Summit Hotel Properties, Inc.

Previous wording

•changes in federal or state regulations or policies, such as the effect of significantly increased tariffs or retaliatory responses to increased tariffs, that could affect our business;

Current wording

•changes in federal or state regulations or policies, such as the effect of significantly increased tariffs or retaliatory responses to increased tariffs, that could affect the labor market or our business;

Previous wording

•significant increases in insurance costs or availability;

Current wording

•significant increases in insurance costs or availability, including losses in excess of estimates for self-insured risks;

Previous wording

•environmental uncertainties and risks related to natural disasters;

Current wording

•environmental uncertainties and risks, including related to natural disasters;

Previous wording

•the effect of a data breach or significant disruption of property operator information technology networks, including as a result of cyber-attacks that are greater than insurance coverages or indemnities from service providers;

Current wording

•a data breach or significant disruption of our information technology systems and networks, or those of our brand or third-party property manager partners, due to cybersecurity incidents may result in losses that are greater than insurance coverages or indemnities from service providers. Cybersecurity incidents could also result in, among other things, a loss of business due to a decline in consumer confidence;

Previous wording

•our ability to successfully execute our share repurchase program or implement future share repurchase programs;

Current wording

•our ability to successfully implement our share repurchase program or implement future share repurchase programs;

Previous wording

At September 30, 2025, our portfolio consisted of 97 lodging properties with a total of 14,577 guestrooms located in 25 states of the United States of America. We own our lodging properties in fee simple, except for seven lodging properties which are subject to ground leases or subleases. As of September 30, 2025, we own 100% of the outstanding equity interests in 53 of the 97 lodging properties. We own a 51% controlling interest in 41 lodging properties through a joint venture that was formed in July 2019 with USFI G-Peak, Ltd. (“GIC”), a private limited company incorporated in the Republic of Singapore (the “GIC Joint Venture”). We also own 90% equity interests in two separate joint ventures (the “Brickell Joint Venture” and the “Onera Joint Venture”). The Brickell Joint Venture owns two lodging properties, and the Onera Joint Venture owns one lodging property.

Current wording

At March 31, 2026, our portfolio consisted of 94 lodging properties with a total of 14,226 guestrooms located in 24 states of the United States of America. We own our lodging properties in fee simple, except for six lodging properties which are subject to ground leases or subleases. As of March 31, 2026, we own 100% of the outstanding equity interests in 52 of the 94 lodging properties. We own a 51% controlling interest in 39 lodging properties through a joint venture that was formed in July 2019 with USFI G-Peak, Ltd. (“GIC”), a private limited company incorporated in the Republic of Singapore (the “GIC Joint Venture”). We also own 90% equity interests in two separate joint ventures (the “Brickell Joint Venture” and the “Onera Joint Venture”). The Brickell Joint Venture owns two lodging properties, and the Onera Joint Venture owns one lodging property.

Previous wording

Our typical lodging property management agreement requires us to pay a base fee to our lodging property manager calculated as a percentage of lodging property revenues. In addition, our typical lodging property management agreements generally provide that the lodging property manager can earn an incentive fee for hotel-level Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) over certain thresholds of a required investment return to us. Our TRS Lessees may employ other lodging property managers in the future. We currently do not have any ownership or economic interest in any of the lodging property management companies engaged by our TRS Lessees. However, we have a purchase option to acquire a 10% to 15% equity interest in the entity that owns the Onera brand, which is an affiliate of Blink Data Services, LLC, if we reach certain investment thresholds in Onera-branded properties.

Current wording

Our typical lodging property management agreement requires us to pay a base fee to our lodging property manager calculated as a percentage of lodging property revenues. In addition, our property management agreements generally provide that the lodging property manager can earn an incentive fee for hotel-level Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) over certain thresholds of a required investment return to us. Our TRS Lessees may employ other lodging property managers in the future. We currently do not have any ownership or economic interest in any of the lodging property management companies engaged by our TRS Lessees. However, we have a purchase option to acquire a minority equity interest in the entity that owns the Onera brand, which is an affiliate of Blink Data Services, LLC, if we reach certain investment thresholds in Onera-branded properties.

