Form 4 for BHR Braemar Hotels & Resorts Inc.

Accepted 2025-06-17 00:00:00 ET · period of report 2025-06-13 · accession 0001104659-25-060391 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
D	2025-06-17	2025-06-13	BHR	Evans Mary Candace	Dir	A - Grant	$0.00	+32.2K	36.1K	+832%	$0
D	2025-06-17	2025-06-13	BHR	Evans Mary Candace	Dir	D - Sale to Iss	$0.00	-32.2K	44.3K	-42%	$0

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock	2025-06-13	A	A	32,224	$0.00	36,099	D	—	—
2	Derivative	LTIP Units	2025-06-13	D	D	32,224	$0.00	44,342	D	$0.00 · — to —	32,224 Common Stock	(F2) Fully vested special long-term incentive partnership units ("LTIP Units") in Braemar Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"). Vested LTIP Units, upon achieving parity with the Common Limited Partnership Units of the Subsidiary ("Common Partnership Units"), are convertible into Common Partnership Units at the option of the Reporting Person. Common Partnership Units are redeemable for cash or, at the option of the Issuer, convertible into shares of the Issuer's common stock on a 1-for-1 basis. (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. (F3) The LTIP Units have no expiration date.