Form 4: Braemar Hotels & Resorts CFO Deric S. Eubanks Reports Changes in Beneficial Ownership

Deric S. Eubanks, CFO and Treasurer of Braemar Hotels & Resorts Inc., reports changes in beneficial ownership of company stock and derivative securities.

Summary

• Deric S. Eubanks, CFO and Treasurer of Braemar Hotels & Resorts Inc., filed a Form 4 detailing changes in his beneficial ownership of the company's securities.
• The report includes transactions related to Common Stock, Performance LTIP Units (2022), and Performance Stock Units (2023).
• On February 26, 2025, Eubanks forfeited 26,250 Performance LTIP Units due to unmet performance criteria.
• Also on February 26, 2025, 175,680 Performance LTIP Units were converted into Common Partnership Units.
• Eubanks acquired 25,517 Common Partnership Units through dividend equivalent rights.
• Eubanks directly owns 289,999 shares of Common Stock and indirectly owns 533 shares through his spouse's IRA.
• He also holds Performance Stock Units representing the right to receive up to 88,747 shares of common stock upon achieving certain performance-based vesting criteria.
• The actual number of shares issued upon vesting of Performance Stock Units can range from 0% to 200% of the target number, based on the company's relative and total stockholder returns.
• Vested LTIP Units are convertible into Common Units, which are redeemable for cash or, at the Issuer's option, convertible into shares of the Issuer's common stock on a 1-for-1 basis.

Sentiment

Score: 5

Explanation: This is a standard SEC filing related to changes in beneficial ownership, with no particularly positive or negative implications. The forfeiture of LTIP units is a slightly negative event, but overall the filing is neutral.

Negatives

• 26,250 Performance LTIP Units were forfeited due to certain performance criteria of the 2022 Performance Stock Unit award not being met.

Future Outlook

The number of shares ultimately issued for Performance Stock Units and LTIP Units depends on the achievement of specific performance criteria related to relative and total stockholder returns.

Industry Context

This filing is a routine disclosure related to executive compensation and equity ownership, common in the hospitality and real estate industries.

Comparison to Industry Standards

• Executive compensation packages including performance-based equity awards are common across the hospitality industry.
• Companies like Host Hotels & Resorts and Park Hotels & Resorts also utilize LTIP units and performance stock units as part of their executive compensation plans.
• The vesting criteria based on relative and total stockholder returns are standard metrics used to align executive incentives with shareholder value.

Stakeholder Impact

• The forfeiture of LTIP units may have a minor negative impact on employee morale.
• The changes in beneficial ownership have a limited direct impact on shareholders.

Key Dates