BRAEMAR HOTELS & RESORTS DECLARES MONTHLY PREFERRED DIVIDENDS FOR MARCH 2026 Accessibility StatementSkip NavigationDALLAS, March 24, 2026 /PRNewswire/ -- Braemar Hotels & Resorts Inc. (NYSE: BHR) ("Braemar" or the "Company") today announced monthly preferred dividends for March 2026.The Company's Board of Directors (the "Board") declared and the Company set aside a cash dividend for the Company's 5.5% Series B Cumulative Convertible Preferred Stock equal to: $0.1146 per diluted share which will be paid, alo ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to ________ Commission file number: 001-35972 BRAEMAR HOTELS & RESORTS INC. (Exact name of registrant as specified in its charter) Maryland 46-2488594 (State or other ...

Company Insights - Airbnb is undergoing a transformation by integrating AI into its operations and decision-making processes, as highlighted by CFO Ellie Mertz [1] - The implementation of AI-powered customer service has led to significant efficiency gains, reducing the need for human agents and improving customer satisfaction [2] - AI tools are democratizing data access within Airbnb's finance team, allowing corporate teams to independently analyze insights, which enhances decision-making [3] AI Impact - Mertz emphasizes that AI accelerates decision-making by efficiently collecting relevant data, rather than replacing human judgment [4] - The integration of AI is expected to elevate career potential by automating routine tasks, allowing employees to focus on more complex responsibilities [4] Industry Trends - A report by Strata Decision Technology indicates that 86% of finance leaders believe AI will significantly impact the future of financial institutions, although many are still in early stages of AI adoption [8] - The report also reveals that 78% of finance leaders are focusing on decreasing expenses, with 68% prioritizing process automation as a strategy [8]

Core Viewpoint - Ashford Inc. announces the planned retirement of Chief Financial Officer Deric Eubanks after a 23-year career, effective March 31, 2026, with a commitment to ensure a smooth transition until June 30, 2026 [1] Group 1: Leadership Transition - Deric Eubanks will step down as CFO and Treasurer, continuing as Senior Managing Director to assist with financial and transitional matters until June 30, 2026 [1] - Justin Coe, the current Chief Accounting Officer, will take over as Principal Financial Officer of the Company and its advised REITs after Eubanks' departure [1] Group 2: Contributions and Commitment - Monty Bennett, Chairman of Ashford, highlights Eubanks' integral role since the launch of Ashford Hospitality Trust in 2003 and his unwavering commitment to the company's strategic processes [1] - Eubanks expresses pride in the team's accomplishments and emphasizes his focus on supporting the sale process for Braemar and ongoing asset dispositions at Ashford Trust until his retirement [1]

Core Viewpoint - Brancous LP1 expresses significant concerns regarding the corporate governance of Braemar Hotels & Resorts Inc., particularly focusing on the independence of the Board and the approval of termination economics that favor the external manager without adequate transparency [2][3]. Governance Concerns - Brancous asserts that while the Board appears independent, it lacks true independence in substance, especially during critical negotiations involving related-party dynamics [2]. - Concerns about director independence and conflicts of interest have been publicly raised, notably by former director Babak Ghassemieh, who highlighted significant governance issues [2]. Termination Framework - Brancous calls for the termination framework to be renegotiated, emphasizing that the calculation should reflect current and future economics rather than outdated trailing data [3]. - The termination calculation should focus on core, long-term advisory fees instead of ancillary affiliate business, ensuring that shareholders are not burdened with payouts based on unrelated revenue streams [4][5]. - The Board has leverage to reset the fee base as the advisory agreement approaches its renewal, and locking in inflated termination amounts now would harm shareholder value [6]. Transparency and Disclosure - Brancous demands full disclosure from the Board regarding the basis and process behind the termination economics, including detailed financial analyses and legal opinions that justify the fee structure [7]. - The lack of response from the Board to shareholder communications is deemed unacceptable, as it undermines the Board's role in representing shareholder interests [8]. Statement from Brancous - Alejandro Malbran, Managing Partner of Brancous LP1, emphasizes the necessity for independent directors to protect shareholders during conflicts and insists on transparency and a credible financial foundation for any termination framework [8].

