ASHFORD HOSPITALITY TRUST INC 8-K

What Happened

• On March 13, 2026, Ashford Hospitality Trust, Inc. (AHT) filed an 8-K announcing a Limited Waiver under its Third Amended and Restated Advisory Agreement and the adoption of a Form of 2026 Deferred Cash Award. The Limited Waiver was agreed with Ashford Hospitality Limited Partnership (the Operating Partnership), Ashford TRS Corporation, Ashford Inc. and Ashford Hospitality Advisors LLC (the Advisor).
• The waiver allows the Company, at its discretion and expense, to award cash incentive compensation to employees and other representatives of the Advisor during the first and second fiscal quarters of calendar year 2026. The Limited Waiver is attached as Exhibit 10.2; the deferred cash award form is attached as Exhibit 10.3.

Key Details

• Date filed: March 13, 2026 (Waiver effective for Q1 and Q2 2026).
• Parties: Ashford Hospitality Trust, the Operating Partnership, Ashford TRS Corporation, Ashford Inc., and Ashford Hospitality Advisors LLC.
• Scope: Waives any Advisory Agreement provision that would limit the Company’s ability to grant cash incentive awards to Advisor personnel during the Waiver Period, with the Company bearing the cost.
• Document references: Limited Waiver (Exhibit 10.2) and Form of 2026 Deferred Cash Award Agreement (Exhibit 10.3).

Why It Matters

• This gives Ashford Trust flexibility to pay cash incentives to Advisor employees in early 2026 instead of (or in addition to) equity awards, which could affect near-term cash outflows and how employee performance is rewarded.
• For investors, the filing signals a change in compensation mechanics with no dollar amounts disclosed; monitor future filings or proxy materials for details on amounts, recipients, or broader compensation strategy.