ASHFORD HOSPITALITY TRUST INC 8-K

What Happened

• Ashford Hospitality Trust, Inc. announced in an 8-K that New Houston Hotel Limited Partnership, an indirect subsidiary of the company, completed the sale of the Embassy Suites Houston Near the Galleria (Houston, TX) on February 9, 2026. The sale was pursuant to an Agreement of Purchase and Sale dated November 11, 2025.

Key Details

• Sale price: $13.5 million in cash, subject to customary prorations and adjustments.
• Sellers: New Houston Hotel Limited Partnership and Ashford Austin LP (collectively).
• Buyers: Galleria Lodging, LP and Arboretum Lodging (collectively).
• The filing includes Exhibit 99.1 — unaudited pro forma financial information for the nine months ended September 30, 2025 and the year ended December 31, 2024, reflecting the transaction.

Why It Matters

• The company converted a hotel asset into $13.5M of cash proceeds (subject to adjustments) and provided pro forma financials so investors can see how the disposition affects reported results and historical periods. This is a material asset disposition that changes the company’s portfolio composition and is relevant for assessing liquidity and balance-sheet and operating results as reflected in the attached pro forma information.