Summit Hotel Properties, Inc.
For the period ended Jun 30, 2026. Filed Aug 5, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 5, 2026
INN$7.00+1.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-04-30.
0001497645-26-000040
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-05.
0001497645-26-000064
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 139 previous paragraphs and 166 current paragraphs.
101 unchanged; 33 reworded; 27 added; 4 removed; 1 previous and 5 current paragraphs rearranged.
Tables are not compared: 10 previous and 13 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (27)
Current report
•the effect of government shutdowns;
Current report
During the second quarter of 2026, we experienced strong same-store RevPAR growth, driven by an increase in ADR, which offset a slight decline in occupancy. Total portfolio revenue grew year-over-year, primarily from an increase in room revenue with other revenue categories, such as food and beverage and ancillary services, also growing in the period. The current outlook for the industry remains positive, with expectations of sustained growth in room night demand and ADR, supported by limited supply growth and increasing travel demand.
Current report
•Food and Beverage Revenues and Expenses. Total portfolio food and beverage revenues decreased $0.1 million for the second quarter of 2026 primarily due to a $0.3 million decrease from the sale of the Sold Properties, partially offset by a $0.2 million increase in same-store food and beverage revenues driven by increased banquet and catering sales. Total portfolio food and beverage expenses increased by $0.1 million as a result of a $0.3 million increase in same-store food and beverage expenses due to increases in labor and benefit expenses, partially offset by a $0.2 million decrease due to the sale of the Sold Properties.
Current report
¹ Not meaningful.
Current report
•Management Fees. Management fees were consistent during the three months ended June 30, 2026, as the increase in same-store management fees driven by an increase in same-store revenues, was offset by the reduction in management fees as a result of the sale of the Sold Properties.
Current report
•Depreciation and Amortization. Depreciation and amortization decreased by $0.8 million during the three months ended June 30, 2026 due to a $0.6 million decrease from the sale of the Sold Properties and a $0.2 million decrease in same-store depreciation and amortization, as the reduction from fully depreciated assets exceeded the depreciation of assets placed in service related to completed renovations.
Current report
•Corporate General and Administrative. Corporate general and administrative expenses decreased by $0.9 million during the three months ended June 30, 2026 primarily due to the $1.4 million reduction to stock-based compensation expense resulting from the reversal of previously recognized compensation cost upon the forfeiture of unvested stock awards following the departure of our former Chief Financial Officer, partially offset by a $0.3 million increase incorporate employee-related costs, a $0.2 million increase related to software implementation costs and a $0.2 million increase in professional fees.
Current report
Comparison of the Six Months Ended June 30, 2026 with the Six Months Ended June 30, 2025
Current report
•Revenues and RevPAR. Room revenues for our total portfolio for the six months ended June 30, 2026 compared with the six months ended June 30, 2025 increased by $4.4 million as a result of a $9.3 million increase in same-store room revenues, partially offset by a $4.9 million decrease in room revenues due to the effect of the sale of the Sold Properties. The same-store increase was primarily driven by strong ADR performance across substantially all of our markets, in addition to incremental demand related to special events in certain markets such as the FIFA 2026 World Cup tournament, as well as ongoing performance improvement from the Courtyard Oceanside Fort Lauderdale Beach following the comprehensive renovation.
Current report
Occupancy decreased by 1.4% and ADR increased by 4.9% for the total portfolio during the six months ended June 30, 2026, which resulted in a 3.4% increase in RevPAR. On a same-store basis, occupancy decreased 1.6% and we experienced a 4.4% increase in ADR during the six months ended June 30, 2026. This resulted in an increase in same-store RevPAR of 2.7% for the six months ended June 30, 2026. The increase in ADR was driven by improved performance in higher rated segments, notably the retail segment, and broad-based improvements in the corporate negotiated segment.
Current report
•Room Expenses. Room expenses for our total portfolio for the six months ended June 30, 2026 compared with the six months ended June 30, 2025 increased by $0.4 million primarily due to a $1.5 million increase in same-store room expenses driven by increases in wages and employee benefits, which were partially offset by decreased utilization of contract labor. The same-store increase was partially offset by a $1.1 million decrease as a result of the sale of the Sold Properties.
Current report
•Other Revenues and Other Lodging Property Operating Expenses. Other lodging property operating revenues for our total portfolio during the six months ended June 30, 2026 increased by $1.9 million as a result of a $2.3 million increase in same-store other lodging property and operating revenues related to an increase in amenity and parking fees, partially offset by a $0.4 million decrease in other lodging property operating revenues as a result of the sale of the Sold Properties.
