$BHR·8-K

Braemar Hotels & Resorts Inc. · May 22, 4:24 PM ET

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Braemar Hotels & Resorts Inc. 8-K

Research Summary

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Updated

Braemar Hotels & Resorts Extends Advisory Fee Negotiation Period

What Happened

  • Braemar Hotels & Resorts Inc. (BHR) filed an 8-K reporting that on May 21, 2026 the company and its advisor group entered into Amendment No. 3 to the Fifth Amended and Restated Advisory Agreement.
  • The amendment, proposed by Ashford Inc. (AINC) and agreed to by the company’s independent directors, solely extends the period during which Braemar and the Advisor will negotiate a revised Base Fee or Incentive Fee through and including December 31, 2026.

Key Details

  • Amendment No. 3 was executed on May 21, 2026.
  • The extension covers negotiations over the Amended and Restated Advisory Agreement’s Base Fee and Incentive Fee only.
  • The amendment is filed as Exhibit 10.2 to the Form 8-K.
  • The underlying Fifth Amended and Restated Advisory Agreement (originally dated April 23, 2018) remains in effect except for this extension.

Why It Matters

  • This filing affects governance and potential management compensation terms: it delays final resolution of the advisor’s fee structure until at least year-end 2026.
  • Investors should note there is no immediate change to fee terms reported in the filing—only an extended negotiation period—and no financial amounts or fee adjustments were disclosed.
  • Watch for future disclosures that finalize any revised Base Fee or Incentive Fee, since those changes could affect Braemar’s operating expenses and net results.

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