Welcome to our dedicated page for Xenia Hotels & Resorts SEC filings (Ticker: XHR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Xenia Hotels & Resorts, Inc. files regulatory documents that document earnings releases, supplemental financial information, operating updates, capital markets activity, and governance matters for its hotel REIT portfolio. Recent Form 8-K filings furnish quarterly and annual results, Regulation FD disclosures, business updates, financing activity, and portfolio performance metrics such as same-property RevPAR, occupancy, ADR, Total RevPAR, and hotel EBITDA.
The company's definitive proxy materials cover annual stockholder meeting procedures, director elections, executive compensation, equity awards, voting matters, and board governance. These filings also frame Xenia's capital structure through common stock dividends, share repurchase authorization, ATM program disclosures, mortgage debt activity, and REIT-related reporting obligations.
Wellington Management Group LLP and related entities report their beneficial ownership of common stock of Xenia Hotels & Resorts, Inc. as of June 30, 2026. They collectively report beneficial ownership of 4,081,029 shares, representing 4.42% of the outstanding common stock, with shared voting power over 1,761,167 shares and shared dispositive power over 4,081,029 shares. The shares are held of record by investment advisory clients of Wellington-affiliated advisers, and no single client is reported to hold more than five percent of the class.
Xenia Hotels & Resorts, Inc. entered into a new equity distribution agreement establishing an at-the-market program to offer and sell up to $200 million of common stock through multiple financial institutions acting as sales agents, principals and/or forward sellers under an effective shelf registration statement.
The company may also enter into forward sale agreements, under which Forward Purchasers borrow and sell shares to hedge their exposure; Xenia does not receive proceeds from those borrowed-share sales. Net proceeds from any primary issuances or physical settlement of forwards will be contributed to XHR LP and used for general corporate purposes, including repayment of various debt obligations, working capital, capital expenditures and potential future acquisitions. A prior at-the-market program was terminated with $200 million of capacity remaining.
Xenia Hotels & Resorts, Inc. is establishing an at-the-market equity program to offer and sell up to $200,000,000 of common stock through a syndicate of agents and related forward sale arrangements. Sales may be made on the NYSE or other permitted venues under Rule 415, with agents earning up to 2.0% commissions.
The company may also enter into forward sale agreements, where affiliated forward purchasers borrow and sell shares; Xenia receives proceeds only upon physical settlement of those forwards, and none from the initial borrowed-share sales. Cash or net share settlement alternatives could result in Xenia paying cash or delivering shares instead of receiving proceeds.
Net cash raised is intended for general corporate purposes, including repayment of amounts under the $825 million unsecured credit facility, other debt, working capital, capital expenditures, and potential acquisitions, while maintaining REIT status and observing a 9.8% ownership limit.
Xenia Hotels & Resorts, Inc., a Maryland REIT focused on luxury and upper-upscale U.S. hotels, has filed an automatic shelf registration statement as a well-known seasoned issuer. The shelf allows Xenia to offer, from time to time, common stock, preferred stock, depositary shares, warrants, rights and units in one or more offerings, with specific terms and amounts to be set in future prospectus supplements. Net proceeds from any sale of these securities are expected to be used for general corporate purposes, including hotel acquisitions, debt repayment and capital improvements. As of July 29, 2026, Xenia had 92,245,835 common shares outstanding, and as of July 31, 2026 it owned 29 hotels with 8,783 rooms across 14 states while holding approximately 93.2% of its operating partnership units. The charter authorizes up to 500,000,000 common and 50,000,000 preferred shares and includes a 9.8% ownership limit to help maintain REIT status.
Xenia Hotels & Resorts, Inc., a lodging-focused REIT with 30 hotels and 8,868 rooms, reported second-quarter 2026 total revenues of $295.5 million, slightly above $287.6 million a year earlier. Segment Hotel EBITDA was $84.8 million for the quarter and $172.6 million for the first six months of 2026.
Results were heavily affected by a $38.8 million impairment on the Kimpton RiverPlace Hotel in Portland, Oregon, which was classified as held for sale and later sold on July 21, 2026 for $11.0 million, generating $10.3 million of net cash proceeds. Including this impairment and the absence of the prior-year $40.0 million gain on the Fairmont Dallas sale, Xenia posted a second-quarter 2026 net loss attributable to common stockholders of $19.3 million, or $0.21 per share, versus income of $55.2 million in 2025; year-to-date net income attributable to common stockholders was $0.4 million.
