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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): January 27, 2025

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 appropriate 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 7.01 REGULATION FD DISCLOSURE.
On January 27, 2025, Ashford Hospitality Trust, Inc. (“Ashford Trust” or the “Company”) announced certain tax reporting information related to its 2024 preferred dividends. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this Form 8-K and Exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS.

(d)    Exhibits

Exhibit Number         Description

104    Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)





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: January 27, 2025By:/s/ Deric S. Eubanks
Deric S. Eubanks
Chief Financial Officer





EXHIBIT 99.1

trustdividendimagea28.gif

NEWS RELEASE


Contact:Deric EubanksJoseph Calabrese
Chief Financial OfficerFinancial Relations Board
(972) 490-9600(212) 827-3772


ASHFORD HOSPITALITY TRUST ANNOUNCES TAX REPORTING INFORMATION FOR 2024 PREFERRED SHARE DISTRIBUTIONS


DALLAS, January 27, 2025 -- Ashford Hospitality Trust, Inc. (NYSE: AHT) (“Ashford Trust” or the “Company”) today announced the tax reporting (Federal Form 1099-DIV) information for the 2024 distributions on its Series D, F, G, H, I, J and K preferred shares.
The amounts below represent the income tax treatment applicable to each distribution that is reportable in 2024. The preferred distributions that the Company paid on January 16, 2024 to stockholders of record as of December 29, 2023 are reportable in 2024. The preferred distributions that the Company paid on January 15, 2025 to stockholders of record as of December 31, 2024 will be reportable in 2025.
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series D Cumulative Preferred Stock CUSIP #044103406 traded on the NYSE under ticker symbol “AHTPrD” is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$2.1124000$0.0000000$0.0000000$0.9383323$1.1740677
Percent100%0%0%44.42020%55.57980%





The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series F Cumulative Preferred Stock CUSIP #044103604 traded on the NYSE under ticker symbol “AHTPrF” is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$1.8436000$0.0000000$0.0000000$0.8189308$1.0246692
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series G Cumulative Preferred Stock CUSIP #044103703 traded on the NYSE under ticker symbol “AHTPrG” is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$1.8436000$0.0000000$0.0000000$0.8189308$1.0246692
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series H Cumulative Preferred Stock CUSIP #044103802 traded on the NYSE under ticker symbol “AHTPrH” is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$1.8750000$0.0000000$0.0000000$0.8328787$1.0421213
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series I Cumulative Preferred Stock CUSIP #044103885 traded on the NYSE under ticker symbol “AHTPrI” is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$1.8750000$0.0000000$0.0000000$0.8328787$1.0421213
Percent100%0%0%44.42020%55.57980%
2


The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series J Preferred Stock (CUSIPs #04410A863, 04410A798, 04410A723, 04410A657, 04410A574, 04410A517, 04410A368, and 04410A285) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$2.0000400$0.0000000$0.0000000$0.8884218$1.1116182
Percent100%0%0%44.42020%55.57980%
Distributions Per Share reflects the annual rate per share for distributions reportable in 2024.
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D867) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$2.0792000$0.0000000$0.0000000$0.9235848$1.1556152
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D792) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$2.0729500$0.0000000$0.0000000$0.9208085$1.1521415
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D727) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$2.0666800$0.0000000$0.0000000$0.9180234$1.1486566
Percent100%0%0%44.42020%55.57980%
3


The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D651) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$2.0604100$0.0000000$0.0000000$0.9152382$1.1451718
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D578) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$2.0541400$0.0000000$0.0000000$0.9124528$1.1416872
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D511) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$1.8791300$0.0000000$0.0000000$0.8347133$1.0444167
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D438) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$1.3666400$0.0000000$0.0000000$0.6070642$0.7595758
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D362) is as follows:
4


Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$0.8541500$0.0000000$0.0000000$0.3794151$0.4747349
Percent100%0%0%44.42020%55.57980%
The income tax treatment for the 2024 distributions for Ashford Hospitality Trust, Inc. Series K Preferred Stock (CUSIP #04410D289) is as follows:
Distribution Type
Distributions Per ShareOrdinary Taxable DividendSection 199A DividendCapital Gain DistributionReturn of Capital
Total Cash Per Share$0.3416600$0.0000000$0.0000000$0.1517661$0.1898939
Percent100%0%0%44.42020%55.57980%
Distributions Per Share reflects the annual rate per share for distributions reportable in 2024.
In accordance with IRS Code Section 6045B, the Company will post Form 8937, Report of Organizational Actions Affecting Basis of Securities, which may be found in the Corporate Actions section of the Company's website. This form provides detailed information on the return of capital amount of the preferred share distributions.
The Company encourages stockholders to consult with their own tax advisors with respect to the federal, state and local, and foreign income tax effects of these dividends.
* * * * *
Ashford Hospitality Trust is a real estate investment trust (REIT) focused on investing predominantly in upper upscale, full-service hotels.
Forward-Looking Statements
Certain statements and assumptions in this press release contain or are based upon “forward-looking” information and are being made pursuant to the safe harbor provisions of the federal securities regulations. Forward-looking statements are generally identifiable by use of forward-looking terminology such as “may,” “will,” “should,” “potential,” “intend,” “expect,” “anticipate,” “estimate,” “approximately,” “believe,” “could,” “project,” “predict,” or other similar words or expressions. Additionally, statements regarding the following subjects are forward-looking by their nature: our business and investment strategy; anticipated or expected purchases, sales or dispositions of assets; our projected operating results; completion of any pending transactions; our plan to pay off strategic financing; our ability to restructure existing property-level indebtedness; our ability to secure additional financing to enable us to operate our business; our understanding of our competition; projected capital expenditures; and the impact of technology on our operations and business. Such forward-looking statements are based on our beliefs, assumptions, and expectations of our future performance taking into account all information currently known to us. These beliefs, assumptions, and expectations can change as a result of many potential events or factors, not all of which are known to us. If a change occurs, our business, financial condition, liquidity, results of operations, plans, and other objectives may vary materially from those expressed in our forward-looking statements. You should carefully consider this risk when you
5


make an investment decision concerning our securities. These and other risk factors are more fully discussed in the Company's filings with the SEC.
The forward-looking statements included in this press release are only made as of the date of this press release. Investors should not place undue reliance on these forward-looking statements. We will not publicly update or revise any forward-looking statements, whether as a result of new information, future events or circumstances, changes in expectations or otherwise except to the extent required by law.
6
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Document and Entity Information
Jan. 27, 2025
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Jan. 27, 2025
Entity Registrant Name ASHFORD HOSPITALITY TRUST, INC.
Entity Central Index Key 0001232582
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Entity Incorporation, State or Country Code MD
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Entity Tax Identification Number 86-1062192
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Entity Address, City or Town Dallas
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Entity Address, Postal Zip Code 75254
City Area Code 972
Local Phone Number 490-9600
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Trading Symbol AHT
Security Exchange Name NYSE
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Entity Information [Line Items]  
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Trading Symbol AHT-PD
Security Exchange Name NYSE
Preferred Stock, Series F  
Entity Information [Line Items]  
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Security Exchange Name NYSE
Preferred Stock, Series G  
Entity Information [Line Items]  
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Preferred Stock, Series H  
Entity Information [Line Items]  
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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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