Sunstone Hotel Investors Enters Material Agreement

TL;DR

Sunstone Hotel Investors (SHO) filed an 8-K on 9/24/25 for a material agreement and financial obligation related to Series H Preferred Stock.

AI Summary

On September 24, 2025, Sunstone Hotel Investors, Inc. entered into a material definitive agreement related to its Series H Preferred Stock. The company also incurred a direct financial obligation or an obligation under an off-balance sheet arrangement. This filing includes a Regulation FD disclosure and financial statements and exhibits.

Why It Matters

This filing indicates a significant financial transaction or commitment by Sunstone Hotel Investors, Inc., which could impact its financial obligations and future operations.

Risk Assessment

Risk Level: medium — The filing details a material definitive agreement and a direct financial obligation, suggesting potential financial risks or opportunities for the company.

Key Players & Entities

• Sunstone Hotel Investors, Inc. (company) — Registrant
• September 24, 2025 (date) — Date of earliest event reported
• Series H Preferred Stock (financial_instrument) — Subject of material agreement and financial obligation

FAQ

Key Financial Figures

• $0.01 — ange on Which Registered Common Stock, $0.01 par value SHO New York Stock Exchan
• $500 million — Amended Credit Agreement provides for a $500 million unsecured revolving credit facility and
• $850 million — n facilities in the aggregate amount of $850 million. The Company's operating partnership, S
• $350 million — two existing unsecured term loans from $350 million to $550 million ($275 million (the "Ter
• $550 million — secured term loans from $350 million to $550 million ($275 million (the "Term 1 Loan") and $
• $275 million — oans from $350 million to $550 million ($275 million (the "Term 1 Loan") and $275 million (t
• $300 million — ed term loan in the aggregate amount of $300 million ("Term 3 Loan"). The Term 1 Loan is ava
• $185 million — on a delayed draw basis, of which only $185 million was drawn at closing and remainder of w
• $300 m — r to add term loans, in an amount up to $300 million, for an aggregate facility of $1.
• $1.65 b — 0 million, for an aggregate facility of $1.65 billion, from lenders that are willing to

Filing Documents

• sho-20250924x8k.htm (8-K) — 95KB
• sho-20250924xex10d1.htm (EX-10.1) — 1172KB
• sho-20250924xex99d1.htm (EX-99.1) — 9KB
• sho-20250924xex10d1001.jpg (GRAPHIC) — 4KB
• sho-20250924xex99d1001.jpg (GRAPHIC) — 11KB
• 0001104659-25-093887.txt ( ) — 1663KB
• sho-20250924.xsd (EX-101.SCH) — 5KB
• sho-20250924_def.xml (EX-101.DEF) — 14KB
• sho-20250924_lab.xml (EX-101.LAB) — 20KB
• sho-20250924_pre.xml (EX-101.PRE) — 13KB
• sho-20250924x8k_htm.xml (XML) — 8KB

01

Item 1.01 Entry Into a Material Definitive Agreement. On September 24, 2025, Sunstone Hotel Investors, Inc. (the "Company") entered into a Third Amended and Restated Credit Agreement (the "Amended Credit Agreement") by and among the Company; Sunstone Hotel Partnership, LLC; the lenders party thereto; Wells Fargo Bank, National Association, as administrative agent; Wells Fargo Securities, LLC, BofA Securities, Inc., JPMorgan Chase Bank, N.A., PNC Capital Markets LLC, U.S. Bank National Association, Truist Securities, Inc., Regions Capital Markets and The Huntington National Bank, as joint lead arrangers; Wells Fargo Securities, LLC, BofA Securities, Inc. and JPMorgan Chase Bank, N.A., as joint bookrunners; Bank of America, N.A. and JPMorgan Chase Bank, N.A., as syndication agents; and Capital One, National Association and Manufacturers and Traders Trust Company, as documentation agents. The Amended Credit Agreement provides for a $500 million unsecured revolving credit facility and three unsecured term loan facilities in the aggregate amount of $850 million. The Company's operating partnership, Sunstone Hotel Partnership, LLC, is the borrower under the Amended Credit Agreement and certain of the Company's subsidiaries guarantee its obligations under the Amended Credit Agreement. The revolving credit facility under the Amended Credit Agreement matures on September 24, 2029. The Company may extend the maturity date of the revolving credit facility under the Amended Credit Agreement, exercisable two (2) times, by six (6) months for each extension, to September 24, 2030, upon the payment of applicable fees and satisfaction of certain customary conditions. As part of the Amended Credit Agreement, the Company increased the aggregate amount of its two existing unsecured term loans from $350 million to $550 million ($275 million (the "Term 1 Loan") and $275 million (the "Term 2 Loan"), respectively) and added a new unsecured term loan in the aggregate amount of $300 m

03

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.

01

Item 7.01 Regulation FD Disclosure. On September 25, 2025, the Company issued a press release announcing the closing of the Third Amended and Restated Credit Agreement. A copy of that press release is furnished as Exhibit 99.1 to this report. The press release has also been posted in the investor relations section of the Company's website at www.sunstonehotels.com. The information contained in the press release attached as Exhibit 99.1 to this report shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Furthermore, the information contained in the press release attached as Exhibit 99.1 to this report shall not be deemed to be incorporated by reference in the filings of the registrant under the Securities Act of 1933, as amended.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) The following exhibits are furnished herewith: Exhibit Index Exhibit No. Description 10.1 Third Amended and Restated Credit Agreement, dated September 24, 2025. 99.1 Press Release, dated September 25, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE 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 thereunto duly authorized. Sunstone Hotel Investors, Inc. Date: September 26, 2025 By: /s/ Aaron R. Reyes Aaron R. Reyes Principal Financial Officer and Duly Authorized Officer

View Full Filing

View this 8-K filing on SEC EDGAR