AI智能总结
For the transition period from ________________ to ________________ Commission file number:001-35972 BRAEMAR HOTELS & RESORTS INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization)(IRS employer identification number)14185 Dallas ParkwaySuite 1200 DallasTexas75254(Address of principal executive offices)(Zip code)(972)490-9600(Registrant’s telephone number, including area code)Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90days.☑Yes☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging Large accelerated filer☐Accelerated filerNon-accelerated filer☐Smaller reporting company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).☐Yes☑Securities registered pursuant to Section12(b) of the Act:Title of each class Preferred Stock, Series DBHR-PDNew York Stock ExchangeIndicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. Common Stock, $0.01 par value per share67,046,523 SUPPLEMENTAL CASH FLOW INFORMATION$21,960$Income taxes paid (refunded)(120)SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES Dividends and distributions declared but not paid$8,692$Common stock purchases accrued but not paid51Capital expenditures accrued but not paid8,825Non-cash preferred stock dividends837 Non-cash redemption of common units2,251SUPPLEMENTAL DISCLOSURE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH Cash, cash equivalents and restricted cash at beginning of period$185,057$Cash and cash equivalents at end of period$81,689$Restricted cash at end of period54,546Cash, cash equivalents and restricted cash at end of period$136,235$ 8 1.Organization and Description of BusinessBraemar Hotels & Resorts Inc., together with its subsidiaries (“Braemar”), is a Maryland corporation that invests primarily in high RevPAR of at least twice the then-current U.S. national average RevPAR for all hotels as determined by STR, LLC. Braemar haselected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended (the “Code”).Braemar conducts its business and owns substantially all of its assets through its operating partnership, Braemar Hospitality LimitedPartnership (“Braemar OP”). Terms such as the “Company,” “we,” “us” or “our” refer to Braemar Hotels & Resorts Inc. and, as the have any employees. All of the services that might be provided by employees are provided to us by Ashford LLC.We do not operate any of our hotel properties directly; instead, we contractually engage hotel management companies to operatethem for us under management contracts. Remington Lodging & Hospitality, LLC (“Remington Hospitality”), a subsidiary of AshfordInc., managesfourof our15hotel properties as of March 31, 2025. Third-party management companies manage the remaining hotel insurance policies covering general liability, workers compensation and business automobile claims, insurance claims services,hypoallergenic premium rooms, watersport activities, travel/transportation services and cash management services. The accompanying condensed consolidated financial statements include the accounts of wholly-owned and majority-ownedsubsidiaries of Braemar OP that as of March 31, 2025, own15hotel properties insevenstates, the District of Columbia, Puerto Ricoand the U.S. Virgin Islands (“USVI”). The portfolio includes14wholly-owned hotel properties andonehotel property that is owned rooms, excluding those attributable to our partner. As a REIT, Braemar is required to comply with limitations imposed by the Coderelated to operating hotels. As of March 31, 2025,14of our15hotel properties were leased by wholly-owned or majority-ownedsubsidiaries that are treated as taxable REIT subsidiaries (“TRS”) for federal income tax purposes (collectively, the TRS entities are referred to as “Braemar TRS”).Onehotel property, located in the USVI, is owned by our USVI TRS. Braemar TRS then engagesthird-party or affiliated hotel management companies to operate the hotel properties under management contracts. Hotel operatingresults related to the hotel properties are included in the condensed consolidated statements of operations. hotel is leased under a percentage lease that provides for each lessee to pay in each calendar month the base rent plus, in each calendarquarte