Current report
The $3.5 million increase in other lodging property operating expenses for the total portfolio for the six months ended June 30, 2026 was driven by a $5.7 million increase in same-store other lodging property operating expenses, partially offset by a $2.3 million decrease due to the sale of the Sold Properties. The same-store increase was driven by increased franchise royalty and related brand fees as well as increased credit card fees, which was commensurate with increases in revenues, and an increase in administrative and general expenses due to increases in wages and earned incentives as a result of improved performance.
Current report
¹ Not meaningful.
Current report
•Interest Expense. Interest expense increased by $1.9 million during the six months ended June 30, 2026 primarily due to the refinancing in February 2026 of the $287.5 million 1.5% Convertible Notes with the $275 million 2025 Delayed Draw Term Loan, which has a higher variable interest rate and an increase in amortization of debt issuance costs, offset by a decrease in variable interest rates and average outstanding debt balances during the current period.
Current report
•Other Income, net. Other income, net for the six months ended June 30, 2026 consists primarily of third-party tenant income of $1.4 million, the realization of $1.2 million of tax rebates related to the NCI Transaction and other miscellaneous items totaling $0.2 million, partially offset by a net casualty loss of $0.6 million.
Current report
Other income, net for the six months ended June 30, 2025 consists primarily of third-party tenant income of $1.6 million, the realization of $0.9 million of tax rebates related to the NCI Transaction and other miscellaneous items totaling $0.2 million, partially offset by a net casualty loss of $0.7 million.
Current report
•Income Tax Expense. The Company recorded $0.5 million in income tax benefit for the six months ended June 30, 2026, which represents a decrease of $2.5 million from the six months ended June 30, 2025. Income tax expense varies based on changes in our effective tax rate and variability in net income (loss).
Current report
Adjusted EBITDAre increased $3.9 million for the three months ended June 30, 2026 in comparison with the three months ended June 30, 2025. The increase is primarily due to improved operating performance, partially offset by the sale of the Sold Properties. Adjusted EBITDAre increased $3.1 million for the six months ended June 30, 2026 in comparison with the six months ended June 30, 2025. The increase is primarily due to improved operating performance in the second quarter of 2026, partially offset by the sale of the Sold Properties.
Current report
AFFO applicable to shares of common stock and Common Units increased by $0.3 million for the six months ended June 30, 2026 compared with the six months ended June 30, 2025. The increase is primarily due to improved operating performance in the second quarter of 2026, partially offset by increased interest expense due to the refinancing of the $287.5 million 1.5% Convertible Notes with the $275 million 2025 Delayed Draw Term Loan in February 2026 and the sale of the Sold Properties.
Current report
In June 2026, the Company entered into a restated and amended Senior Credit Facility (the “Credit Facility Amendment”) to extend and replace the prior 2023 Senior Credit Facility (see “Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements). The Credit Facility Amendment extends the maturity date of our prior $400 Million Revolver to June 2030. Under the Credit Facility Amendment, the Company also has the right to further extend the maturity date of the new $400 Million Revolver for up to two consecutive six-month periods, subject to certain conditions. The Credit Facility Amendment extends the maturity date of the $200 Million Term Loan to June 2031. Additionally, the Credit Facility Amendment provides for a $50 million delayed draw term loan (the “$50 Million Delayed Draw Term Loan”).
Current report
The interest rate on the $400 Million Revolver pursuant to the Credit Facility Amendment is based on the higher of the following:
Current report
i. the Secured Overnight Financing Rate (“SOFR”) or term SOFR plus a margin ranging from 140 basis points to 230 basis points, depending on the Company's leverage ratio (as defined in the loan documents), or
Current report
ii. an applicable base rate (which is the greatest of the administrative agent’s prime rate, the federal funds rate plus 50 basis points, and 1-month term SOFR plus 100 basis points) (the “base rate”) plus a margin ranging from 40 basis points to 130 basis points, depending on the Company's leverage ratio (as defined in the loan documents).
