[8-K] Pebblebrook Hotel Trust Reports Material Event

Rhea-AI Filing Summary

Pebblebrook Hotel Trust announced a new share repurchase program authorizing the buyback of up to $150.0 million of its outstanding common shares. The Board concurrently terminated the prior common share repurchase program.

The company may repurchase shares on the open market or through private agreements, with timing, price, and amount determined at its discretion based on legal, liquidity, economic, and market factors. The program has no expiration date, does not require any specific number of shares to be repurchased, and may be suspended, modified, or discontinued at any time.

Insights

Capital allocation analyst

New buyback authorization up to $150.0 million, discretionary and open-ended.

Pebblebrook Hotel Trust authorized repurchases of up to $150.0 million of common shares, replacing its prior program. Repurchases may occur via open market or private agreements, giving the company flexibility to act as market conditions warrant.

The authorization carries no expiration date and imposes no minimum purchase amount, so activity will depend on the company’s assessment of price, liquidity, legal requirements, and broader market factors. The company can suspend, modify, or discontinue the program at any time.

Key items to watch include any disclosed repurchase activity following October 21, 2025 and the chosen execution methods, which will indicate how actively the authorization is being used.

false000147409800014740982025-10-212025-10-210001474098us-gaap:CommonStockMember2025-10-212025-10-210001474098us-gaap:SeriesEPreferredStockMember2025-10-212025-10-210001474098us-gaap:SeriesFPreferredStockMember2025-10-212025-10-210001474098us-gaap:SeriesGPreferredStockMember2025-10-212025-10-210001474098us-gaap:SeriesHPreferredStockMember2025-10-212025-10-21

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): October 21, 2025

PEBBLEBROOK HOTEL TRUST

(Exact name of registrant as specified in its charter)

Maryland

001-34571

27-1055421

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number)

Identification No.)

4747 Bethesda Avenue, Suite 1100, Bethesda, Maryland									20814
(Address of principal executive offices)									(Zip Code)

Registrant’s telephone number, including area code: (240) 507-1300

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))

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 Shares, $0.01 par value per share

PEB

New York Stock Exchange

Series E Cumulative Redeemable Preferred Shares, $0.01 par value

PEB-PE

New York Stock Exchange

Series F Cumulative Redeemable Preferred Shares, $0.01 par value

PEB-PF

New York Stock Exchange

Series G Cumulative Redeemable Preferred Shares, $0.01 par value

PEB-PG

New York Stock Exchange

Series H Cumulative Redeemable Preferred Shares, $0.01 par value

PEB-PH

New York Stock Exchange

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. ☐

Item 8.01. Other Events.

On October 21, 2025, the Board authorized a new share repurchase program of up to $150.0 million of the Company's outstanding common shares and concurrently terminated the Company’s prior common share repurchase program. Under the new program, the Company may repurchase common shares from time to time in transactions on the open market or by private agreement. The timing, manner, price and amount of any repurchases under this program will be determined by the Company in its discretion and will depend on a variety of factors, including legal requirements, price, liquidity and economic considerations, and market conditions. The program does not require the Company to repurchase any specific number of shares. The program does not have an expiration date and may be suspended, modified or discontinued at any time.

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.

			PEBBLEBROOK HOTEL TRUST
October 27, 2025			By:			/s/ Raymond D. Martz
						Name:			Raymond D. Martz
						Title:			Co-President, Chief Financial Officer, Treasurer and Secretary

FAQ

What did PEB authorize in this 8-K?

Pebblebrook Hotel Trust authorized a new share repurchase program for up to $150.0 million of its outstanding common shares.

Did PEB end its prior repurchase program?

Yes. The Board concurrently terminated the prior common share repurchase program when approving the new authorization.

How will PEB conduct repurchases under the new program?

Repurchases may occur on the open market or by private agreement, with timing and amount determined at the company’s discretion.

Does the PEB repurchase program have an expiration date?

No. The program does not have an expiration date and may be suspended, modified, or discontinued at any time.

Is PEB required to buy a specific number of shares?

No. The program does not require the company to repurchase any specific number of shares.

What factors will influence PEB’s repurchase decisions?

Decisions will depend on legal requirements, price, liquidity, economic considerations, and market conditions.

When was the authorization approved?

The Board approved the authorization on October 21, 2025.