Core Insights - Braemar Hotels & Resorts sold The Clancy hotel in San Francisco for $115 million, achieving a capitalization rate of 5.2% based on trailing net operating income [1] - The company is in the process of evaluating options to create shareholder value, including a potential sale of the company or its assets, with no definitive timetable set [2] - The fourth-quarter results showed mixed operational performance, with revenue growth driven by resort properties despite challenges from renovations and weather [3][5] Financial Performance - The company reported a net loss of $46 million for Q4 and a full-year net loss of $72.7 million, with adjusted EBITDAre of $28.8 million for the quarter and $147 million for the year [4][16] - Comparable total revenue increased by 1.8% in Q4, while full-year comparable total revenue grew by 2.8% [5][12] - The company had approximately $124 million in cash and $42.5 million in restricted cash, with total loans of $1.1 billion at a blended interest rate of 6.7% [4][17] Operational Highlights - Comparable Q4 RevPAR was flat, but resort properties saw a 4.1% increase in RevPAR, contributing to overall revenue growth [5][7] - Notable performance was observed at The Ritz-Carlton Sarasota and Four Seasons Scottsdale, with RevPAR increases of 26% and 12% respectively [10][18] - The company invested approximately $78 million in capital expenditures in 2025 and plans to spend between $25 million and $35 million in 2026 [15] Strategic Initiatives - Braemar engaged Robert W. Baird & Co. to assist in the company sale process while also evaluating individual asset sales [2][6] - The company completed several renovations and repositioning efforts, including the conversion of Cameo Beverly Hills to an LXR Hotels & Resorts property [14] - The board has not declared a common dividend for 2026 due to the ongoing sale process [20]

Core Viewpoint - Braemar Hotels & Resorts, Inc. is conducting a conference call to discuss its fourth quarter and full year 2025 results, along with recent developments in the company [1]. Group 1: Conference Call Details - The conference call is being led by key executives including the President and CEO, CFO, and Executive Vice President [1]. - A press release containing the results and information about the conference call was distributed prior to the call [2]. Group 2: Forward-Looking Statements - The conference call includes forward-looking statements that are based on various assumptions and uncertainties, which may lead to actual results differing from expectations [2]. - The company is not obligated to publicly update these forward-looking statements after the date of the call [3].

Financial Data and Key Metrics Changes - For Q4 2025, the company reported a net loss attributable to common stockholders of $46 million, or $0.67 per diluted share, and an AFFO per diluted share of -$0.02. For the full year, the net loss was $72.7 million, or $1.07 per diluted share, with an AFFO per diluted share of $0.28 [12][14] - Adjusted EBITDAre for Q4 was $28.8 million, while for the full year it was $147 million. Total assets at quarter end were $1.9 billion, with $1.1 billion in loans and a blended average interest rate of 6.7% [12][13] - The company ended the quarter with cash and cash equivalents of $124.4 million and restricted cash of $42.5 million [13] Business Line Data and Key Metrics Changes - Comparable total revenue growth for Q4 was 1.8%, while full-year comparable total revenue growth was 2.8%. Comparable Hotel EBITDA growth for Q4 was 6% and for the full year it was 3.1% [6][8] - The resort portfolio reported a comparable RevPAR of $536, a 4.1% increase over the prior year, and comparable Hotel EBITDA of $32.5 million, a 6% increase [9][19] - Excluding hotels under renovation, RevPAR growth was 2.6%, and comparable Hotel EBITDA increased 6.4% [8][18] Market Data and Key Metrics Changes - The company’s portfolio consisted of 13 hotels with 3,028 rooms as of December 31, 2025 [17] - Group room revenue increased by 7.1% for the full year, with Q4 group room revenue up 0.4% compared to the prior year [20] - The Ritz-Carlton, Sarasota achieved a RevPAR increase of 25.5% and Hotel EBITDA improvement of 48% compared to the prior year [24] Company Strategy and Development Direction - The company has initiated a sale process and engaged Robert W. Baird & Co. as its financial advisor, with no definitive timetable for completion [5] - The strategic repositioning of Cameo Beverly Hills to Hilton's luxury LXR brand reflects the company's commitment to enhancing guest experience and competitive positioning [11] - The company plans to continue redeeming non-traded preferred stock to deleverage its platform and improve cash flow per share [11] Management's Comments on Operating Environment and Future Outlook - Management expressed satisfaction with the portfolio's performance despite a challenging operating environment in the hospitality industry [8][28] - The company remains optimistic about sustaining operating momentum and delivering strong results in the future [20][27] - Management highlighted the importance of high-margin ancillary revenue streams and the effectiveness of targeted sales strategies [21][22] Other Important Information - The company sold the 410-room Clancy in San Francisco for $115 million, which allowed for a $65 million debt paydown and retained approximately $44 million in net proceeds [10] - Capital expenditures in 2025 totaled approximately $78 million, with anticipated spending between $25 million and $35 million in 2026 [26] Q&A Session Summary - The Q&A session included inquiries about the company's sale process, future capital expenditures, and strategies for enhancing revenue streams. Management reiterated their focus on shareholder value and operational efficiency [28]