Previous wording

Room-night demand in the U.S. lodging industry is generally correlated to certain macroeconomic trends. Key drivers of demand, and therefore lodging revenues, include changes in gross domestic product, corporate profits, capital investments, employment, government policy, inbound international travel, and consumer and corporate sentiment. From a cost perspective, elevated inflation increased the cost of salaries, wages, supplies, material, freight, insurance, and energy in recent years. A portion of these costs were partially offset by increases in average guestroom rates for lodging properties. Expense growth has moderated to a pace consistent with historical long-term inflation rates; however, certain costs remain above historical levels and could be further affected by changes in tariff policies and agreements.

Current wording

Room-night demand in the U.S. lodging industry is generally correlated to certain macroeconomic trends. Key drivers of demand, and therefore lodging revenues, include changes in gross domestic product, corporate profits, capital investments, employment, government policy, inbound international travel, and consumer and corporate sentiment. From a cost perspective, elevated inflation increased the cost of salaries, wages, supplies, material, freight, insurance, and energy in recent years. A portion of these costs were partially offset by increases in average guestroom rates for lodging properties. Expense growth has moderated to a pace consistent with historical long-term inflation rates; however, certain costs remain above historical levels and could be further affected by changes in tariff policies and trade agreements.

Previous wording

Recently, we have experienced a modest same-store revenue decline resulting primarily from a reduction in government-related and inbound international travel. Ongoing macroeconomic uncertainty has had a negative effect on consumer and corporate sentiment and spending, and resulted in modest near-term pricing pressure in certain lodging demand segments. This uncertainty has been driven by recent policy changes, including tariff policies, ongoing concerns related to inflationary pressures and the recent government shutdown. The medium- and long-term outlook for the industry remains favorable as forecasted room night demand growth and increases in average daily rate, coupled with minimal supply growth, are expected to drive industry RevPAR growth over the next several years.

Current wording

During the first quarter of 2026, we experienced modest same-store RevPAR growth driven by improved demand that facilitated higher average daily rates as room night mix shifted favorably toward higher rated demand segments. While these positive trends are generally expected to continue, ongoing macroeconomic uncertainty driven by the current political environment, geopolitical conflict, recent policy changes, and ongoing concerns related to inflationary pressures continues to affect consumer and corporate sentiment and spending. The medium- and long-term outlook for the industry remain favorable as forecasted room night demand growth and increases in average daily rate, coupled with minimal supply growth, are expected to drive industry RevPAR growth over the next several years.

Previous wording

According to current chain scales as defined by STR Global (“STR”), as of September 30, 2025, six of our lodging properties with a total of 953 guestrooms are categorized as Upper-upscale hotels, 74 of our lodging properties with a total of 11,296 guestrooms are categorized as Upscale hotels and 15 of our lodging properties with a total of 2,248 guestrooms are categorized as Upper-midscale hotels. We have two independent lodging properties that are not categorized by STR. Lodging property information at September 30, 2025 is as follows:

Current wording

According to current chain scales as defined by STR Global (“STR”), as of March 31, 2026, six of our lodging properties with a total of 954 guestrooms are categorized as Upper-upscale hotels, 71 of our lodging properties with a total of 10,944 guestrooms are categorized as Upscale hotels and 15 of our lodging properties with a total of 2,248 guestrooms are categorized as Upper-midscale hotels. We have two independent lodging properties that are not categorized by STR. Lodging property information at March 31, 2026 is as follows:

Previous wording

(1) Same-store information includes operating results for 95 hotels owned by the Company as of January 1, 2024, and at all times during the three months ended September 30, 2025, and 2024.

Current wording

(2) Same-store information includes operating results for 94 hotels owned by the Company as of January 1, 2025, and at all times during the three months ended March 31, 2026, and 2025.

Previous wording

The portfolio information above for the three months ended September 30, 2025 and 2024 reflects operating results for various portions of each period for certain lodging properties as a result of the acquisition and sales of lodging properties. The following table details how the acquisition and disposition transactions affect each reporting period:

Current wording

The portfolio information above for the three months ended March 31, 2026 and 2025 reflects operating results for various portions of each period for certain lodging properties as a result of sales of lodging properties. The following table details how the disposition transactions affect each reporting period:

Previous wording

Occupancy remained constant at 73.7% and ADR decreased by 2.9% for the total portfolio during the third quarter of 2025, which resulted in a 2.9% decrease in RevPAR. On a same-store basis, we experienced a decrease of 0.3% in occupancy and a 3.4% decrease in ADR during the third quarter of 2025. This resulted in a decrease in same-store RevPAR of 3.7%. The declines in ADR were driven by a modest shift in mix towards lower rated demand segments.

