Justin Coe - Jun 13, 2025 Form 4 Insider Report for Braemar Hotels & Resorts Inc. (BHR)

Role
Chief Accounting Officer
Signature
/s/ Justin Coe
Stock symbol
BHR
Transactions as of
Jun 13, 2025
Transactions value $
-$6,780
Form type
4
Date filed
6/17/2025, 09:43 PM
Previous filing
Jan 3, 2025
Next filing
Sep 3, 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Coe Justin Chief Accounting Officer 14185 DALLAS PARKWAY, SUITE 1200, DALLAS /s/ Justin Coe 2025-06-17 0002004625

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BHR Common Stock Award $0 +11.2K +1842.17% $0.00 11.8K Jun 13, 2025 Direct F1
transaction BHR Common Stock Tax liability -$6.78K -2.72K -23.1% $2.49 9.07K Jun 13, 2025 Direct F4, F5
holding BHR Series E Redeemable Preferred Stock 1.11K Jun 13, 2025 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BHR LTIP Units Disposed to Issuer $0 -11.2K -100% $0.00 0 Jun 13, 2025 Common Stock 11.2K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On June 13, 2025, the Reporting Person entered into an Exchange Agreement (the "Exchange Agreement") with the Issuer pursuant to which the Reporting Person exchanged a number of vested LTIP Units (as defined below) for an equal number of shares of common stock in a Rule 16b-3 exempt transaction. No other consideration was involved in connection with the Exchange Agreement.
F2 Represented special long-term incentive partnership units (the "LTIP Units") in Braemar Hospitality Limited Partnership, the Issuer's operating subsidiary (the "Subsidiary"). Such LTIP Units have been combined herein solely for reporting purposes. Vested LTIP Units, upon achieving parity with the Common Limited Partnership Units ("Common Partnership Units") of the Subsidiary, were convertible into Common Partnership Units at the option of the Reporting Person.
F3 Neither the Common Partnership Units nor vested LTIP Units had an expiration date.
F4 Represents shares of common stock forfeited to the Issuer to satisfy certain tax-withholding obligations of the Reporting Person arising as a result of the vesting of restricted stock held by the Reporting Person.
F5 Represents the closing price of the common stock on June 12, 2025, the last trading day before the date of forfeiture.