Current report
The interest rate on the $200 Million Term Loan and the $50 Million Delayed Draw Term Loan, pursuant to the Credit Facility Amendment, is based on the higher of the following:
Current report
i. daily SOFR or term SOFR plus a margin ranging from 135 basis points to 225 basis points, depending on the Company's leverage ratio (as defined in the loan documents), or
Current report
ii. the base rate plus a margin ranging from 35 basis points to 125 basis points, depending on the Company's leverage ratio (as defined in the loan documents).
Removed paragraphs (4)
Previous report
•the effect of government shut-downs;
Previous report
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 report
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 report
(2) In March 2026, we exercised our first option to extend the maturity date of the $200 Million Term Loan for 12 months to June 2027.
Reworded paragraphs (33)
Previous wording
Summit Hotel Properties, Inc. is a self-managed lodging property investment company that was organized in June 2010 and completed its initial public offering in February 2011. We focus on owning lodging properties with efficient operating models that generate strong margins and investment returns. Our lodging properties are typically located in markets with multiple demand generators such as corporate offices and headquarters, retail centers, airports, state capitols, convention centers, and leisure attractions. Substantially all of our assets are held by, and all of our operations are conducted through, our operating partnership, Summit Hotel OP, LP (the “Operating Partnership”). Through a wholly-owned subsidiary, we are the sole general partner of the Operating Partnership. At March 31, 2026, we owned, directly and indirectly, approximately 89% of the Operating Partnership’s issued and outstanding common units of limited partnership interest (“Common Units”), and all of the Operating Partnership’s issued and outstanding 6.25% Series E and 5.875% Series F preferred units of limited partnership interest. NewcrestImage Holdings, LLC and NewcrestImage Holdings II, LLC own all of the issued and outstanding 5.25% Series Z Cumulative Perpetual Preferred Units of the Operating Partnership (“Series Z Preferred Units”), which was issued as part of the NCI Transaction (as defined in“Note 5 -Debt” to the accompanying Condensed Consolidated Financial Statements). We collectively refer to preferred units of limited partnership interests of our Operating Partnership as “Preferred Units.”
Current wording
Summit Hotel Properties, Inc. is a self-managed lodging property investment company that was organized in June 2010 and completed its initial public offering in February 2011. We focus on owning lodging properties with efficient operating models that generate strong margins and investment returns. Our lodging properties are typically located in markets with multiple demand generators such as corporate offices and headquarters, retail centers, airports, state capitols, convention centers, and leisure attractions. Substantially all of our assets are held by, and all of our operations are conducted through, our operating partnership, Summit Hotel OP, LP (the “Operating Partnership”). Through a wholly-owned subsidiary, we are the sole general partner of the Operating Partnership. At June 30, 2026, we owned, directly and indirectly, approximately 89% of the Operating Partnership’s issued and outstanding common units of limited partnership interest (“Common Units”), and all of the Operating Partnership’s issued and outstanding 6.25% Series E and 5.875% Series F preferred units of limited partnership interest. NewcrestImage Holdings, LLC and NewcrestImage Holdings II, LLC own all of the issued and outstanding 5.25% Series Z Cumulative Perpetual Preferred Units of the Operating Partnership (“Series Z Preferred Units”), which were issued as part of the NCI Transaction (as defined in“Note 5 - Debt” to the accompanying Condensed Consolidated Financial Statements). We collectively refer to preferred units of limited partnership interests of our Operating Partnership as “Preferred Units.”
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 trade 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. Hotel demand and pricing dynamics have improved in recent months and, combined with a stabilized cost environment, have resulted in hotel level profit margins expanding. However, certain costs continue to grow above historical levels and changes in hotel demand patterns or operating cost dynamics could affect our ability to continue to drive hotel level profit growth.
Previous wording
•Revenues and RevPAR. Room revenues for our total portfolio during the first quarter of 2026 compared with the first quarter of 2025 decreased by $1.2 million primarily as a result of a $1.8 million decrease in room revenues due to the sale of three lodging properties (collectively, the “Sold Properties”), partially offset by a $0.6 million increase in same-store revenues. The same-store increase was primarily driven by the completion of the renovation of the Courtyard Oceanside Fort Lauderdale Beach and improved performance in markets such as San Francisco and Phoenix, offset by decreased performance due to the lack of snowfall in leisure-oriented mountain destinations, the temporary closure of convention centers in various markets, and an unfavorable Super Bowl host city comparison.
