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Procaccianti Hotel REIT, Inc. director equity grant reported
Director Thomas R. Engel reported receiving 250 restricted shares of Procaccianti Hotel REIT, Inc. Class K common stock on 01/19/2026. This was an acquisition at a stated price of $0 per share under the company’s long-term incentive plan, bringing his directly held Class K common stock to 2,250 shares following the transaction.
The restricted shares vest in four equal annual installments of 25% each, starting on the first anniversary of the grant date. The award will become fully vested earlier if Mr. Engel’s service as a director ends because of death or disability, or if there is a change in control of the company.
Procaccianti Hotel REIT, Inc. director Aubin Lawrence reported receiving an equity grant of Class K common stock. On 01/19/2026, he was awarded 250 restricted shares at a price of $0 per share under the company’s long-term incentive plan, increasing his directly held stake to 2,250 Class K shares.
The restricted shares vest in equal annual installments over four years, beginning on the first anniversary of the grant date, with 25% vesting each year. The grant also includes accelerated vesting provisions so that all unvested shares become fully vested if his service as a director ends due to death or disability, or if there is a change in control of the company.
Procaccianti Hotel REIT, Inc. entered into a Second Amended and Restated Advisory Agreement with its operating partnership and external advisor after stockholder approval on January 19, 2026. The revised agreement removes the prior August 13, 2026 deadline after which the asset management fee to the advisor would have stopped accruing, and also removes the same date as the cutoff for interest accruing on deferred acquisition and deferred disposition fees.
On the same day, the company held its 2025 annual stockholder meeting, where a quorum was reached with 2,970,009.37 common shares present out of 5,868,525 outstanding. Five directors were elected, and the updated advisory agreement was approved with 2,404,923.12 votes for, 315,236.07 against, and 249,850.18 abstentions.
Procaccianti Hotel REIT, Inc. reported that its 2025 annual meeting of stockholders, convened on December 19, 2025, did not have enough common shares present or represented by proxy to reach a quorum. Because of this, the meeting was adjourned without any business being conducted.
The meeting is scheduled to reconvene at the company’s Cranston, Rhode Island offices on January 19, 2026, at 10:00 a.m. Eastern Time, using the same October 14, 2025 record date to determine who is eligible to vote. Proxies already submitted will be used at the reconvened meeting unless revoked, and the proposals and proxy materials remain unchanged.
Procaccianti Hotel REIT, Inc. (PRXA) announced that its share repurchase activity for the quarter ended September 30, 2025 will be limited under its Amended and Restated Share Repurchase Program. The program caps repurchases at 5.0% of the weighted average shares of its Class K, Class K-1, and Class K-T common stock over the prior 12 months and restricts funding to net proceeds from its distribution reinvestment plan and any additional operating funds approved by the board.
On November 24, 2025, the board determined that available funding was not sufficient to meet all repurchase requests for this quarter. Requests from deceased stockholders will be honored in full, there were no requests in the disability or small-account priority categories, and all remaining repurchase requests will be filled on a prorated basis at approximately 4.6% of the shares requested, with unfilled amounts carried forward to future periods unless withdrawn.
Procaccianti Hotel REIT, Inc. reported Q3 2025 results with total revenue of $11,841,606 (up from $11,199,873) and operating income of $4,438,499 (vs. $3,826,318). Net income was $2,797,167, including $2,675,311 attributable to common stockholders.
For the first nine months of 2025, revenue reached $26,861,300 and net income was $3,276,728. Operating cash flow was $6,845,335, supporting $1,033,902 of capital improvements. Cash was $9,267,311 and restricted cash $3,809,171 at period end.
The balance sheet showed total assets of $107,754,517, mortgage notes payable of $66,694,643, and stockholders’ equity of $29,750,069. The company owns five hotels totaling 559 rooms. Notably, the Hilton Garden Inn Providence loan was refinanced on July 10, 2025 at a fixed 6.10% rate through July 10, 2030, with the first two years interest‑only. As of September 30, 2025, Class K shares outstanding were 3,859,667; Class K‑I 1,427,448; Class A 581,410; and Class B 125,000.
Procaccianti Hotel REIT, Inc. announced Board authorization to pay accrued distributions out of legally available funds. For the quarter ended September 30, 2025, cumulative distributions accrued on Class K and Class K‑I common stock were $682,533 and $251,272, respectively, accruing daily at $0.001917808 per share (a seven percent per annum rate). The Board also approved payment of $22,606 in cumulative distributions on Class K OP Units held by Affiliate Sellers, accruing at $0.001917808 per unit per day at the same seven percent annual rate.
Procaccianti Hotel REIT, Inc. will hold its 2025 Annual Meeting on December 19, 2025 at 10:00 A.M. local time in Cranston, RI. Stockholders will vote to re-elect five directors for one-year terms and to approve a second amended and restated advisory agreement with Procaccianti Hotel Advisors, LLC. The Board unanimously recommends voting “FOR ALL” director nominees and “FOR” the advisory agreement amendment. Only holders of record on October 14, 2025 may vote; a quorum requires 50% of outstanding shares present in person or by proxy.
Directors are elected by a majority of shares present; the advisory agreement proposal requires a majority of shares cast. As of October 14, 2025, shares outstanding were 3,859,667 Class K, 1,427,448 Class K‑I, and 581,410 Class A. Ernst & Young LLP is the independent auditor for fiscal 2025; 2024 audit and tax fees totaled $438,695. Related-party arrangements include 2024 asset management fees of $727,761 and property management fees to affiliates of $956,558, with additional reimbursements and fee deferrals governed by the advisory agreement.