AHT 8-K

Ashford Hospitality Trust Inc (AHT)

8-K 2026-08-27 For: 2026-08-24

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Added on August 27, 2026


	ASHFORD HOSPITALITY TRUST, INC.

Dated: August 27, 2026	By:	/s/ Justin Coe
		Justin Coe
		Chief Accounting Officer


	Ashford Trust Consolidated Historical (A)		Embassy Suites Dulles Airport (B)		Adjustments			Ashford Trust Consolidated Pro Forma
ASSETS
Investments in hotel properties, gross ($82,787 attributable to VIEs)	$	2,291,237	$	12,722	$	—		$	2,278,515
Accumulated depreciation ($(7,631) attributable to VIEs)	(747,916)		(7,771)		—			(740,145)
Investments in hotel properties, net ($75,156 attributable to VIEs)	1,543,321		4,951		—			1,538,370
Contract asset	368,298		—		—			368,298
Cash and cash equivalents ($1,563 attributable to VIEs)	72,510		602		22,305		(C) (i)	73,448
					(214)		(C) (i)
					(20,551)		(C) (ii)
Restricted cash ($4,260 attributable to VIEs)	136,985		—		—			136,985

Accounts receivable ($220 attributable to VIEs), net of allowance of $213	38,883		162		—			38,721
Inventories ($24 attributable to VIEs)	2,672		32		—			2,640
Notes receivable, net	12,880		—		—			12,880


Investments in unconsolidated entities	7,110		—		—			7,110


Deferred costs, net ($79 attributable to VIEs)	837		—		—			837

Derivative assets	1,256		—		—			1,256
Operating lease right-of-use assets	37,283		—		—			37,283
Prepaid expenses and other assets ($107 attributable to VIEs)	17,124		53		—			17,071



Due from related parties, net	980		—		—			980
Due from third-party hotel managers	24,240		—		—			24,240
Assets held for sale	70,071		—		—			70,071
Total assets	$	2,334,450	$	5,800	$	1,540		$	2,330,190
LIABILITIES AND EQUITY/DEFICIT
Liabilities:
Indebtedness, net ($15,586 attributable to VIEs)	$	1,905,747	$	14,576	$	(5,726)	(C) (ii)	$	1,885,445
Debt associated with hotels in receivership	273,971		—		—			273,971
Finance lease liability	17,258		—		—			17,258

Accounts payable and accrued expenses ($15,773 attributable to VIEs)	114,368		714		—			113,654
Accrued interest payable ($146 attributable to VIEs)	31,224		53		—			31,171
Accrued interest associated with hotels in receivership	94,327		—		—			94,327
Dividends and distributions payable	4,247		—		—			4,247

Due to Ashford Inc., net	52,552		—		—			52,552

Due to related parties, net ($3,654 attributable to VIEs)	—		296		—			(296)
Due to third-party hotel managers	1,157		—		—			1,157

Operating lease liabilities	37,676		—		—			37,676

Other liabilities ($28,942 attributable to VIEs)	36,624		—		—			36,624
Liabilities related to assets held for sale	74,813		—		—			74,813
Total liabilities	2,643,964		15,639		(5,726)			2,622,599
Commitments and contingencies
Redeemable noncontrolling interests in operating partnership	20,800		—		—			20,800
Series J Redeemable Preferred Stock, $0.01 par value, 7,684,197 shares issued and outstanding at June 30, 2026	187,498		—		—			187,498
Series K Redeemable Preferred Stock, $0.01 par value, 731,102 shares issued and outstanding at June 30, 2026	18,972		—		—			18,972
Series L Redeemable Preferred Stock, $0.01 par value, 238,191 shares issued and outstanding at June 30, 2026	5,658		—		—			5,658
Series M Redeemable Preferred Stock, $0.01 par value, 550,888 shares issued and outstanding at June 30, 2026	14,096		—		—			14,096
Equity (deficit):
Preferred stock, $0.01 par value, 55,000,000 shares authorized:
Series D Cumulative Preferred Stock, 1,111,127 shares issued and outstanding at June 30, 2026	11		—		—			11
Series F Cumulative Preferred Stock, 1,037,044 shares issued and outstanding at June 30, 2026	10		—		—			10
Series G Cumulative Preferred Stock, 1,470,948 shares issued and outstanding at June 30, 2026	15		—		—			15
Series H Cumulative Preferred Stock, 1,037,956 shares issued and outstanding at June 30, 2026	10		—		—			10
Series I Cumulative Preferred Stock, 1,034,303 shares issued and outstanding at June 30, 2026	11		—		—			11
Common stock, $0.01 par value, 395,000,000 shares authorized, 6,476,491 shares issued and outstanding at June 30, 2026	65		—		—			65
Additional paid-in capital	2,402,052		(9,839)		4,951		(C) (i)	2,402,052
					(214)		(C) (i)
					(14,576)		(C) (ii)
Accumulated deficit	(2,973,059)		—		17,354		(C) (i)	(2,955,954)
					(249)		(C) (ii)
Total stockholders’ equity (deficit) of the Company	(570,885)		(9,839)		7,266			(553,780)
Noncontrolling interest in consolidated entities	14,347		—		—			14,347
Total equity (deficit)	(556,538)		(9,839)		7,266			(539,433)
Total liabilities and equity/deficit	$	2,334,450	$	5,800	$	1,540		$	2,330,190


