Ashford Hospitality Trust Reports Equity Sales

TL;DR

AHT sold unregistered equity, including common and preferred shares.

AI Summary

On August 22, 2024, Ashford Hospitality Trust, Inc. filed an 8-K report detailing unregistered sales of equity securities. The filing indicates transactions involving common stock and preferred stock series D, F, G, H, and I, all occurring on the same date. Specific details regarding the number of shares sold or the aggregate offering price were not provided in this section of the filing.

Why It Matters

This filing indicates potential dilution or changes in the capital structure of Ashford Hospitality Trust through the sale of equity securities.

Risk Assessment

Risk Level: medium — Unregistered sales of equity can sometimes signal financial distress or a need for capital, potentially impacting existing shareholders.

Key Players & Entities

• Ashford Hospitality Trust, Inc. (company) — Registrant
• August 22, 2024 (date) — Date of Report
• Maryland (jurisdiction) — State of Incorporation

FAQ

Key Financial Figures

• $0.01 — D Cumulative Preferred Stock, par value $0.01 per share (the " Series D Preferred Sto

Filing Documents

• aht-20240822.htm (8-K) — 33KB
• 0001232582-24-000111.txt ( ) — 216KB
• aht-20240822.xsd (EX-101.SCH) — 3KB
• aht-20240822_def.xml (EX-101.DEF) — 17KB
• aht-20240822_lab.xml (EX-101.LAB) — 31KB
• aht-20240822_pre.xml (EX-101.PRE) — 18KB
• aht-20240822_htm.xml (XML) — 7KB

02 UNREGISTERED SALES OF EQUITY SECURITIES

ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES. From July 17, 2024 through August 22, 2024, Ashford Hospitality Trust, Inc. (the " Company ") entered into privately negotiated exchange agreements with certain holders of its 8.45% Series D Cumulative Preferred Stock, par value $0.01 per share (the " Series D Preferred Stock "), 7.375% Series F Cumulative Preferred Stock, par value $0.01 per share (the " Series F Preferred Stock "), 7.375% Series G Cumulative Preferred Stock, par value $0.01 per share (the " Series G Preferred Stock "), 7.50% Series H Cumulative Preferred Stock, par value $0.01 per share (the " Series H Preferred Stock ") and 7.50% Series I Cumulative Preferred Stock, par value $0.01 per share (together with the Series D Preferred Stock, the Series F Preferred Stock, the Series G Preferred Stock and the Series H Preferred Stock, the " Preferred Stock ") in reliance on Section 3(a)(9) of the Securities Act of 1933, as amended. During this period, the Company agreed to exchange a total of approximately 2,461,271 shares of its common stock, par value $0.01 per share (the " Common Stock "), for an aggregate of approximately 135,002 shares of Preferred Stock. The Company did not receive any cash proceeds as a result of the exchange of the Preferred Stock for the Common Stock, and the shares of Preferred Stock exchanged have been retired and cancelled. The issuance of the shares of the Common Stock was made by the Company pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended, contained in Section 3(a)(9) of such act on the basis that these offers constituted an exchange with existing holders of the Company's securities, and no commission or other remuneration was paid to any party for soliciting such exchange. This current report on Form 8-K does not constitute an offer to exchange any securities of the Company for the Common Stock, the Preferred Stock or other securities of the Company.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ASHFORD HOSPITALITY TRUST, INC. Dated: August 22, 2024 By: /s/ Alex Rose Alex Rose Executive Vice President, General Counsel & Secretary

View Full Filing

View this 8-K filing on SEC EDGAR