Trium Capital amends 13G: holds 0 shares in Sotherly Hotels (NASDAQ: SOHO)

Rhea-AI Filing Summary

Sotherly Hotels Inc. received an Amendment No. 1 to a Schedule 13G/A from Trium Capital LLP stating zero shares beneficially owned (0 shares, 0%) of Common Stock, CUSIP 83600C103. The filing includes a compliance certification referencing the UK Financial Conduct Authority and is signed by the Chief Compliance Officer on 04/28/2026.

Insights

Regulatory Compliance Analyst

Trium Capital amended its 13G/A to show no beneficial ownership and provided a UK regulatory comparability certification.

Trium Capital LLP filed an amendment to a Schedule 13G/A reporting 0 shares (0%) of Common Stock for Sotherly Hotels, consistent with ownership below the 5% reporting threshold. The filing includes a written certification about the UK FCA regulatory regime and an undertaking to provide Schedule 13D information on request.

There is no cash‑flow or transaction disclosed; timing is anchored to the signature date 04/28/2026. Subsequent filings would show any change in ownership.

Key Figures

Beneficial ownership: 0 shares Percent of class: 0% CUSIP: 83600C103 +1 more

4 metrics

Beneficial ownership 0 shares Schedule 13G/A amendment

Percent of class 0% Reported ownership percentage

CUSIP 83600C103 Sotherly Hotels common stock identifier

Signature date 04/28/2026 Filed and signed by Chief Compliance Officer

Key Terms

Schedule 13G/A, beneficially owned, UK Financial Conduct Authority‑authorised

3 terms

Schedule 13G/A regulatory

"Amendment No. 1 to a Schedule 13G/A reporting ownership"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

beneficially owned regulatory

"Amount beneficially owned: 0 (b) Percent of class: 0 %"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

UK Financial Conduct Authority‑authorised regulatory

"foreign regulatory scheme applicable to UK Financial Conduct Authority‑authorised investment management firm"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/28/2026 - 11:33 AM Learn about SEC filing dates

FAQ

What does Trium Capital's Schedule 13G/A amendment say about SOHO ownership?

It states Trium Capital LLP beneficially owns 0 shares (0%) of Sotherly Hotels. The amendment confirms the filer holds less than 5% of the class and supplies a UK FCA comparability certification signed on 04/28/2026.

Does Trium Capital's filing require Sotherly Hotels shareholders to take any action?

No action is required by shareholders because the filing reports zero beneficial ownership. The amendment is informational, noting regulatory comparability and an undertaking to provide Schedule 13D disclosures if requested by staff.

When was the Schedule 13G/A amendment by Trium Capital signed?

The amendment was signed by the Chief Compliance Officer on 04/28/2026. The signature accompanies the certification regarding the UK Financial Conduct Authority‑authorised investment management firm regime.

What does the UK FCA comparability certification in the filing mean for SOHO filings?

The filer certifies the UK regulatory scheme is substantially comparable to the U.S. equivalent for reporting purposes. This is an assurance used to rely on Schedule 13G reporting rather than Schedule 13D; it does not change ownership figures.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Sotherly Hotels Inc.

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

83600C103

(CUSIP Number)

02/17/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 83600C103

1

Names of Reporting Persons

Trium Capital LLP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Sotherly Hotels Inc.
(b)	Address of issuer's principal executive offices: 306 SOUTH HENRY STREET, 306 SOUTH HENRY STREET, WILLIAMSBURG, VIRGINIA, 23185.
Item 2.
(a)	Name of person filing: Trium Capital LLP
(b)	Address or principal business office or, if none, residence: 60 Gresham Street, London, EC2V 7BB, United Kingdom
(c)	Citizenship:
(d)	Title of class of securities: Common Stock, $0.01 par value
(e)	CUSIP No.: 83600C103
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 0
(b)	Percent of class: 0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to UK Financial Conduct Authority‑authorised investment management firm is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Trium Capital LLP

Signature:	Fredrik Ostlund
Name/Title:	Chief Compliance Officer
Date:	04/28/2026