Current wording

Occupancy decreased 0.9% and ADR increased by 2.0% for the total portfolio during the first quarter of 2026, which resulted in a 1.1% increase in RevPAR. On a same-store basis, we experienced a decrease of 1.3% in occupancy and a 1.5% increase in ADR during the first quarter of 2026. This resulted in an increase in same-store RevPAR of 0.2%. The increase in ADR was driven by improved performance in higher rated demand segments.

Previous wording

•Room Expenses. Room expenses for our total portfolio for the third quarter of 2025 compared with the third quarter of 2024 increased $1.7 million as a result of an $0.8 million increase in same-store room expenses primarily driven by an increase in labor and benefits expenses, and a $0.9 million increase in room expenses due to the net effect of the acquisition of the 2024 Acquired Properties and the sale of the Fourth Quarter 2024 Sold Property.

Current wording

•Room Expenses. Room expenses for our total portfolio for the first quarter of 2026 compared with the first quarter of 2025 increased $0.2 million as a result of a $0.7 million increase in same-store room expenses primarily related to increases in labor and benefits costs offset by a $0.5 million decrease due to the sale of the Sold Properties.

Previous wording

•Food and Beverage Revenues and Expenses. Total portfolio food and beverage revenues increased $0.7 million for the third quarter of 2025 compared with the third quarter of 2024 primarily due to a $0.5 million increase in same-store food and beverage revenues driven by the modification of certain breakfast programs and an increase in banquet and catering revenue due to the completion of renovations at various properties. In addition, food and beverage revenues increased $0.2 million due to the net effect of the acquisition of the 2024 Acquired Properties and the sale of the Fourth Quarter 2024 Sold Property. Total portfolio food and beverage expenses increased by $0.9 million as a result of a $0.8 million increase in same-store food and beverage expenses primarily to support the increase in food and beverage revenues.

Current wording

•Food and Beverage Revenues and Expenses. Total portfolio food and beverage revenues increased $0.5 million for the first quarter of 2026 primarily due to a $0.6 million increase in same-store food and beverage revenues driven by the completion of the renovation of the Courtyard Oceanside Fort Lauderdale Beach and other food and beverage initiatives, offset by a $0.1 million decrease due to the sale of the Sold Properties. Total portfolio food and beverage expenses increased by $0.5 million as a result of a $0.7 million increase in same-store food and beverage expenses primarily to support the increase in food and beverage revenues, partially offset by a $0.2 million decrease due to the sale of the Sold Properties.

Previous wording

•Other Lodging Property Operating Revenues and Expenses. Other lodging property operating revenues for our total portfolio during the third quarter of 2025 compared with the third quarter of 2024 increased $0.7 million primarily due to an increase in same-store resort and parking fees.

Current wording

•Other Lodging Property Operating Revenues and Expenses. Other lodging property operating revenues for our total portfolio during the first quarter of 2026 compared with the first quarter of 2025 increased $1.3 million primarily due to increases in same-store resort and parking fees.

Previous wording

The $2.2 million increase in other lodging property operating expenses for the total portfolio for the three months ended September 30, 2025 in comparison with the three months ended September 30, 2024 was attributable to a $0.7 million increase in same-store other lodging property operating expenses combined with a $1.5 million increase due to the net effect of the acquisition of the 2024 Acquired Properties and the sale of the Fourth Quarter 2024 Sold Property. The same-store increase was driven by increased labor costs, property operation and maintenance costs, and utilities.

Current wording

The $1.7 million increase in other lodging property operating expenses for the total portfolio for the three months ended March 31, 2026 in comparison with the three months ended March 31, 2025 was attributable to a $2.6 million increase in same-store other lodging property operating expenses offset by a $0.9 million decrease due to the sale of the Sold Properties. The same-store increase was driven by increased royalties and franchise fees, property operation and maintenance costs, utilities, and labor expenses.

Previous wording

•Property Taxes, Insurance and Other. Property taxes, insurance and other increased $0.9 million during the three months ended September 30, 2025 as a result of a $0.6 million increase in property tax expenses, a $0.5 million decrease in franchise tax refunds in the current period and a $0.1 million increase in sales and use taxes, partially offset by a $0.3 million decrease in insurance premiums. The increase in property tax expenses was primarily due to increased property assessment values in certain locations and the net effect of the acquisition of the 2024 Acquired Properties and the sale of the Fourth Quarter 2024 Sold Property. The decrease in insurance premiums was due to favorable rates in the current period for our property and casualty insurance.