Financial Data and Key Metrics Changes - For Q4 2025, the company reported a net loss attributable to common stockholders of $46 million, or $0.67 per diluted share, and an AFFO per diluted share of -$0.02 [12] - For the full year 2025, the net loss attributable to common stockholders was $72.7 million, or $1.07 per diluted share, with an AFFO per diluted share of $0.28 [12] - Adjusted EBITDAre for Q4 was $28.8 million, while for the full year it was $147 million [12] - Total assets at quarter end were $1.9 billion, with $1.1 billion in loans and a blended average interest rate of 6.7% [12][13] Business Line Data and Key Metrics Changes - Comparable total revenue growth for Q4 was 1.8%, while full-year comparable total revenue growth was 2.8% [6][8] - Comparable Hotel EBITDA for Q4 increased by 6%, and for the full year, it grew by 3.1% [8][19] - The resort portfolio reported a comparable RevPAR of $536, a 4.1% increase over the prior year, and comparable Hotel EBITDA of $32.5 million, a 6% increase [9] Market Data and Key Metrics Changes - Comparable hotel RevPAR was flat for Q4, but ADR improved by 5.4% compared to the prior year [18] - Excluding properties under renovation, RevPAR increased by 4.6% and Total RevPAR increased by 6.3% for Q4 [18] - Group room revenue for the full year increased by 7.1%, with Q4 group room revenue up 0.4% [20] Company Strategy and Development Direction - The company has initiated a sale process and engaged Robert W. Baird & Co. as its financial advisor, with no definitive timetable for completion [5] - The company is focusing on high-margin ancillary revenue streams to drive profitability [19] - Recent renovations and strategic repositioning of properties, such as the conversion of Cameo Beverly Hills to Hilton's LXR brand, reflect the company's commitment to enhancing guest experiences [11][26] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in sustaining operating momentum and delivering strong results in the future [19] - The company is optimistic about opportunities ahead and plans to continue enhancing its diversified platform [27] - Management highlighted the resilience of the portfolio and the positive impact of recent renovations on future performance [11][28] Other Important Information - The company sold the 410-room Clancy in San Francisco for $115 million, which allowed for a $65 million debt paydown [10] - Approximately $149 million of non-traded preferred stock has been redeemed, representing about 32% of the original capital raise [11] - Capital expenditures in 2025 totaled approximately $78 million, with an anticipated spending of $25 million to $35 million in 2026 [26] Q&A Session Summary - The management team addressed questions regarding the impact of renovations on performance and the strategic direction of the company amidst the sale process [28]

Financial Data and Key Metrics Changes - For Q4 2025, the company reported a net loss attributable to common stockholders of $46 million, or $0.67 per diluted share, and an AFFO per diluted share of -$0.02 [13] - For the full year 2025, the net loss attributable to common stockholders was $72.7 million, or $1.07 per diluted share, with an AFFO per diluted share of $0.28 [13] - Adjusted EBITDAre for Q4 was $28.8 million, while for the full year it was $147 million [13] - Total assets at quarter end were $1.9 billion, with $1.1 billion in loans and a blended average interest rate of 6.7% [13][14] Business Line Data and Key Metrics Changes - Comparable total revenue growth for Q4 was 1.8%, while full-year growth was 2.8% [7][8] - Comparable Hotel EBITDA for Q4 increased by 6%, and for the full year, it grew by 3.1% [8][20] - The resort portfolio reported a comparable RevPAR of $536, a 4.1% increase over the prior year, and comparable Hotel EBITDA of $32.5 million, a 6% increase [10] Market Data and Key Metrics Changes - Comparable hotel RevPAR was flat for Q4, but ADR improved by 5.4% compared to the prior year [19] - Excluding properties under renovation, RevPAR increased by 4.6% and Total RevPAR increased by 6.3% for Q4 [19] - Group room revenue for the full year increased by 7.1%, with Q4 group room revenue up 0.4% [21] Company Strategy and Development Direction - The company has initiated a sale process and engaged financial advisors to explore options for creating shareholder value [6] - Renovations and strategic repositioning of properties, such as the conversion of Cameo Beverly Hills to Hilton's LXR brand, reflect the company's commitment to enhancing guest experiences [12][27] - The company plans to continue redeeming non-traded preferred stock to deleverage its platform and improve cash flow per share [12] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in sustaining operating momentum and delivering strong results despite a challenging hospitality environment [20][28] - The company anticipates continued benefits from recent renovations and strategic initiatives aimed at enhancing profitability [27][28] - Management highlighted the resilience of the diversified portfolio and the effectiveness of targeted sales strategies in capturing group demand [22][23] Other Important Information - The company sold the Clancy hotel in San Francisco for $115 million, which allowed for a significant debt paydown of approximately $65 million [11] - Capital expenditures in 2025 totaled approximately $78 million, with an anticipated spending of $25 million to $35 million in 2026 [27] Q&A Session Summary Question: What is the outlook for the company's sale process? - Management indicated that there is no definitive timetable for the sale process and that it is exploring all options to create shareholder value [6] Question: How are renovations impacting performance? - Renovation activities have significantly impacted portfolio results, with hotels not under renovation showing better RevPAR growth [7][10] Question: What are the expectations for group revenue? - Group room revenue has shown strong growth, particularly at standout properties like the Four Seasons Scottsdale, which achieved significant increases in both revenue and ADR [21][22]