	Ashford Trust Consolidated Historical (A)		Embassy Suites Dulles Airport (B)		Adjustments			Ashford Trust Consolidated Pro Forma
REVENUE
Rooms	$	825,623	$	6,736	$	—		$	818,887
Food and beverage	207,588		333		—			207,255
Other hotel revenue	69,643		408		—			69,235
Total hotel revenue	1,102,854		7,477		—			1,095,377
Other	1,534		—		—			1,534
Total revenue	1,104,388		7,477		—			1,096,911
EXPENSES
Hotel operating expenses:
Rooms	198,106		1,728		—			196,378
Food and beverage	139,828		278		—			139,550
Other expenses	392,070		2,593		—			389,477
Management fees	38,264		232		—			38,032
Total hotel expenses	768,268		4,831		—			763,437
Property taxes, insurance and other	59,793		474		—			59,319
Depreciation and amortization	141,295		526		—			140,769

Impairment charges	67,648		—		—			67,648

Advisory services fee	49,039		—		—			49,039
Corporate, general and administrative	20,783		—		—			20,783
Total operating expenses	1,106,826		5,831		—			1,100,995
Gain (loss) on consolidation of VIE and disposition of assets and hotel properties	79,799		—		17,354		(C) (i)	97,153
Gain (loss) on derecognition of assets	39,054		—		—			39,054
OPERATING INCOME (LOSS)	116,415		1,646		17,354			132,123
Equity in earnings (loss) of unconsolidated entities	(325)		—		—			(325)
Interest income	4,739		—		—			4,739

Interest expense and amortization of discounts and loan costs	(256,229)		(1,683)		—			(254,546)
Interest expense associated with hotels in receivership	(39,038)		—		—			(39,038)
Write-off of premiums, loan costs and exit fees	(8,853)		(129)		—			(8,724)
Gain (loss) on extinguishment of debt	335		—		(249)		(C) (ii)	86

Realized and unrealized gain (loss) on derivatives	(5,346)		—		—			(5,346)
INCOME (LOSS) BEFORE INCOME TAXES	(188,302)		(166)		17,105			(171,031)
Income tax (expense) benefit	143		—		—			143




NET INCOME (LOSS)	(188,159)		(166)		17,105			(170,888)
(Income) loss attributable to noncontrolling interest in consolidated entities	5,058		—		—			5,058
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership	3,262		—		(247)		(C) (iv)	3,015
NET INCOME (LOSS) ATTRIBUTABLE TO THE COMPANY	(179,839)		(166)		16,858			(162,815)
Preferred dividends	(28,216)		—		—			(28,216)
Deemed dividends on redeemable preferred stock	(6,949)		—		—			(6,949)

NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	(215,004)	$	(166)	$	16,858		$	(197,980)
INCOME (LOSS) PER SHARE - BASIC:
Net income (loss) attributable to common stockholders	$	(35.99)						$	(33.14)
Weighted average common shares outstanding—basic	5,974							5,974
INCOME (LOSS) PER SHARE - DILUTED:
Net income (loss) attributable to common stockholders	$	(35.99)						$	(33.14)
Weighted average common shares outstanding—diluted	5,974							5,974


	Ashford Trust Consolidated Historical (A)		Embassy Suites Dulles Airport (B)		Adjustments			Ashford Trust Consolidated Pro Forma
REVENUE
Rooms	$	409,643	$	3,807	$	—		$	405,836
Food and beverage	98,577		192		—			98,385
Other hotel revenue	32,425		224		—			32,201
Total hotel revenue	540,645		4,223		—			536,422
Other	327		—		—			327
Total revenue	540,972		4,223		—			536,749
EXPENSES
Hotel operating expenses:
Rooms	92,222		872		—			91,350
Food and beverage	65,571		197		—			65,374
Other expenses	181,168		1,499		—			179,669
Management fees	18,624		133		—			18,491
Total hotel expenses	357,585		2,701		—			354,884
Property taxes, insurance and other	28,073		264		—			27,809
Depreciation and amortization	60,634		267		—			60,367

Impairment charges	112,649		—		—			112,649

Advisory services fee	34,222		—		—			34,222
Corporate, general and administrative	2,927		—		—			2,927
Total operating expenses	596,090		3,232		—			592,858
Gain (loss) on disposition of assets and hotel properties	250,076		—		—			250,076
Gain (loss) on derecognition of assets	14,618		—		—			14,618
OPERATING INCOME (LOSS)	209,576		991		—			208,585
Equity in earnings (loss) of unconsolidated entities	(155)		—		—			(155)
Interest income	1,969		—		—			1,969
Other income (expense)	3,223		—		—			3,223
Interest expense and amortization of discounts and loan costs	(129,224)		(837)		—			(128,387)
Interest expense associated with hotels in receivership	(15,427)		—		—			(15,427)
Write-off of premiums, loan costs and exit fees	(1,559)		—		—			(1,559)
Gain (loss) on extinguishment of debt	(1,975)		—		—			(1,975)

Realized and unrealized gain (loss) on derivatives	801		—		—			801
INCOME (LOSS) BEFORE INCOME TAXES	67,229		154		—			67,075
Income tax (expense) benefit	(3,305)		—		37		(C) (iii)	(3,268)




NET INCOME (LOSS)	63,924		154		37			63,807
(Income) loss attributable to noncontrolling interest in consolidated entities	996		—		—			996
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership	(699)		—		2		(C) (iv)	(697)
NET INCOME (LOSS) ATTRIBUTABLE TO THE COMPANY	64,221		154		39			64,106
Preferred dividends	(5,428)		—		—			(5,428)
Deemed dividends on redeemable preferred stock	(9,200)		—		—			(9,200)

NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	49,593	$	154	$	39		$	49,478
INCOME (LOSS) PER SHARE - BASIC:
Net income (loss) attributable to common stockholders	$	7.70						$	7.68
Weighted average common shares outstanding—basic	6,442							6,442
INCOME (LOSS) PER SHARE - DILUTED:
Net income (loss) attributable to common stockholders	$	0.70						$	0.70
Weighted average common shares outstanding—diluted	83,944							83,944