Current wording
•Revenues and RevPAR. Room revenues for our total portfolio during the second quarter of 2026 compared with the second quarter of 2025 increased by $5.5 million primarily as a result of an $8.7 million increase in same-store room revenues, partially offset by a $3.2 million decrease due to the sale of three lodging properties (collectively, the “Sold Properties”). The same-store increase was primarily driven by improved strong ADR performance across substantially all of our markets, in addition to incremental demand related to special events in certain markets such as the FIFA 2026 World Cup tournament, as well as ongoing performance improvement from the Courtyard Oceanside Fort Lauderdale Beach following the comprehensive renovation.
Previous 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.
Current wording
Occupancy decreased 1.9% and ADR increased by 7.7% for the total portfolio during the second quarter of 2026, which resulted in a 5.6% increase in RevPAR. On a same-store basis, we experienced a decrease of 1.9% in occupancy and a 7.1% increase in ADR during the second quarter of 2026. This resulted in an increase in same-store RevPAR of 5.0%. The increase in ADR was driven by improved performance in higher rated demand segments, notably the retail segment, and broad-based improvements in the corporate negotiated segment.
Previous 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.
Current wording
•Room Expenses. Room expenses for our total portfolio for the second quarter of 2026 compared with the second quarter of 2025 increased $0.2 million as a result of a $0.8 million increase in same-store room expenses primarily related to increases in wages and employee benefits, which were partially offset by decreased utilization of contract labor. The same-store increase was partially offset by a $0.6 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 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.
Current wording
•Other Lodging Property Operating Revenues and Expenses. Other lodging property operating revenues for our total portfolio during the second quarter of 2026 compared with the second quarter of 2025 increased $0.7 million as a result of a $0.9 million increase in same-store other revenues due to increases in resort and parking fees, partially offset by a $0.2 million decrease due to the sale of the Sold Properties.
Previous 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.
Current wording
The $1.7 million increase in other lodging property operating expenses for the total portfolio for the three months ended June 30, 2026 in comparison with the three months ended June 30, 2025 was attributable to a $3.1 million increase in same-store other lodging property operating expenses partially offset by a $1.4 million decrease due to the sale of the Sold Properties. The same-store increase was driven by increased franchise royalty and related brand fees as well as increased credit card fees, which was commensurate with increases in revenues, and an increase in administrative and general expenses due to increases in wages and earned incentives as a result of improved performance.
Previous wording
•Interest Expense. Interest expense increased by $0.5 million during the three months ended March 31, 2026, primarily due to the refinancing in February 2026 of the $287.5 million 1.5% Convertible Notes with the $275 million 2025 Delayed Draw Term Loan, which has a higher variable interest rate.
Current wording
•Interest Expense. Interest expense increased by $1.4 million during the three months ended June 30, 2026, primarily due to the refinancing in February 2026 of the $287.5 million 1.5% Convertible Notes with the $275 million 2025 Delayed Draw Term Loan, which has a higher variable interest rate, partially offset by a slight decrease in variable interest rates and average outstanding debt balances during the current period.
Previous 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.
Current wording
•Other Income, net. Other income, net for the three months ended June 30, 2026 consists primarily of $0.8 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 and debt transaction costs of $0.1 million.
Previous 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.
Current wording
Other income, net for the three months ended June 30, 2025 consists primarily of $0.9 million of third-party tenant income and the realization of approximately $0.3 million of tax rebates related to the NCI Transaction during the period, partially offset by a net casualty loss of $0.4 million.
Previous 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).
Current wording
•Income Tax Expense. The Company recorded an income tax benefit of $1.4 million during the three months ended June 30, 2026, compared to an income tax expense of $1.2 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
(1) Includes the operating results of the Hilton Garden Inn - Longview, TX, which was sold in the first quarter of 2026, from January 1, 2026 through the disposition date of February 20, 2026. Therefore, total portfolio operating results reflect 95 lodging properties for a portion of the period.
Current wording
(1) Total portfolio information includes the operating results of the Hilton Garden Inn - Longview, TX, which was sold in the first quarter of 2026, from January 1, 2026 through the disposition date of February 20, 2026. Therefore, total portfolio operating results reflect 95 lodging properties for a portion of the period.
Previous 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.
Current wording
•Food and Beverage Revenues and Expenses. Total portfolio food and beverage revenues for the six months ended June 30, 2026 increased by $0.4 million due to an $0.8 million increase in same-store food and beverage revenues partially as a result of the completion of the renovation of the Courtyard Oceanside Fort Lauderdale Beach, and increased banquet and catering sales, partially offset by a $0.4 million decrease due to the sale of the Sold Properties. Total portfolio food and beverage expenses increased by $0.6 million, due to a $1.0 million increase in same-store food and beverage expenses primarily due to increases in labor and benefits and costs to support the increase in food and beverage revenues, partially offset by a $0.4 million decrease due to the sale of the Sold Properties.
