8-KFiled Aug 6, 8:00 PM ET

Summit Hotel Properties Announces $200M At-the-Market Equity Program

$INN · Summit Hotel Properties, Inc.

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Summit Hotel Properties Announces $200M At-the-Market Equity Program

What Happened
Summit Hotel Properties, Inc. (INN) and its operating partnership entered into an Equity Distribution Agreement on August 7, 2026 to offer and sell up to $200,000,000 of the Company’s common stock through a group of investment banks and dealers as sales agents or, in some cases, as forward sellers. The arrangement is an “at‑the‑market” (ATM) program under Rule 415 that allows sales on the NYSE or other trading venues at prevailing market prices. Managers include firms such as Robert W. Baird, BofA Securities, J.P. Morgan, Raymond James, RBC, Truist and Wells Fargo, among others. The offering is being made under the Company’s effective shelf registration (File No. 333-293752) and a prospectus supplement dated August 7, 2026.

Key Details

  • Offer size: up to $200,000,000 of common stock (aggregate gross sales price).
  • Date filed/Agreement signed: August 7, 2026; shelf registration effective Feb 25, 2026; prospectus supplement filed Aug 7, 2026.
  • Fees: each sales agent’s commission will not exceed 2.0% of gross sales price (may be lower). One Manager will sell on any given day.
  • Forward structure: the agreement contemplates forward sales (Forward Confirmations) with specified forward purchasers. The Company expects to physically settle forward confirmations (receive cash for shares delivered), but may elect cash or net‑share settlement. If a Forward Purchaser (or affiliate) borrows and sells shares as a hedge, the Company will not receive proceeds from those borrowed‑share sales.

Why It Matters
This ATM program gives Summit flexible, on‑demand access to equity capital, which the Company (and its operating partnership) plans to use for general business purposes including hotel acquisitions, repayment of debt, capital improvements and working capital. For investors, the key implications are increased potential for share issuance and dilution when the Company sells shares, offset by the benefit of financing growth and strengthening the balance sheet without a fixed large equity offering. Managers are not obligated to sell any amount, so issuance will depend on market conditions and the Company’s financing needs. An opinion of counsel (Venable LLP) is filed as Exhibit 5.1 with the 8‑K.