Current wording

•Property Taxes, Insurance and Other. Property taxes, insurance and other increased $0.6 million during the three months ended March 31, 2026 as a result of a $0.8 million increase in property tax expenses, partially offset by a $0.2 million decrease in insurance premiums. The increase in property tax expenses was primarily due to a $0.4 million decrease in property tax refunds and a $0.5 million increase due to increased property assessment values in certain locations, partially offset by a $0.1 million decrease due to the sale of the Sold Properties. The decrease in insurance premiums was due to favorable rates in the current period for our property insurance and the establishment of a partial self-insurance program for general liability coverage.

Previous wording

•Management Fees. Management fees increased by $0.4 million during the three months ended September 30, 2025 primarily due to amendments to certain property management agreements in 2024, which resulted in lower management fees during the three months ended September 30, 2024.

Current wording

•Management Fees. Management fees decreased by $0.3 million during the three months ended March 31, 2026 primarily due to certain property management transitions in 2025, which resulted in lower management fees during the three months ended March 31, 2026.

Previous wording

•Depreciation and Amortization. Depreciation and amortization increased by $0.9 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, due to an increase of $0.9 million in depreciation and amortization as a result of the net effect of the acquisition of the 2024 Acquired Properties and the sale of the Fourth Quarter 2024 Sold Property. Same store depreciation and amortization was consistent between periods as the reduction from fully depreciated assets offset the additional depreciation expense related to assets placed in service as a result of completed renovations.

Current wording

•Depreciation and Amortization. Depreciation and amortization decreased by $0.5 million during the three months ended March 31, 2026 due to the sale of the Sold Properties, partially offset by additional depreciation expense related to assets placed in service as a result of completed renovations.

Previous wording

•Corporate General and Administrative. Corporate general and administrative expenses increased by $0.4 million during the three months ended September 30, 2025 primarily due to increases in professional fees and corporate employee-related costs.

Current wording

•Corporate General and Administrative. Corporate general and administrative expenses increased by $0.3 million during the three months ended March 31, 2026 primarily due to increases in non-cash stock compensation expenses and corporate employee-related costs.

Previous wording

•Other (Expense) Income, net. Other (expense) income, net for the three months ended September 30, 2025 consists primarily of $0.9 million in costs related to property manager transitions, $0.3 million of expensed debt transaction costs related to the refinancing of the 2022 GIC Joint Venture Term Loan with the $400 million 2025 GIC Joint Venture Term Loan and a net casualty loss of $0.5 million, partially offset by $0.7 million of third-party tenant income and the realization of approximately $0.6 million of tax rebates related to the NCI Transaction during the period.

Current wording

•Other Income, net. Other income, net for the three months ended March 31, 2026 consists primarily of $0.6 million of third-party tenant income and the realization of approximately $0.6 million of tax rebates related to the NCI Transaction during the period, partially offset by a net casualty loss of $0.3 million.

Previous wording

Other (expense) income, net for the three months ended September 30, 2024 consists primarily of $0.5 million of third-party tenant income and the realization of approximately $0.8 million of tax rebates related to the NCI Transaction during the period, partially offset by a net casualty loss of $0.2 million.

Current wording

Other income, net for the three months ended March 31, 2025 consists primarily of $0.7 million of third-party tenant income and the realization of approximately $0.7 million of tax rebates related to the NCI Transaction during the period, partially offset by a net casualty loss of $0.3 million.

Previous wording

•Income Tax Expense. The Company recorded an income tax benefit of $0.4 million during the three months ended September 30, 2025, compared to a $0.3 million tax expense during the same period in the previous year. Income tax expense varies based on changes in our effective tax rate and variability in quarterly net income (loss).

Current wording

•Income Tax Expense. The Company recorded an income tax expense of $0.9 million during the three months ended March 31, 2026, compared to an income tax expense of $0.8 million during the same period in the previous year. Income tax expense varies based on changes in our effective tax rate and variability in quarterly net income (loss).

