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8-K//Current report

PROCACCIANTI HOTEL REIT, INC. 8-K

Accession 0001104659-26-004943

$PRXACIK 0001692345operating

Filed

Jan 19, 7:00 PM ET

Accepted

Jan 20, 1:26 PM ET

Size

431.8 KB

Accession

0001104659-26-004943

Research Summary

AI-generated summary of this filing

Updated

Procaccianti Hotel REIT: Stockholders Approve Advisory Agreement Amendment

What Happened
On January 19, 2026, Procaccianti Hotel REIT, Inc. (PRXA) reported that, following its 2025 Annual Meeting, the company, its operating partnership and its advisor executed a Second Amended and Restated Advisory Agreement. The amendment removes the August 13, 2026 deadlines that previously would have ended (a) the accrual of the asset management fee payable to the advisor and (b) the accrual of interest on deferred acquisition and deferred disposition fees payable to the advisor. The amendment was approved by stockholders at the meeting.

Key Details

  • Annual Meeting date: January 19, 2026; quorum present with 2,970,009.37 shares (50.61% of 5,868,525 outstanding).
  • Advisory amendment: removes August 13, 2026 cutoff for (1) asset management fee accrual and (2) interest accrual on deferred acquisition and deferred disposition fees.
  • Stockholder vote on the amendment (Proposal No. 2): For 2,404,923.12; Against 315,236.07; Abstained 249,850.18.
  • Directors elected (Proposal No. 1) to serve until the next annual meeting: James A. Procaccianti; Gregory Vickowski; Lawrence Aubin; Thomas R. Engel; Ronald S. Ohsberg (vote totals reported in the filing).
  • The full Second Amended and Restated Advisory Agreement is filed as Exhibit 10.1 to the 8-K.

Why It Matters
Removing the stated August 13, 2026 deadlines means the advisor’s asset management fees and interest on certain deferred fees can continue to accrue beyond that date, which could affect the REIT’s future fee expenses and cash flows payable to the advisor. Stockholder approval indicates the amendment has been authorized; investors should review the filed agreement (Exhibit 10.1) to understand timing, mechanics and any other changes that could impact fees or distributions.