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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.