ASHFORD HOSPITALITY TRUST INC 8-K

What Happened

• Ashford Hospitality Trust, Inc. (AHT) filed an 8-K reporting that Deric Eubanks, currently CFO of Ashford Hospitality Advisors, the Advisor, AHT and Braemar, will terminate employment effective March 31, 2026. Effective that date, Justin Coe (current Chief Accounting Officer and principal accounting officer) will serve as AHT’s principal financial officer. The Release and Waiver between Ashford Hospitality Advisors, LLC and Mr. Eubanks is attached as Exhibit 99.1.

Key Details

• Termination Date: March 31, 2026. Justin Coe named principal financial officer effective then; his bio is in AHT’s 2025 definitive proxy (filed April 1, 2025).
• Cash/termination payments and treatment under the Release (paid by Ashford Advisors): $1,796,000 to be paid in 12 substantially equal monthly installments beginning April 2026.
• Deferred awards: $3,316,223 of outstanding deferred cash grants will continue to vest and be paid per original schedules, subject to compliance with the Release; Mr. Eubanks will provide up to 40 hours/month of remote consulting while those grants vest.
• Additional arrangements: Mr. Eubanks remains eligible for a 2025 cash incentive bonus, will receive base salary and benefits through March 31, 2026, and will be paid $200,000 for part-time availability (up to 20 hrs/week) through June 30, 2026. He also agreed to restrictive covenants (confidentiality, non-compete, non-solicit, non-disparagement) and 24-month limits on acquiring equity or engaging in certain transactions; he provided a waiver and release of claims.

Why It Matters

• Executive continuity and financial oversight: the company is replacing its CFO role with an internal accounting officer (Justin Coe) effective March 31, 2026, which is important for continuity in financial reporting and investor relations.
• Cash and related-party obligations: the agreement creates defined cash and vesting obligations (the $1.796M installment arrangement, continued vesting of $3.316M in deferred cash, and a $200K part‑time fee) that are being paid by Ashford Hospitality Advisors (the Advisor subsidiary), which investors should note when assessing related-party arrangements and liquidity at the advisor/affiliate level.
• Restrictions and consulting: Mr. Eubanks will remain subject to post‑employment restrictions and will provide limited consulting services while deferred awards vest, which may limit his immediate competitive activity and help with transition matters.