Sotherly Hotels (SOHO) director Schulte reports no share ownership on Form 3

Rhea-AI Filing Summary

Sotherly Hotels Inc. director Jay Jeffrey Schulte filed an initial ownership report stating that he currently holds no beneficial ownership of the company’s securities. This Form 3 filing formally records his insider status while confirming that he does not own any shares as of the reported date.

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^*

Schulte Jay Jeffrey

(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
	Officer (give title below)		Other (specify below)

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.
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FAQ

What does Jay Jeffrey Schulte’s Form 3 for SOHO disclose?

The Form 3 discloses that director Jay Jeffrey Schulte currently has no securities beneficially owned in Sotherly Hotels Inc. It formally records his status as an insider while confirming a zero share ownership position at the time of the filing.

Does the SOHO Form 3 show any insider share purchases or sales?

No, this Form 3 does not show any purchases or sales. It simply reports that the insider has no beneficial ownership of Sotherly Hotels Inc. securities, with zero shares reported following the filing date and no transaction amounts listed.

What is the significance of reporting zero beneficial ownership for SOHO?

Reporting zero beneficial ownership indicates the director holds no SOHO shares as of the filing date. It still places him under insider reporting rules, meaning any future acquisitions or dispositions of Sotherly Hotels Inc. securities will need to be reported on subsequent Forms 4 or 5.

Who is the reporting person on this Sotherly Hotels Inc. Form 3?

The reporting person is Jay Jeffrey Schulte, identified as a director of Sotherly Hotels Inc. The filing confirms his insider status with the company while also stating that he has no securities beneficially owned at the time of the initial ownership report.

Are any indirect or derivative holdings reported for SOHO on this Form 3?

No indirect or derivative holdings are reported. The Form 3 explicitly states no securities are beneficially owned, and the ownership type is listed as direct with total shares following the reported status shown as 0.0000 for Sotherly Hotels Inc.