Previous wording

We disclose certain “non-GAAP financial measures,” which are measures of our historical financial performance. Non-GAAP financial measures are financial measures not prescribed by Generally Accepted Accounting Principles (“GAAP”). These measures are as follows: (i) Funds From Operations (“FFO”) and Adjusted Funds from Operations (“AFFO”), (ii) Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”), Earnings before Interest, Taxes, Depreciation and Amortization for Real Estate (“EBITDAre”) and Adjusted EBITDAre (as described below). We caution investors that amounts presented in accordance with our definitions of non-GAAP financial measures may not be comparable to similar measures disclosed by other companies, since not all companies calculate these non-GAAP financial measures in the same manner. Our non-GAAP financial measures should be considered along with, but not as alternatives to, net income (loss) as a measure of our operating performance. Our non-GAAP financial measures may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures, property acquisitions, debt service obligations and other commitments and uncertainties. Although we believe that our non-GAAP financial measures can enhance the understanding of our financial condition and results of operations, these non-GAAP financial measures are not necessarily better indicators of any trend as compared to a comparable measure prescribed by GAAP such as net income (loss).

Current wording

We disclose certain “non-GAAP financial measures,” which are measures of our historical financial performance. Non-GAAP financial measures are financial measures not prescribed by Generally Accepted Accounting Principles (“GAAP”). These measures are as follows: (i) Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”), Earnings before Interest, Taxes, Depreciation and Amortization for Real Estate (“EBITDAre”) and Adjusted EBITDAre, (ii) Funds From Operations (“FFO”) and Adjusted Funds from Operations (“AFFO”) (as described below). We caution investors that amounts presented in accordance with our definitions of non-GAAP financial measures may not be comparable to similar measures disclosed by other companies, since not all companies calculate these non-GAAP financial measures in the same manner. Our non-GAAP financial measures should be considered along with, but not as alternatives to, net income (loss) as a measure of our operating performance. Our non-GAAP financial measures may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures, property acquisitions, debt service obligations and other commitments and uncertainties. Although we believe that our non-GAAP financial measures can enhance the understanding of our financial condition and results of operations, these non-GAAP financial measures are not necessarily better indicators of any trend as compared to a comparable measure prescribed by GAAP such as net income (loss).

Previous wording

EBITDAre, as defined by Nareit, is calculated as EBITDA, excluding: (i) loss and gains on disposition of property and (ii) asset impairments, if any. We believe EBITDAre is useful to an investor in evaluating our operating performance because it provides investors with an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We also believe it helps investors meaningfully evaluate and compare the results of our operations from period to period by removing the effect of our asset base (primarily depreciation and amortization) from our operating results.

Current wording

EBITDAre, as defined by the National Association of Real Estate Investment Trusts (“Nareit”), is calculated as EBITDA, excluding: (i) loss and gains on disposition of property and (ii) asset impairments, if any. We believe EBITDAre is useful to an investor in evaluating our operating performance because it provides investors with an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We also believe it helps investors meaningfully evaluate and compare the results of our operations from period to period by removing the effect of our asset base (primarily depreciation and amortization) from our operating results.

Previous wording

As defined by the National Association of Real Estate Investment Trusts (“Nareit”), FFO represents net income or loss (computed in accordance with GAAP), excluding preferred dividends, gains (or losses) from sales of real property, impairment losses on real estate assets, items classified by GAAP as extraordinary, the cumulative effect of changes in accounting principles, plus depreciation and amortization related to real estate assets, and adjustments for unconsolidated partnerships, and joint ventures. AFFO represents FFO excluding amortization of deferred financing costs, franchise fees, equity-based compensation expense, debt transaction costs, premiums on redemption of preferred shares, losses from net casualties, non-cash lease expense, non-cash interest income, and non-cash income tax related adjustments to our deferred tax assets. Unless otherwise indicated, we present FFO and AFFO applicable to our Common Stock and Common Units. We present FFO and AFFO because we consider FFO and AFFO important supplemental measures of our operational performance and believe they are frequently used by securities analysts, investors, and other interested parties in the evaluation of REITs, many of which present FFO and AFFO when reporting their results. FFO and AFFO are intended to exclude GAAP historical cost depreciation and amortization, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO and AFFO exclude depreciation and amortization related to real estate assets, gains and losses from real property dispositions and impairment losses on real estate assets, FFO and AFFO provide performance measures that, when compared year over year, reflect the effect to operations from trends in occupancy, guestroom rates, operating costs, development activities and interest costs, providing perspective not immediately apparent from net income. Our computation of FFO differs slightly from the computation of Nareit-defined FFO related to the reporting of corporate depreciation and amortization expense, which is de minimis. Our computation of FFO may also differ from the methodology for calculating FFO used by other equity REITs and, accordingly, may not be comparable to such other REITs. FFO and AFFO should not be considered as alternatives to net income (loss) (computed in accordance with GAAP), as an indicator of our liquidity, nor are they indicative of funds available to meet our cash needs, including our ability to pay dividends or make distributions. Where indicated in this Quarterly Report on Form 10-Q, FFO is based on our computation of FFO and not the computation of Nareit-defined FFO unless otherwise noted.

