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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): December 26, 2024

ASHFORD HOSPITALITY TRUST, INC.
(Exact name of registrant as specified in its charter)

Maryland001-3177586-1062192
(State or other jurisdiction of incorporation or organization)(Commission File Number)(IRS employer identification number)
14185 Dallas Parkway, Suite 1200
Dallas
Texas75254
(Address of principal executive offices)(Zip code)

Registrant’s telephone number, including area code: (972) 490-9600

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriated box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth 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 revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockAHTNew York Stock Exchange
Preferred Stock, Series DAHT-PDNew York Stock Exchange
Preferred Stock, Series FAHT-PFNew York Stock Exchange
Preferred Stock, Series GAHT-PGNew York Stock Exchange
Preferred Stock, Series HAHT-PHNew York Stock Exchange
Preferred Stock, Series IAHT-PINew York Stock Exchange


ITEM 5.02    DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On December 26, 2024, Mr. Alan Tallis tendered his resignation from the Board of Directors (the “Board”) of Ashford Hospitality Trust, Inc. (the “Company”) to be effective December 31, 2024. The resignation was not the result of a disagreement with the Company on any matter related to the Company’s operations, policies or practices. Mr. Tallis was elected to the Board at the Company’s 2024 Annual Meeting of Stockholders but tendered his resignation from the Board to reduce the number of directors as part of the Company’s commitment to reduce overhead and improve financial performance.

Pursuant to the Company’s director retirement program, Mr. Tallis is entitled to a $110,000 payout ($10,000 for each full year of service on the Board), which the Company will pay in cash. Additionally, Mr. Tallis will enter into a consulting agreement with the Company to be available to the Chairman and Lead Director of the Board for a period of two years, pursuant to which he will be paid a $40,000 retainer.



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



ASHFORD HOSPITALITY TRUST, INC.
Dated: December 27, 2024By:/s/ Alex Rose
Alex Rose
Executive Vice President, General Counsel & Secretary


v3.24.4
Document and Entity Information
Dec. 26, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Dec. 26, 2024
Entity Registrant Name ASHFORD HOSPITALITY TRUST, INC.
Entity Central Index Key 0001232582
Amendment Flag false
Entity Incorporation, State or Country Code MD
Entity File Number 001-31775
Entity Tax Identification Number 86-1062192
Entity Address, Address Line One 14185 Dallas Parkway, Suite 1200
Entity Address, City or Town Dallas
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75254
City Area Code 972
Local Phone Number 490-9600
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Common Stock  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock
Trading Symbol AHT
Security Exchange Name NYSE
Preferred Stock, Series D  
Entity Information [Line Items]  
Title of 12(b) Security Preferred Stock, Series D
Trading Symbol AHT-PD
Security Exchange Name NYSE
Preferred Stock, Series F  
Entity Information [Line Items]  
Title of 12(b) Security Preferred Stock, Series F
Trading Symbol AHT-PF
Security Exchange Name NYSE
Preferred Stock, Series G  
Entity Information [Line Items]  
Title of 12(b) Security Preferred Stock, Series G
Trading Symbol AHT-PG
Security Exchange Name NYSE
Preferred Stock, Series H  
Entity Information [Line Items]  
Title of 12(b) Security Preferred Stock, Series H
Trading Symbol AHT-PH
Security Exchange Name NYSE
Preferred Stock, Series I  
Entity Information [Line Items]  
Title of 12(b) Security Preferred Stock, Series I
Trading Symbol AHT-PI
Security Exchange Name NYSE
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