As of June 30, 2026, total assets were $2.72 billion and total debt outstanding was $1.37 billion at a weighted-average interest rate of 5.49%, with no borrowings on the $500 million revolving credit facility. Cash and restricted cash totaled $196.1 million. Quarterly cash dividends were $0.14 per share, with 92.2 million common shares outstanding.
Xenia Hotels & Resorts reported Q2 2026 net loss attributable to common stockholders of $19.3 million, or $(0.21) per diluted share, versus $55.2 million, or $0.56, a year earlier, mainly reflecting a $38.8 million impairment on Kimpton RiverPlace Hotel and the absence of a prior-year gain on sale. Despite this, operations improved: Adjusted EBITDAre was $78.1 million (down 1.8%), Adjusted FFO per diluted share rose 7.0% to $0.61, and Same-Property RevPAR increased 5.6% to $206.54 on flat 72.3% occupancy and 5.7% ADR growth; Same-Property Hotel EBITDA margin was 28.7%, down 65 basis points.
For the first half of 2026, net income attributable to common stockholders was $0.4 million, down from $70.7 million, while Adjusted EBITDAre grew 4.6% to $159.5 million and Adjusted FFO per diluted share rose 14.8% to $1.24. Same-Property RevPAR increased 6.5% and Hotel EBITDA margin expanded 100 basis points to 29.2%. As of June 30, total debt was about $1.4 billion at a 5.49% weighted-average rate, with $612 million of liquidity. Subsequent to quarter end, the company sold the 85-room Kimpton RiverPlace Hotel for $11 million. Reflecting stronger trends, Xenia raised its full-year 2026 guidance, with Adjusted EBITDAre now forecast at $267–$279 million and Adjusted FFO per share at $1.96–$2.08, and expects Same-Property RevPAR to rise 4.75%–6.25% versus 2025.
Xenia Hotels & Resorts director Dennis D. Oklak received a compensation award of 6,098 LTIP Units on May 14. These LTIP Units were granted at a price of $0.00 per unit and are fully vested under the company’s 2015 Incentive Award Plan.
The LTIP Units are limited partnership units in the company’s operating partnership. Over time, they can reach parity with common partnership units and then be converted one-for-one into Common Units, which are redeemable for cash or, at the issuer’s election, an equal number of shares of common stock. Following this award, Oklak directly holds 71,938 LTIP Units.
Xenia Hotels & Resorts director Terrence Moorehead received a grant of 6,098 LTIP Units in XHR LP as equity compensation. The LTIP Units, issued under the 2015 Incentive Award Plan, were fully vested on the grant date and are held directly.
LTIP Units are partnership units that initially do not have full parity with Common Units for liquidating distributions but can, upon certain events, achieve parity and convert one-for-one into Common Units. Common Units are redeemable for cash based on the fair market value of an equivalent number of Xenia common shares or, at the company’s election, an equal number of common shares. Following this award, Moorehead holds 34,299 LTIP Units.
Xenia Hotels & Resorts director Mary E. McCormick received a grant of 6,098 LTIP Units on May 14, 2026. These units were awarded at a price of $0.00 per unit and are fully vested on the grant date under the company’s 2015 Incentive Award Plan.
The LTIP Units are limited partnership units in XHR LP that can, over time and upon specified events, reach parity with common partnership units. Once parity is achieved and units are vested, each LTIP Unit may be converted into one Common Unit, which is redeemable for cash or, at the issuer’s election, an equal number of shares of Xenia’s common stock. Following this grant, McCormick directly holds 71,938 LTIP Units.
Xenia Hotels & Resorts director Arlene Isaacs-Lowe received a grant of 6,098 LTIP Units as compensation. These long-term incentive partnership units were awarded at a price of $0.00 per unit and are linked on a one-for-one basis to an equal number of shares of common stock.
Following this grant, Isaacs-Lowe directly holds 34,299 LTIP Units. The LTIP Units were fully vested on the grant date and, after meeting conditions in the operating partnership agreement, can achieve parity with common partnership units and be converted and ultimately redeemed for cash or shares of the company’s common stock.