Sotherly Hotels (SOHO) CEO Zachary Schmidt reports no share ownership on Form 3

Rhea-AI Filing Summary

Sotherly Hotels Inc. director and Chief Executive Officer Zachary Douglas Schmidt filed an initial ownership report stating that he currently has no securities beneficially owned in the company. The filing shows total direct holdings of 0 shares following the reported position.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Schmidt Zachary Douglas

(Last) (First) (Middle)

20 HULING AVE

(Street)

MEMPHIS TN 38103

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/12/2026

3. Issuer Name and Ticker or Trading Symbol
Sotherly Hotels Inc. [ SOHO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
No securities are beneficially owned	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

Remarks:

*Exhibit 24 - Power of Attorney

	/s/ Jami K. Lazarov, as Attorney-in-Fact	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What does Sotherly Hotels (SOHO) CEO Zachary Schmidt report on this Form 3?

The Form 3 shows that CEO and director Zachary Douglas Schmidt currently reports no securities beneficially owned in Sotherly Hotels Inc., with 0 shares listed as directly held following the reported position in this initial ownership statement.

Does the Sotherly Hotels (SOHO) CEO hold any SOHO shares according to this Form 3?

According to this Form 3, Sotherly Hotels CEO Zachary Douglas Schmidt reports 0 shares of company stock beneficially owned. The filing lists total direct holdings as zero following the reported position, indicating no current reported equity ownership.

Is this Sotherly Hotels (SOHO) Form 3 a buy or sell transaction?

This Form 3 is not a buy or sell transaction. It is an initial statement of beneficial ownership, and the data show no reported transactions and 0 shares owned by CEO and director Zachary Douglas Schmidt following the reported position.

What is the significance of a Form 3 showing zero shares for Sotherly Hotels (SOHO)?

A Form 3 showing zero shares indicates the insider currently reports no beneficial ownership when becoming a reporting person. For Sotherly Hotels, CEO Zachary Douglas Schmidt’s filing simply documents his starting ownership position as none at the reported time.

Who is the reporting person on this Sotherly Hotels (SOHO) Form 3?

The reporting person is Zachary Douglas Schmidt, who serves as both a director and Chief Executive Officer of Sotherly Hotels Inc. The Form 3 records his initial beneficial ownership, which is reported as 0 shares directly held.