STOCK TITAN

Service Properties Trust (SVC) completes 1-for-5 reverse share split and cuts share count

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Service Properties Trust implemented a reverse share split of its common shares on July 6, 2026. Every five common shares of beneficial interest, par value $0.01 per share, were converted into one common share of beneficial interest, par value $0.05 per share, effective at 4:01 p.m. Eastern Time, with cash paid in lieu of fractional shares.

At 4:02 p.m. Eastern Time, the par value of the common shares was changed back to $0.01 per share. The transaction reduced the number of issued and outstanding common shares from approximately 647.64 million to approximately 129.53 million, while leaving each record holder’s percentage ownership generally unchanged, other than minor effects from cash in place of fractional shares. The common shares now trade under a new CUSIP number, 81761L 201.

Positive

  • None.

Negative

  • None.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Reverse split ratio 1-for-5 Every five common shares converted into one
Shares outstanding before split approximately 647.64 million shares Issued and outstanding common shares pre-split
Shares outstanding after split approximately 129.53 million shares Issued and outstanding common shares post-split
Par value at split time $0.05 per share Temporary par value after conversion at 4:01 p.m.
Restored par value $0.01 per share Par value after second amendment at 4:02 p.m.
Effective split time 4:01 p.m. Eastern Time Reverse share split effectiveness on July 6, 2026
New CUSIP 81761L 201 CUSIP for common shares post-split
Reverse Share Split financial
"par value $.01 per share, or the Reverse Share Split, pursuant to Articles"
A reverse share split is when a company reduces the number of its shares outstanding by combining multiple shares into one, effectively increasing the price of each share. For investors, this can help improve the company's image or meet stock exchange listing requirements, but it does not change the total value of their investment. It’s similar to turning many small pieces of a puzzle into fewer larger pieces—nothing new is added or lost, just rearranged.
Articles of Amendment regulatory
"pursuant to Articles of Amendment to our Amended and Restated Declaration"
Articles of amendment are official documents a corporation files with the government to record changes to its foundational details, such as its name, share structure, authorized capital, or bylaws. Think of them like updating a company’s recipe or blueprint so everyone knows the new ingredients and rules; investors use them to track structural shifts that can affect ownership, voting power, dilution risk, or a company’s strategic flexibility.
Declaration of Trust regulatory
"Articles of Amendment to our Amended and Restated Declaration of Trust"
A declaration of trust is a legal document that spells out who holds assets on behalf of others, what duties the holder has, and how income or profits are shared among beneficiaries. For investors it matters because it clarifies who controls the asset, how returns and losses will be allocated, and what rules govern distributions—think of it like a written instruction that tells a custodian how to manage and split the proceeds so investors know their rights and risks.
fractional shares financial
"converted and reclassified into one common share ... subject to the receipt of cash in lieu of fractional shares"
Fractional shares are portions of a whole share of a stock or fund, allowing investors to own less than one full unit. They make it possible to invest a specific dollar amount rather than buy whole shares, like buying a slice of a pizza instead of the entire pie. For investors this lowers the cost barrier, helps with diversification, and lets you reinvest dividends or purchase expensive stocks in small, precise amounts.
CUSIP number market
"The new CUSIP number for our common shares of beneficial interest is 81761L 201."
A CUSIP number is a nine-character code that uniquely identifies a specific U.S. or Canadian stock, bond, or other security, similar to a barcode or a social-security number for a financial instrument. It matters to investors because it removes confusion between similar securities, ensures trades and settlements are applied to the correct issue, and helps locate official documents and transaction records quickly.
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FAQ

What corporate action did Service Properties Trust (SVC) take on its common shares?

Service Properties Trust executed a 1-for-5 reverse share split of its common shares. Every five pre-split shares became one post-split share, with fractional shares settled in cash and a new CUSIP assigned.

How did the reverse split affect SVC’s shares outstanding?

The reverse split reduced issued and outstanding common shares from about 647.64 million to about 129.53 million. Each investor’s ownership percentage remained generally the same, aside from small adjustments from cash for fractional shares.

Did Service Properties Trust change the par value of its shares?

Yes. At the split time, par value shifted from $0.01 to $0.05 per share, then changed back to $0.01 one minute later. These changes were implemented through Articles of Amendment to the Declaration of Trust.

What is the new CUSIP for Service Properties Trust common shares?

Following the reverse share split, Service Properties Trust’s common shares of beneficial interest use CUSIP 81761L 201. This new identifier reflects the post-split security for trading and settlement purposes.

Did SVC’s reverse split change shareholder ownership percentages?

The reverse share split was applied uniformly to all record holders, so percentage ownership generally did not change. The only variation comes from holders receiving cash instead of fractional post-split shares.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): July 6, 2026

 

SERVICE PROPERTIES TRUST

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland

(State or Other Jurisdiction of Incorporation)

 

1-11527   04-3262075
(Commission File Number)   (IRS Employer Identification No.)

 

Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts 02458-1634

(Address of Principal Executive Offices) (Zip Code)

 

617-964-8389

(Registrant’s Telephone Number, Including Area Code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol   Name of each Exchange on which Registered
Common Shares of Beneficial Interest   SVC   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

In this Current Report on Form 8-K, the terms “we,” “us” and “our” refer to Service Properties Trust.

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws.

 

On July 6, 2026, we effected a reverse split of our common shares of beneficial interest, par value $.01 per share, or the Reverse Share Split, pursuant to Articles of Amendment to our Amended and Restated Declaration of Trust which we filed and which were effective that day as of 4:01 p.m. Eastern Time, or the Share Split Time. Pursuant to the Reverse Share Split, every five of our common shares of beneficial interest, par value $.01 per share, issued and outstanding as of the Share Split Time were converted and reclassified into one common share of beneficial interest, par value $.05 per share, subject to the receipt of cash in lieu of fractional shares. Pursuant to additional Articles of Amendment to our Amended and Restated Declaration of Trust which we filed and which were effective as of 4:02 p.m. Eastern Time, and following the Share Split Time, to change the par value of our common shares of beneficial interest from $.05 per share back to $.01 per share. The new CUSIP number for our common shares of beneficial interest is 81761L 201.

 

The Reverse Share Split affected all record holders of our common shares of beneficial interest uniformly and did not affect any record shareholder’s percentage ownership interest in us, subject to the receipt of cash in lieu of fractional shares. The Reverse Share Split reduced the number of our issued and outstanding common shares of beneficial interest from approximately 647.64 million to approximately 129.53 million, subject to adjustment downward as a result of any cash paid in lieu of fractional shares. 

 

The foregoing descriptions of the amendments to our Amended and Restated Declaration of Trust are not complete and are subject to and qualified in their entirety by reference to the full text of the copies of the Articles of Amendment, which are attached hereto as Exhibits 3.1 and 3.2, each of which is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)Exhibits

 

3.1 Articles of Amendment of Service Properties Trust, dated as of July 6, 2026. (Filed herewith.)

 

3.2 Articles of Amendment of Service Properties Trust, dated as of July 6, 2026. (Filed herewith.)

 

104 Cover Page Interactive Data File (Embedded within the Inline XBRL document.)

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  SERVICE PROPERTIES TRUST
   
   
  By: /s/ Brian E. Donley
  Name: Brian E. Donley
  Title: Chief Financial Officer and Treasurer
   
Dated: July 6, 2026  

 

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Filing Exhibits & Attachments

5 documents