Current wording

As defined by the Nareit, FFO represents net income or loss (computed in accordance with GAAP), excluding preferred dividends, gains (or losses) from sales of real property, impairment losses on real estate assets, items classified by GAAP as extraordinary, the cumulative effect of changes in accounting principles, plus depreciation and amortization related to real estate assets, and adjustments for unconsolidated partnerships, and joint ventures. AFFO represents FFO excluding amortization of deferred financing costs, franchise fees, equity-based compensation expense, debt transaction costs, premiums on redemption of preferred shares, losses from net casualties, non-cash lease expense, non-cash interest income, and non-cash income tax related adjustments to our deferred tax assets. Unless otherwise indicated, we present FFO and AFFO applicable to our Common Stock and Common Units. We present FFO and AFFO because we consider FFO and AFFO important supplemental measures of our operational performance and believe they are frequently used by securities analysts, investors, and other interested parties in the evaluation of REITs, many of which present FFO and AFFO when reporting their results. FFO and AFFO are intended to exclude GAAP historical cost depreciation and amortization, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO and AFFO exclude depreciation and amortization related to real estate assets, gains and losses from real property dispositions and impairment losses on real estate assets, FFO and AFFO provide performance measures that, when compared year over year, reflect the effect to operations from trends in occupancy, guestroom rates, operating costs, development activities and interest costs, providing perspective not immediately apparent from net income. Our computation of FFO differs slightly from the computation of Nareit-defined FFO related to the reporting of corporate depreciation and amortization expense, which is de minimis. Our computation of FFO may also differ from the methodology for calculating FFO used by other equity REITs and, accordingly, may not be comparable to such other REITs. FFO and AFFO should not be considered as alternatives to net income (loss) (computed in accordance with GAAP), as an indicator of our liquidity, nor are they indicative of funds available to meet our cash needs, including our ability to pay dividends or make distributions. Where indicated in this Quarterly Report on Form 10-Q, FFO is based on our computation of FFO and not the computation of Nareit-defined FFO unless otherwise noted.

Previous wording

Adjusted EBITDAre decreased $6.1 million for the three months ended September 30, 2025 in comparison with the three months ended September 30, 2024 and decreased $14.9 million for the nine months ended September 30, 2025 in comparison with the nine months ended September 30, 2024. The decrease for the three months ended September 30, 2025 is primarily the result of a decrease in Hotel EBITDA due to a decline in same-store RevPAR and the net effect of the acquisition of the 2024 Acquired Properties and the sale of the Fourth Quarter 2024 Sold Property. The decrease for the nine months ended September 30, 2025 is primarily the result of a decrease in Hotel EBITDA due to a decline in same-store RevPAR and the net effect of the acquisition of the 2024 Acquired Properties and the sale of the 2024 Sold Properties.

Current wording

Adjusted EBITDAre decreased $0.8 million for the three months ended March 31, 2026 in comparison with the three months ended March 31, 2025. The decrease is primarily due to the sale of the Sold Properties.

Previous wording

(2) The Company includes the outstanding OP units issued by Summit Hotel OP, LP, the Company’s operating partnership, held by limited partners other than the Company because the OP units are redeemable for cash or, at the Company’s option, shares of the Company’s common stock on a one-for-one basis. The weighted average common shares outstanding - diluted included the OP units for the nine months ended September 30, 2024 since those units were included in our calculation of our fully diluted earnings per share calculation.

Current wording

(2) The Company includes the outstanding Common Units issued by our Operating Partnership held by limited partners other than the Company because the Common Units are redeemable for cash or, at the Company’s option, shares of the Company’s common stock on a one-for-one basis.

Previous wording

Our short-term cash obligations consist primarily of operating expenses and other expenditures directly associated with our lodging properties, recurring maintenance and capital expenditures necessary to maintain our lodging properties in accordance with internal and brand standards, capital expenditures to improve our lodging properties, interest payments, settlement of interest rate swaps, scheduled principal payments on outstanding indebtedness, restricted cash funding obligations, our joint venture acquisitions and capital requirements, contractual lease payments, corporate overhead, and dividends and distributions to our stockholders and unitholders when declared and paid. Our corporate overhead primarily consists of employee compensation expenses, professional fees, corporate insurance and rent expenses. Cash requirements for our corporate overhead expenses (excluding non-cash equity-based compensation), which are generally paid from operating cash flows, were $17.9 million and $18.2 million, for the nine months ended September 30, 2025 and 2024, respectively. We generally expect our corporate overhead expenses to remain consistent with the level of our operating activities and market conditions for goods and services.