Previous 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.
Current wording
•Property Taxes, Insurance and Other. The $0.4 million increase in Property taxes, insurance and other during the six months ended June 30, 2026 is due to a $0.9 million increase in same-store property taxes, insurance and other, partially offset by a $0.5 million decrease as a result of the sale of the Sold Properties. The same-store increase is primarily due to an increase in property taxes as a result of higher cash refunds in the comparable prior year period due to successful appeals and increased property assessments in certain locations for the current period, partially offset by a decrease in insurance premiums due to favorable renewal rates in the current period for our property and casualty insurance.
Previous 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.
Current wording
•Management Fees. Management fees decreased by $0.3 million during the six months ended June 30, 2026 primarily due to certain property management transitions in 2025, which resulted in lower management fees during the six months ended June 30, 2026 and the effect of the sale of the Sold Properties.
Previous 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.
Current wording
•Depreciation and Amortization. Depreciation and amortization decreased by $1.3 million during the six months ended June 30, 2026 compared with the six months ended June 30, 2025 primarily due to the sale of the Sold Properties, partially offset by additional depreciation expense related to assets placed in service since the prior year period as a result of completed renovations.
Previous 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.
Current wording
•Corporate General and Administrative. Corporate general and administrative expenses decreased by $0.6 million during the six months ended June 30, 2026, primarily due to the $1.4 million reduction in stock-based compensation expense resulting from the reversal of previously recognized compensation cost upon the forfeiture of unvested stock awards following the departure of our former Chief Financial Officer, partially offset by a $0.5 million increase in corporate employee-related costs and a $0.2 million increase due to software implementation costs.
Previous wording
The following is an unaudited reconciliation of our Net (loss) income, determined in accordance with GAAP, to EBITDA, EBITDAre and Adjusted EBITDAre, (in thousands):
Current wording
The following is an unaudited reconciliation of our Net income, determined in accordance with GAAP, to EBITDA, EBITDAre and Adjusted EBITDAre, (in thousands):
Previous wording
The following is an unaudited reconciliation of our Net (loss) income, determined in accordance with GAAP, to FFO and AFFO (in thousands, except per share/unit amounts):
Current wording
The following is an unaudited reconciliation of our Net income, determined in accordance with GAAP, to FFO and AFFO (in thousands, except per share/unit amounts):
Previous wording
AFFO applicable to shares of common stock and Common Units decreased by $1.8 million for the three months ended March 31, 2026 compared with the three months ended March 31, 2025. The decrease is primarily due to the sale of the Sold Properties and increased interest expense due to the refinancing of the $287.5 million 1.5% Convertible Notes with the $275 million 2025 Delayed Draw Term Loan in February 2026.
Current wording
AFFO applicable to shares of common stock and Common Units increased by $2.2 million for the three months ended June 30, 2026 compared with the three months ended June 30, 2025. The increase is primarily due to improved operating performance, partially offset by increased interest expense due to the refinancing of the $287.5 million 1.5% Convertible Notes with the $275 million 2025 Delayed Draw Term Loan in February 2026 and the sale of the Sold Properties.
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 $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.
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 $12.8 million and $12.1 million, for the six months ended June 30, 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
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.
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 and six months ended June 30, 2026, we repurchased 48,936 and 1,481,959 shares of our Common Stock, respectively, under the 2025 Share Repurchase Program for an aggregate purchase price and commissions of $0.2 million and $6.2 million, respectively, or an average of approximately $4.27 per share for repurchases during the three months ended June 30, 2026 and $4.17 per share for repurchases during the six months ended June 30, 2026. As of June 30, 2026, approximately $28.4 million remained available for repurchase under the 2025 Share Repurchase Program.
Previous 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.
Current wording
At June 30, 2026, we had $5 million in borrowings under our $400 Million Revolver, $200 million outstanding on our $200 Million Term Loan, no outstanding borrowings under our $50 Million Delayed Draw 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
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.
