AHTHIGH SIGNALFINANCIAL10-K

Ashford Hospitality Trust's operating income declined substantially year-over-year while stockholders' equity deepened further into negative territory and cash reserves fell meaningfully, painting a materially deteriorating financial picture.

The sharp decline in operating income — falling from $259.2M to $116.4M — represents a more than halving of operating profitability, which meets the High signal threshold and raises serious questions about the sustainability of the company's cost structure and revenue generation across its hotel portfolio. Compounding this, stockholders' equity worsened from -$419.2M to -$626.4M and cash dropped 41.4% from $112.9M to $66.1M, leaving the balance sheet in an increasingly precarious position with limited liquidity cushion. The combination of a shrinking asset base (total assets down 10.4% to $2.8B), persistent negative operating cash flow, and rising preferred dividends paid ($20.4M to $24.0M) suggests the company may face growing pressure to manage obligations while its financial flexibility continues to erode.

Comparing 2026-03-23 vs 2025-03-21View on EDGAR →
FINANCIAL ANALYSIS

Operating income declined substantially year-over-year — from $259.2M to $116.4M — while total assets contracted 10.4% to $2.8B, reflecting both portfolio dispositions (the filing notes a reduction from 68 to 67 consolidated operating hotels) and weaker underlying performance. Cash and equivalents fell 41.4% to $66.1M, though operating cash flow improved modestly from -$23.6M to -$15.7M, offering a marginal but insufficient positive signal. Overall, the financial picture signals a company under meaningful stress: deeply negative and worsening equity, declining liquidity, and reduced operating profitability that collectively warrant close investor scrutiny.

FINANCIAL STATEMENT CHANGES
Operating Income
P&L
-55.1%
$259.2M→$116.4M

Operating income deteriorated sharply — investigate whether driven by one-time charges or structural cost issues.

Stockholders Equity
Balance Sheet
-49.4%
-$419.2M→-$626.4M

Equity declined sharply — large losses, buybacks, or write-downs reducing book value significantly.

Cash & Equivalents
Balance Sheet
-41.4%
$112.9M→$66.1M

Cash declined 41.4% — significant cash burn or deployment; verify adequacy of remaining liquidity runway.

Operating Cash Flow
Cash Flow
+33.6%
-$23.6M→-$15.7M

Operating cash flow surged 33.6% — exceptional cash generation, highest quality earnings signal.

Dividends Paid
Cash Flow
+17.6%
$20.4M→$24.0M

Dividend payments increased 17.6% — management confidence in sustained cash generation.

Total Assets
Balance Sheet
-10.4%
$3.2B→$2.8B

Total assets contracted 10.4% — asset sales, write-downs, or balance sheet optimization underway.

Share Buybacks
Cash Flow
-10.2%
$49K→$44K

Buyback activity reduced 10.2% — capital being redeployed elsewhere or cash conservation underway.

LANGUAGE CHANGES
NEW — 2026-03-23
PRIOR — 2025-03-21
ADDED
As of March 18, 2026, the registrant had 6,476,491 shares of common stock issued and outstanding.
Form 10-K Summary 152 SIGNATURES This Annual Report is filed by Ashford Hospitality Trust, Inc., a Maryland corporation ( the Company ).
federal income tax purposes; changes in our dividend policy; our preferred stock purchase rights could hinder the market for our common stock; and future sales and issuances of our common stock or other securities which might result in dilution and could cause the price of our common stock to decline or cause our common stock to be delisted from the NYSE.
national average, and in all methods including direct real estate, equity and debt.
As of December 31, 2025, we held interests in the following assets: 67 consolidated operating hotel properties, which represent 16,445 total rooms; one consolidated operating hotel property, which represents 188 total rooms through a 29.3%-owned investment in a consolidated entity; and an investment in an entity that owns the Meritage Resort and Spa and the Grand Reserve at the Meritage (the Meritage Investment ) in Napa, California, with a carrying value of approximately $7.3 million.
As of December 31, 2025, our 68 operating hotel properties were leased by our wholly-owned or majority-owned subsidiaries, which are treated as taxable REIT subsidiaries for U.S.
Bennett acquired the right to direct votes, effective March 25, 2025, and as of December 31, 2025, those rights represented approximately 551,000 common shares.
Liquidity As of December 31, 2025, the Company held cash and cash equivalents of $66.8 million and restricted cash of $149.6 million (including amounts held for sale).
On December 15, 2025, our board of directors reviewed and approved our 2026 dividend policy.
Further, to preserve the Company s liquidity position as it evaluates strategic alternatives, preferred dividends have been suspended, including dividends previously declared for recordholders of the Company s Series D, F, G, H, I, J, K, L and M preferred stock as of December 31, 2025, and payable on January 15, 2026.
REMOVED
As of March 19, 2025, the registrant had 5,775,167 shares of common stock issued and outstanding.
Form 10-K Summary 142 SIGNATURES This Annual Report is filed by Ashford Hospitality Trust, Inc., a Maryland corporation (the Company ).
), our executive officers and our non-independent directors; changes in personnel of Ashford LLC or the lack of availability of qualified personnel; changes in governmental regulations, accounting rules, tax rates and similar matters; legislative and regulatory changes, including changes to the Internal Revenue Code of 1986, as amended (the Code ), and related rules, regulations and interpretations governing the taxation of real estate investment trusts ( REITs ); limitations imposed on our business and our ability to satisfy complex rules in order for us to qualify as a REIT for U.S.
federal income tax purposes; and future sales and issuances of our common stock or other securities which might result in dilution and could cause the price of our common stock to decline.
national average, and in all methods including direct real estate, equity, and debt.
As of December 31, 2024, we held interests in the following assets: 68 consolidated operating hotel properties, which represent 17,051 total rooms; one consolidated operating hotel property, which represents 188 total rooms through a 29.3% owned investment in a consolidated entity; Four consolidated operating hotel properties, which represent 405 total rooms owned through a 98.8% ownership interest in Stirling REIT OP, LP ( Stirling OP ), which was formed by Stirling Inc.
to acquire and own a diverse portfolio of stabilized income-producing hotels and resorts; and an investment in an entity that owns the Meritage Resort and Spa and the Grand Reserve at the Meritage (the Meritage Investment ) in Napa, CA, with a carrying value of approximately $7.6 million.
As of December 31, 2024, our 69 hotel properties and four Stirling OP hotel properties were leased or owned by our wholly owned or majority owned subsidiaries that are treated as taxable REIT subsidiaries for U.S.
Remington Hospitality, a subsidiary of Ashford Inc., manages 50 of our 69 3 hotel properties and three of the four Stirling OP hotel properties.
has filed a Rule 13e-3 Transaction Statement on Schedule 13E-3 and, on July 29, 2024, effected a reverse and forward stock split as part of a plan to deregister Ashford Inc.
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