Current wording

Our short-term cash obligations consist primarily of operating expenses and other expenditures directly associated with our lodging properties, recurring maintenance and capital expenditures necessary to maintain our lodging properties in accordance with internal and brand standards, capital expenditures to improve our lodging properties, interest payments, settlement of interest rate swaps, scheduled principal payments on outstanding indebtedness, restricted cash funding obligations, our joint venture acquisitions and capital requirements, contractual lease payments, corporate overhead, and dividends and distributions to our stockholders and unitholders when declared and paid. Our corporate overhead primarily consists of employee compensation expenses, professional fees, corporate insurance and rent expenses. Cash requirements for our corporate overhead expenses (excluding non-cash equity-based compensation), which are generally paid from operating cash flows, were $6.8 million and $6.7 million, for the three months ended March 31, 2026 and 2025, respectively. We generally expect our corporate overhead expenses to remain consistent with the level of our operating activities and market conditions for goods and services.

Previous wording

At September 30, 2025, we have scheduled debt principal payments in the next 12 months totaling $0.5 million in addition to our convertible notes totaling $287.5 million which mature in February 2026. In March 2025, we closed a $275 million delayed draw term loan (the “$275 Million 2025 Delayed Draw Term Loan”) that will be used to refinance a significant portion of our convertible notes upon maturity. The $275 Million 2025 Delayed Draw Term Loan has a delayed draw feature through March 1, 2026 to ensure the funds are available through the maturity date of the convertible notes. In addition, in May 2025, we closed on a $58 million mortgage loan (the “Brickell Mortgage Loan”) with Wells Fargo Bank, N.A., as administrative agent, to refinance the loan with City National Bank of Florida that matured in June 2025.

Current wording

At March 31, 2026, we have scheduled debt principal payments in the next 12 months totaling $0.5 million. In February 2026 we drew upon our $275 million delayed draw term loan (the “2025 Delayed Draw Term Loan”) and $400 Million Revolver (defined in “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements) to repay the outstanding Convertible Notes at their maturity.

Previous wording

We have obtained financing through debt instruments having staggered maturities and intend to continue to do so in the future. Our debt includes, and may include in the future, debt secured by equity pledges, debt secured by first priority mortgage liens on certain lodging properties and unsecured debt. Our outstanding indebtedness requires us to comply with various financial and other covenants. We are in compliance with such financial and other covenants and expect to continue to be in compliance over the next four quarters. We believe that we will have adequate liquidity to meet the requirements for scheduled maturities and principal repayments. However, we can provide no assurance that we will be able to refinance our indebtedness as it becomes due and, if refinanced, whether such refinancing will be available on favorable terms.

Current wording

We have obtained financing through debt instruments having staggered maturities and intend to continue to do so in the future. Our debt includes, and may include in the future, debt secured by equity pledges, debt secured by first priority mortgage liens on certain lodging properties and unsecured debt. Our outstanding indebtedness requires us to comply with various financial and other covenants. We believe that we will have adequate liquidity to meet the requirements for scheduled maturities and principal repayments. However, we can provide no assurance that we will be able to refinance our indebtedness as it becomes due and, if refinanced, whether such refinancing will be available on favorable terms.

Previous wording

From time to time, we may repurchase shares of our common stock pursuant to our 2025 Share Repurchase Program. Currently, approximately $34.6 million is authorized for the repurchase of our common stock under the program.

Current wording

From time to time, we may repurchase shares of our common stock pursuant to our 2025 Share Repurchase Program (see“Note 8 - Equity”). During the three months ended March 31, 2026, we repurchased 1.4 million shares of our common stock for $6.0 million, or $4.17 per share. At March 31, 2026, approximately $28.6 million is authorized for the repurchase of under the 2025 Share Repurchase Program.

Previous wording

At September 30, 2025, we had $20 million in borrowings under our $400 Million Revolver, $200 million outstanding on our $200 Million Term Loan, and $200 million outstanding on our 2024 Term Loan (each of such credit facilities are defined in “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements). Each of the credit facilities was supported by the 53 lodging properties included in the credit facility borrowing base. We also had $287.5 million of Convertible Notes (as defined in “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements) outstanding.

