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Ashford Hospitality Trust gets $17 million advisory fee waiver and quarterly share purchase commitment

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Key takeaways

  • Ashford Inc. irrevocably waived approximately $17 million in advisory fees for the six months from November 2026 through April 2027, a saving of about $2.60 per common share.
  • Ashford Inc. committed to buy 2.5% of Ashford Hospitality Trust's outstanding common stock each quarter, about 162,000 shares based on roughly 6.47 million shares outstanding.
  • Ashford Hospitality Trust terminated its at-the-market equity program with Virtu Americas LLC, ending its ability to issue additional common stock that way.

Ashford Hospitality Trust said its advisor, Ashford Inc., waived approximately $17 million in advisory fees over six months and committed to buying 2.5% of its common stock each quarter, while the company terminated its at-the-market equity offering program. Stock Titan reported the announcement on October 20, 2026.

Ashford Inc.'s Fee Waiver and Share Commitment

Ashford Inc. irrevocably waived the base and incentive advisory fees that would otherwise accrue for services during the six-month period from November 2026 through April 2027, and the waived fees will not become payable at any time. The company expects the waiver to save approximately $17 million, or approximately $2.60 per common share. The fee waiver and the share purchase agreement were approved by the independent members of the board of directors.

Under the share purchase agreement, Ashford Inc. committed to buy in the open market a number of shares equal to 2.5% of Ashford Hospitality Trust's outstanding common stock each calendar quarter, beginning with the quarter ended September 30, 2026. Based on the approximately 6.47 million shares currently outstanding, the initial quarterly commitment equals approximately 162,000 shares. Ashford Inc. has six months after each quarter ends to complete that quarter's purchases, so purchases for the quarter ended September 30, 2026 must be completed by March 31, 2027. If it does not buy the full amount, Ashford Inc. must provide a credit against future advisory fees equal to 150% of the volume-weighted average price of the common stock over that six-month period for each share not purchased. The company will not issue or sell any shares directly to Ashford Inc. under the agreement, which has a term of up to three years.

"The fee waiver keeps approximately $17 million in the Company over the next six months," said Amish Gupta, Vice Chairman and Lead Independent Director. Hector Sanchez, President of Ashford Inc., said the advisor has advised Ashford Trust since 2014 and is forgoing six months of fees while investing its own capital in the common stock every quarter.

Ashford Hospitality Trust is a real estate investment trust focused on investing predominantly in upper upscale, full-service hotels. TradingView reported that the termination of the ATM equity program removes near-term issuance overhang.

Ashford Hospitality Trust's Asset Sales

According to akta.pro company records, Ashford Hospitality Trust completed approximately $69.5 million in asset sales in February 2026, including the Embassy Suites Austin for $13.5 million and Le Pavillon in New Orleans for $42.5 million, as part of a broader deleveraging strategy that shrinks the asset base from which Ashford Inc. earns fees. The same records show Ashford Inc. serves as advisor to Ashford Hospitality Trust, and that combined they own interests in hotels with approximately $6.1 billion in gross assets.

Braemar's Advisory Agreement Termination

In June 2026, Braemar Hotels & Resorts announced it will terminate its advisory agreement with Ashford Inc., according to akta.pro company records. In August 2026, AInvest reported that Braemar is terminating the advisory agreement to become a self-managed REIT, which would reduce annual G&A costs by over $25 million and add five independent directors. In May 2026, American City Business Journals reported that Ashford Dallas LP, a subsidiary of Ashford Hospitality Trust, sold the Embassy Suites by Hilton Dallas near the Galleria to Irving-based DG Lodging LLC for $17 million.

What Comes Next for Ashford

Ashford Inc.'s purchases for the quarter ended September 30, 2026 must be completed by March 31, 2027. Additional information regarding the fee waiver and the share purchase agreement will be included in a Current Report on Form 8-K to be filed with the Securities and Exchange Commission.

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