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. In May 2026, the Brickell Mortgage Loan was amended to reduce the interest rate by 30 basis points from one-month term SOFR plus 260 to one-month term SOFR plus 230 basis points. The outstanding balance of the Brickell Mortgage Loanwas $58 millionat June 30, 2026.
Previous 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.
Current wording
The GIC Joint Venture has a mortgage loan outstanding totaling $12.1 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 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.
Current wording
As a result of the Credit Facility Amendment, 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 3.6 years.
Previous wording
During the three months ended March 31, 2026, we funded $11.9 million in capital expenditures on a consolidated basis. When taking into consideration only our pro rata portion related to our joint ventures, capital expenditures for the three months ended March 31, 2026 were $9.3 million. We anticipate spending approximately $55 million to $65 million on capital expenditures on a pro rata basis during 2026. We expect to fund these expenditures through a combination of cash flows from operations and borrowings on our $400 Million Revolver, or other potential sources of capital, to the extent available to us.
Current wording
During the six months ended June 30, 2026, we funded $23.6 million in capital expenditures on a consolidated basis. When taking into consideration only our pro rata portion related to our joint ventures, capital expenditures for the six months ended June 30, 2026 were $18.5 million. We anticipate spending approximately $55 million to $65 million on capital expenditures on a pro rata basis during 2026. We expect to fund these expenditures through a combination of cash flows from operations and borrowings on our $400 Million Revolver, or other potential sources of capital, to the extent available to us.
Previous wording
•Net cash provided by operating activities. Cash provided by operating activities for the three months ended March 31, 2026 was the result of net income of $39.3 million, after adjusting for non-cash items such as depreciation and amortization and equity-based compensation, partially offset by a net change in working capital of $11.2 million. Cash provided by operating activities for the three months ended March 31, 2025 was the result of net income of $41.9 million, after adjusting for non-cash items such as depreciation and amortization and equity-based compensation, partially offset by a net change in working capital of $16.1 million. The net change in working capital each period can vary based on the timing and amounts incurred of working capital components and the timing of payments.
Current wording
•Net cash provided by operating activities. Cash flows from operating activities generally consist of the net cash generated by our lodging property operations, partially offset by the cash paid for interest, corporate expenses and other working capital changes. Cash provided by operating activities for the six months ended June 30, 2026 was the result of net income of $87.6 million, after adjusting for non-cash items such as depreciation and amortization and equity-based compensation, partially offset by a net change in working capital of $4.2 million. Cash provided by operating activities for the six months ended June 30, 2025 was the result of net income of $86.9 million, after adjusting for non-cash items such as depreciation and amortization and equity-based compensation, partially offset by a net change in working capital of $12.2 million. The net change in working capital each period can vary based on the timing and amounts incurred of working capital components and the timing of payments. The increase is primarily due to improved operating performance and changes in working capital, partially offset by increased interest expense due to the refinancing of the $287.5 million 1.5% Convertible Notes with the $275 million 2025 Delayed Draw Term Loan in February 2026 and the sale of the Sold Properties.
Previous wording
•Net cash provided by (used in) investing activities. Cash provided by investing activities for the three months ended March 31, 2026 was primarily due to the net cash proceeds of $12.0 million related to the sale of the Hilton Garden Inn in Longview, TX in February 2026, offset by $11.9 million of renovation expenditures.
Current wording
•Net cash used in investing activities. Cash used in investing activities for the six months ended June 30, 2026 was primarily due to $23.6 million of renovation expenditures and $1.4 million related to the purchase of a parcel of undeveloped land in Frisco, TX, partially offset by proceeds of $12.0 million related to the sale of the Hilton Garden Inn in Longview, TX in February 2026.
Previous wording
Cash used in investing activities for the three months ended March 31, 2025 was due to $18.1 million of renovation and development expenditures partially offset by the net proceeds of $1.2 million related to the sale of an undeveloped land parcel in San Antonio, TX in February 2025.
Current wording
Cash used in investing activities for the six months ended June 30, 2025 was due to $40.2 million of renovation and development expenditures, partially offset by the net proceeds of $1.2 million related to the sale of an undeveloped parcel of land in San Antonio, TX in February 2025.
Previous wording
•Net cash used in financing activities. Cash used in financing activities for the three months ended March 31, 2026 was primarily related to the payment of dividends and distributions of approximately $16.8 million, the repayment of our Convertible Notes totaling $287.5 million from $275 million of borrowings on our 2025 Delayed Draw Term Loan and $12.5 million drawn on our $400 Million Revolver, $7.5 million of principal payments on debt, repurchases of our common stock of approximately $6.0 million, $0.3 million related to financing fees and costs, and $0.9 million related to employee withholding requirements on vested restricted stock, partially offset by other borrowings on our $400 Million Revolver of $12.5 million.