Current wording

At March 31, 2026, we had $25 million in borrowings under our $400 Million Revolver, $200 million outstanding on our $200 Million Term Loan, $275 million outstanding on our 2025 Delayed Draw Term Loan, and $200 million outstanding on our 2024 Term Loan (each of such credit facilities are defined in “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements). Each of the credit facilities was supported by the 52 lodging properties included in the credit facility borrowing base.

Previous wording

At September 30, 2025, the GIC Joint Venture had $250 million outstanding under the GIC Joint Venture Credit Facility (as defined in “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements), which included borrowings of $125 million on its $125 Million Term Loan and $125 million on its $125 Million Revolver. The GIC Joint Venture Credit Facility is secured primarily by a first priority pledge of the equity interests in the subsidiaries that own the 15 lodging property borrowing base assets, and the related TRS entities, which wholly own the TRS Lessees. See “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements for additional information.

Current wording

At March 31, 2026, the GIC Joint Venture had $250 million outstanding under the GIC Joint Venture Credit Facility (as defined in “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements), which included borrowings of $125 million on its $125 Million Term Loan and $125 million on its $125 Million Revolver. The GIC Joint Venture Credit Facility is secured primarily by a first priority pledge of the equity interests in the subsidiaries that own the 15 lodging property borrowing base assets, and the related TRS entities which wholly own the TRS Lessees.

Previous wording

On May 15, 2025, the Company closed on a $58 million mortgage loan (the “Brickell Mortgage Loan”) for our dual-branded 264-guestroom AC Hotel by Marriott and Element Hotel in Miami, FL, with Wells Fargo Bank, N.A., as administrative agent, the proceeds of which were primarily used to repay the remaining $45.4 million balance of the mortgage loan with City National Bank of Florida that was scheduled to mature in June of 2025. The outstanding balance of the Brickell Mortgage Loanwas $58 millionat September 30, 2025.

Current wording

In May 2025, the Company closed on a $58 million mortgage loan (the “Brickell Mortgage Loan”) for our dual-branded 264-guestroom AC Hotel by Marriott and Element Hotel in Miami, FL, with Wells Fargo Bank, N.A., as administrative agent, the proceeds of which were primarily used to repay the remaining $45.4 million balance of the mortgage loan with City National Bank of Florida that was scheduled to mature in June of 2025. The outstanding balance of the Brickell Mortgage Loanwas $58 millionat March 31, 2026.

Previous wording

The GIC Joint Venture has a mortgage loan outstanding totaling $12.3 million related to the acquisition of the Embassy Suites in Tucson, AZ in December 2021 and a Property Assessed Clean Energy (“PACE”) loan totaling $5.7 million that was assumed as part of the NCI Transaction in the first quarter of 2022.

Current wording

The GIC Joint Venture has a mortgage loan outstanding totaling $12.2 million related to the acquisition of the Embassy Suites in Tucson, AZ in December 2021 and a Property Assessed Clean Energy (“PACE”) loan totaling $5.5 million that was assumed as part of the NCI Transaction in the first quarter of 2022.

Previous wording

As a result of the 2025 GIC Joint Venture Term Loan financing and the $275 Million 2025 Delayed Draw Term Loan financing that will be used to repay our $287.5 million Convertible Debt when it becomes due in February 2026, the Company has virtually no debt maturities until 2028 and has an average length to maturity of approximately 4.0 years.

Current wording

As a result of the 2025 GIC Joint Venture Term Loan financing and the 2025 Delayed Draw Term Loan financing, the Company has virtually no debt maturities until 2028 and has an average length to maturity of approximately 3.4 years.

Previous wording

For more information concerning our indebtedness, see “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements.

Current wording

At March 31, 2026, we and our GIC Joint Venture are in compliance with all of our loan agreements, and we believe we will be in compliance with these agreements for at least the next four quarters. For more information concerning our indebtedness, see “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements.

Previous wording

(1) The 2023 Senior Credit Facility, the Regions Bank 2024 Term Loan Facility, and the $275 Million 2025 Delayed Draw Term Loan are supported by a borrowing base of 53 unencumbered hotel properties and their affiliates.

Current wording

(1) The 2023 Senior Credit Facility, the Regions Bank 2024 Term Loan Facility, and the 2025 Delayed Draw Term Loan are supported by a borrowing base of 52 unencumbered hotel properties and their affiliates.