67) per diluted share, and full-year net loss of $(72.7) million, or $(1.07) per diluted share. AFFO per diluted share was negative $(0.02) for the quarter and $0.28 for the year.
Operationally, comparable fourth-quarter RevPAR was flat, yet comparable total revenue grew 1.8%. Resorts were the standout, with comparable fourth-quarter RevPAR up 4.1% and comparable Hotel EBITDA up 6.0%, helped by strong performances at Four Seasons Scottsdale, Bardessono, Ritz-Carlton Sarasota, and Ritz-Carlton Reserve Dorado Beach. For 2025, comparable total revenue rose 2.8% and comparable Hotel EBITDA increased 3.1%.
The company advanced its strategic repositioning and sale process. It sold The Clancy in San Francisco for $115 million, using approximately $65 million to repay debt and retaining about $44 million of net proceeds. It also redeemed roughly $149 million of non-traded preferred stock and invested about $78 million in 2025 capital expenditures across key renovations, while ending the year with $1.9 billion in total assets, $1.1 billion of loans, and cash and cash equivalents of $124.4 million.
Braemar Hotels & Resorts’ CFO and Treasurer Deric S. Eubanks reported the disposition of 88,747 Performance Stock Units (2023) back to the company. These units were forfeited because certain performance criteria for the 2023 performance award were not met, so no value was realized.
Each performance stock unit had represented the right, upon achieving specified performance-based vesting criteria, to receive up to two shares of Braemar’s common stock. After this filing, Eubanks continues to hold 201,197 Common Partnership Units and 289,999 shares of common stock directly, plus 533 shares held indirectly through his spouse’s IRA.
Stockton Richard J reported disposition transactions in this Form 4 filing.
Braemar Hotels & Resorts CEO and President Richard J. Stockton reported the forfeiture of 176,295 Performance Stock Units (2023) back to the company. The filing states these units were forfeited because certain performance criteria for the 2023 award were not met.
Each performance stock unit represented the right, upon achievement of specified performance-based vesting criteria, to receive up to two shares of common stock. Following these changes, Stockton reports direct ownership of 1,172,083 shares of common stock and indirect ownership of 16,152 shares of Series B Preferred Stock through the RJS Living Trust.
Braemar Hotels & Resorts director Monty J. Bennett reported mostly non-cash changes in indirect equity interests on February 24, 2026. A Texas Yarrow LLC vehicle forfeited 352,950 Performance LTIP Units (2023) after certain performance criteria for that award were not met, resulting in a disposition of those units back to the issuer’s operating partnership.
On the same date, the issuer redeemed 123,477.15 Common Partnership Units held through Ashford Financial Corporation in exchange for 123,477 shares of Braemar common stock on a one-for-one basis, rounding down fractional units. Bennett reports only his pecuniary interest in the Ashford Financial Corporation shares and disclaims any interest in its other Braemar securities.