Current wording
•Net cash used in financing activities. Cash used in financing activities for the six months ended June 30, 2026 was primarily related to the payment of dividends and distributions of approximately $39.0 million, the repayment of our Convertible Notes totaling $287.5 million from $275 million of borrowings on our 2025 Delayed Draw Term Loan and $12.5 million drawn on our $400 Million Revolver, $7.6 million of principal payments on debt, repurchases of our common stock of approximately $6.2 million, $8.0 million related to financing fees and costs, $0.9 million related to employee withholding requirements on vested restricted stock, and net repayments on our $400 Million Revolver of $7.5 million (excluding the $12.5 million borrowed for the repayment of the Convertible Notes).
Previous wording
Cash used in financing activities for the three months ended March 31, 2025 was primarily related to the payment of dividends and distributions of approximately $15.0 million, financing costs of approximately $4.2 million related to the 2025 Delayed Draw Term Loan, $1.6 million related to employee withholding requirements on vested restricted stock, and scheduled debt principal repayments of $0.6 million, mostly offset by net borrowings on our line of credit of $20.0 million and GIC Joint Venture contributions of $0.4 million.
Current wording
Cash used in financing activities for the six months ended June 30, 2025 was primarily related to the payment of dividends and distributions of approximately $40.7 million, repurchases of our common stock of approximately $15.4 million, financing costs of approximately $5.4 million related to the 2025 Delayed Draw Term Loan, $1.6 million related to employee withholding requirements on vested restricted stock and scheduled principal payments on mortgage debt of $0.9 million, partially offset by net proceeds from the Brickell Mortgage Loan totaling $12.6 million, net proceeds on our line of credit of $15.0 million and joint venture contributions of $0.8 million.
Previous wording
The hospitality industry and certain of the major brand and franchise companies have in the past experienced cybersecurity breaches. We are not aware of any material cybersecurity losses related to our corporate information technology environment or any of our properties. Cybersecurity risks at our lodging properties are managed through our franchisors and property management companies. An important part of our cybersecurity risk mitigation efforts includes maintaining cybersecurity insurance and indemnifications in certain of our property management agreements. Our Board of Directors, primarily through the Audit Committee, oversees management's approach to managing cybersecurity risks.
Current wording
Like many companies in the hospitality industry, including certain of the major brand and franchise companies, we and certain of our third-party managers and franchisors have in the past experienced cybersecurity breaches and we expect cyberattacks and incidents to continue in varying degrees. We are not aware of any material cybersecurity losses related to our corporate information technology environment or any of our properties but we cannot guarantee that material incidents will not occur in the future. Cybersecurity risks at our lodging properties are managed through our franchisors and property management companies. An important part of our cybersecurity risk mitigation efforts includes maintaining cybersecurity insurance and indemnifications in certain of our property management agreements. Our Board of Directors, primarily through the Audit Committee, oversees management's approach to managing cybersecurity risks.
Rearranged current paragraphs (5)
Current report — wording carried from elsewhere
•Property Taxes, Insurance and Other. Property taxes, insurance and other decreased by $0.1 million during the three months ended June 30, 2026 as a result of a $0.3 million decrease from the sale of the Sold Properties, partially offset by a $0.2 million increase in same-store property taxes, insurance and other.
Current report — wording carried from elsewhere
The following table contains key operating metrics for our portfolio for the six months ended June 30, 2026 compared with the six months ended June 30, 2025 (dollars in thousands, except ADR and RevPAR):
Current report — wording carried from elsewhere
(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 six months ended June 30, 2026, and 2025.
Current report — wording carried from elsewhere
The total portfolio information above for the six months ended June 30, 2026 and 2025 reflects operating results for various portions of each period for certain lodging properties as a result of the sales and acquisitions of lodging properties. The following table details how the acquisition and disposition transactions affect each reporting period:
Current report — wording carried from elsewhere
The following table includes other consolidated income and expenses for the six months ended June 30, 2026 compared with the six months ended June 30, 2025 (dollars in thousands):
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Changes from the three months ended March 31, 2026 compared with the three months ended March 31, 2025 were due to the following: