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Xenia Hotels & Resorts, Inc.

For the period ended Sep 30, 2026. Filed Nov 3, 2026.

View on SEC.gov

About 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.

Sep 30, 2026 · Filed Nov 3, 2026

XHR$21.39+0.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-07-30.

0001628280-26-051092

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-03.

0001628280-26-069588

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 146 previous paragraphs and 145 current paragraphs.

88 unchanged; 43 reworded; 13 added; 15 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 8 previous and 8 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 (13)

Current report

Rooms revenues increased $28.1 million, or 6.2%, to $480.7 million for the nine months ended September 30, 2026 from $452.6 million for the nine months ended September 30, 2025 primarily driven by increases in occupancy and ADR as well as year over year growth at Grand Hyatt Scottsdale Resort. This increase is net of a reduction of $8.5 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026 and Fairmont Dallas in April 2025.

Current report

Other revenues increased $2.4 million, or 3.1%, to $78.0 million for the nine months ended September 30, 2026 from $75.7 million for the nine months ended September 30, 2025 primarily due to increases in occupancy and ancillary fees as well as year over year growth at Grand Hyatt Scottsdale Resort. This increase is net of a reduction of $1.4 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026 and Fairmont Dallas in April 2025.

Current report

Real estate taxes, personal property taxes and insurance expense decreased $1.5 million, or 3.9%, to $37.2 million for the nine months ended September 30, 2026 from $38.8 million for the nine months ended September 30, 2025. The decrease was primarily attributed to a reduction of $0.9 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026 and Fairmont Dallas in April 2025 as well as a $0.6 million reduction in insurance expense.

Current report

General and administrative expenses increased $1.7 million, or 19.0%, and $2.2 million, or 7.9%, to $10.5 million and $30.8 million for the three and nine months ended September 30, 2026 from $8.8 million and $28.5 million for the three and nine months ended September 30, 2025, respectively. This increase is primarily due to increases in employee related costs and professional fees as well as the write off of $0.7 million of accumulated offering costs associated with the prior Form S-3 shelf registration which expired in August 2026.

Current report

Gain on business interruption insurance was $0.5 million for the three and nine months ended September 30, 2025, which was attributed to insurance proceeds, net of license and management fees, for a portion of lost income related to two incidents which occurred in 2024.

Current report

Other operating expenses increased $6.8 million, or 473.6%, to $8.2 million for the nine months ended September 30, 2026 from $1.4 million compared to the nine months ended September 30, 2025. This increase was primarily due to non-recurring costs associated with operator transitions at, and the renaming of, four hotels.

Current report

Other income decreased $1.3 million, or 69.3%, to $0.6 million for the three months ended September 30, 2026 from $1.9 million for the three months ended September 30, 2025 primarily attributed to $1.1 million of insurance proceeds in excess of recognized losses in the prior year related to casualty losses at certain properties and a $0.7 million reduction in interest income, partially offset by a net $0.8 million non-recurring loss in the prior year at one property.

Current report

In August 2026, the Company and the Operating Partnership entered into an Equity Distribution Agreement (the “ATM Agreement”) with Jefferies LLC, Robert W. Baird & Co. Incorporated, BofA Securities, Inc., Credit Agricole Securities (USA) Inc., Fifth Third Securities, Inc., Goldman Sachs & Co. LLC, KeyBanc Capital Markets Inc., Regions Securities LLC and Truist Securities, Inc., as sales agents, principals and/or (except in the case of Fifth Third Securities, Inc.) forward sellers and certain of their affiliates as forward purchasers, pursuant to which the Company may offer and sell, from time to time, shares of its common stock having an aggregate gross sales price of up to $200 million. The ATM Agreement also contemplates that, in addition to the offering and sale of shares to or through the sales agents, the Company may enter into separate forward sale agreements with one of the forward purchasers. Prior to entry into the ATM Agreement, the Company terminated its former equity distribution agreement, dated March 2, 2018.

Current report

During the three months ended September 30, 2026, no shares were sold under the ATM Agreement and, as of September 30, 2026, $200 million of common stock remained available for issuance. No shares were sold under the prior equity distribution agreement during the three and nine months ended September 30, 2026 and 2025.

Current report

(1) During the nine months ended September 30, 2026, we recognized an impairment charge of $38.8 million related to the sale of Kimpton RiverPlace Hotel. This amount is included in impairment and other losses on the condensed consolidated statement of operations and comprehensive income (loss) for the period then ended.

Current report

(1) During the nine months ended September 30, 2026, we recognized an impairment charge of $38.8 million related to the sale of Kimpton RiverPlace Hotel. This amount is included in impairment and other losses on the condensed consolidated statement of operations and comprehensive income (loss) for the period then ended.
Removed paragraphs (15)

Previous report

Rooms revenues increased $12.7 million, or 4.0%, to $331.0 million for the six months ended June 30, 2026 from $318.4 million for the six months ended June 30, 2025 primarily driven by increases in occupancy and average daily rate as well as year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation. This increase is net of a reduction of $7.5 million attributed to the sale of Fairmont Dallas in April 2025.

Previous report

Other revenues decreased $0.5 million, or 1.9%, to $26.4 million for the three months ended June 30, 2026 from $26.9 million for the three months ended June 30, 2025 primarily due to a $0.4 million reduction in other revenues from cancellations and attrition for our comparable hotels as well as a $0.1 million reduction attributed to the sale of Fairmont Dallas in April 2025.

Previous report

Real estate taxes, personal property taxes and insurance expense increased $0.7 million, or 6.1%, to $12.7 million for the three months ended June 30, 2026 from $11.9 million for the three months ended June 30, 2025. The increase was primarily attributed to a $1.0 million decrease in real estate tax refunds, partially offset by a $0.2 million reduction in insurance expense.

Previous report

Ground lease expense decreased $0.5 million, or 35.6%, to $0.9 million for thesix months ended June 30, 2026 from $1.4 million forsix months ended June 30, 2025. The decrease was primarily attributed to the purchase of the fee simple interest in the land associated with the ground lease at Hyatt Regency Santa Clara in March 2025.

Previous report

General and administrative expenses increased $0.4 million, or 3.5%, and $0.6 million, or 2.9%, to $11.2 million and $20.3 million for the three and six months ended June 30, 2026 from $10.8 million and $19.7 million for the three and six months ended June 30, 2025, respectively. The increases were primarily attributed to an increase in employee related costs.

Previous report

Other income decreased $0.8 million, or 50.0%, to $0.8 million for the three months ended June 30, 2026 from $1.7 million for the three months ended June 30, 2025 primarily attributed to a reduction in interest income.

Previous report

Income tax expense decreased $0.3 million, or 23.0%, and $0.2 million, or 6.9%, to $1.1 million and $2.1 million for the three and six months ended June 30, 2026 from $1.4 million and $2.2 million for the three and six months ended June 30, 2025, respectively. The decreases are primarily attributed to lower projected state margins taxes when compared to the prior periods and the use of federal and state net operating loss carryforwards.

Previous report

We maintain an ATM program pursuant to the ATM Agreement. In accordance with the terms of the ATM Agreement, the Company may from time to time offer and sell shares of its common stock having an aggregate gross offering price of up to $200 million. No shares were sold under the ATM Agreement during the three and six months ended June 30, 2026. As of June 30, 2026, we had $200 million available for sale under the ATM Agreement.

Previous report

(1) During the three and six months ended June 30, 2026, we entered into an agreement to sell Kimpton RiverPlace Hotel. As of June 30, 2026, the property was classified as held for sale and we recorded an impairment loss of approximately $38.8 million as the carrying value exceeded the fair value net of selling costs.

Previous report

(1) During the three and six months ended June 30, 2026, we entered into an agreement to sell Kimpton RiverPlace Hotel. As of June 30, 2026, the property was classified as held for sale and we recorded an impairment loss of approximately $38.8 million as the carrying value exceeded the fair value net of selling costs.

Previous report

During the three and six months ended June 30, 2026, we entered into an agreement to sell the 85-room Kimpton RiverPlace Hotel, located in Portland, Oregon, for a sale price of $11.0 million. As of June 30, 2026, the property was classified as held for sale and we recorded an impairment loss of approximately $38.8 million as the carrying value exceeded the fair value net of selling costs. The sale closed on July 21, 2026. Net cash proceeds from the sale, after transaction closing costs, were $10.3 million.
Reworded paragraphs (43)

Previous wording

Xenia Hotels & Resorts, Inc. ("we", "us", "our", "Xenia" or the "Company") is a self-advised and self-administered REIT that invests in uniquely positioned luxury and upper upscale hotels and resorts with a focus on the top 25 lodging markets as well as key leisure destinations in the United States ("U.S."). As of June 30, 2026, we owned 30 hotels and resorts, comprising 8,868 rooms across 14 states. Our hotels are operated and/or licensed by industry leaders including Marriott, Hyatt, Kimpton, Fairmont, Loews, Hilton and Davidson.

Current wording

Xenia Hotels & Resorts, Inc. ("we", "us", "our", "Xenia" or the "Company") is a self-advised and self-administered REIT that invests in uniquely positioned luxury and upper upscale hotels and resorts with a focus on the top 25 lodging markets as well as key leisure destinations in the United States ("U.S."). As of September 30, 2026, we owned 29 hotels and resorts, comprising 8,783 rooms across 14 states. Our hotels are operated and/or licensed by industry leaders including Marriott, Hyatt, Kimpton, Fairmont, Loews, Hilton and Davidson.

Previous wording

The U.S. lodging industry historically exhibits a strong correlation to U.S. GDP, which increased at an estimated annual rate of approximately 1.5% during the second quarter of 2026, according to the U.S. Department of Commerce, compared an increase in the annual rate of approximately 2.1% during the first quarter of 2026. The increase during the second quarter of 2026 reflected increases in consumer spending, investment and exports, that were partially offset by a decrease in government spending and an increase in imports. In addition, the unemployment rate fell slightly to 4.2% in June 2026 compared to 4.3% in March 2026 and 4.4% in December 2025. We continue to monitor and evaluate the challenges associated with consumer confidence, inflationary pressures, changing interest rates, a potential domestic and/or global recession, global conflicts, trade disputes, and the evolving workforce and wage landscape. The impact of these potential challenges could negatively impact the Company’s operating results as well as its ability to consummate acquisitions and dispositions of hotel properties in the near term.

Current wording

The U.S. lodging industry historically exhibits a strong correlation to U.S. GDP, which increased at an estimated annual rate of approximately 3.4% during the third quarter of 2026, according to the U.S. Department of Commerce, compared to the increase in annual rate growth trend from the first and second quarters of 2026 of 2.5% and 2.2%, respectively. The increase during the third quarter of 2026 reflected increases in investment, consumer spending and government spending that were partially offset by a decrease in exports and an increase in imports. In addition, the unemployment rate remained flat at 4.2% in September 2026 compared to June 2026 and fell slightly compared to 4.3% in March 2026. We continue to monitor and evaluate the challenges associated with consumer confidence, inflationary pressures, changing interest rates, a potential domestic and/or global recession, global conflicts, trade disputes, and the evolving workforce and wage landscape. The impact of these potential challenges could negatively impact the Company’s operating results as well as its ability to consummate acquisitions and dispositions of hotel properties in the near term.

Previous wording

Demand increased 1.7% and 1.8% during the three and six months ended June 30, 2026, respectively. New hotel supply increased 0.4% and 0.5% during the same periods. An increase in ADR of 4.4% coupled with a 1.2% increase in occupancy led to an increase in industry RevPAR of 5.7% for the three months ended June 30, 2026 compared to the same period in 2025. An increase in ADR of 3.5% coupled with a 1.3% increase in occupancy led to an increase in industry RevPAR of 4.8% for the six months ended June 30, 2026 compared to the same period in 2025.

Current wording

Demand increased 3.1% and 2.2% during the three and nine months ended September 30, 2026, respectively. New hotel supply increased 0.4% and 0.4% during the same periods. An increase in ADR of 4.3% coupled with a 2.7% increase in occupancy led to an increase in industry RevPAR of 7.1% for the three months ended September 30, 2026 compared to the same period in 2025. An increase in ADR of 3.8% coupled with a 1.8% increase in occupancy led to an increase in industry RevPAR of 5.6% for the nine months ended September 30, 2026 compared to the same period in 2025.

Previous wording

RevPAR, which includes the results of hotels sold or acquired for the period of ownership by the Company, increased 7.3% and 8.2% to $206.54 and $206.24 for the three and six months ended June 30, 2026 compared to $192.51 and $190.59 for the three and six months ended June 30, 2025, respectively. The increase in RevPAR for the three and six months ended June 30, 2026 compared to the same periods in 2025 was driven primarily by increases in occupancy and average daily rate as well as year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation. Further, demand has continued to shift to a more traditional mix of leisure, business transient and group within our portfolio.

Current wording

RevPAR, which includes the results of hotels sold or acquired for the period of ownership by the Company, increased 12.4% and 9.4% to $184.86 and $199.07 for the three and nine months ended September 30, 2026 compared to $164.51 and $182.03 for the three and nine months ended September 30, 2025, respectively. The increase in RevPAR for the three and nine months ended September 30, 2026 compared to the same periods in 2025 was driven primarily by increases in occupancy and ADR as well as year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation of the hotel. Further, demand has continued to shift to a more traditional mix of leisure, business transient and group within our portfolio.

Previous wording

Net loss was $20.7 million for the three months ended June 30, 2026, a 135.4% decrease compared to net income of $58.6 million the three months ended June 30, 2025. The decrease was primarily attributed a $40.0 million gain on the sale of Fairmont Dallas in April 2025, a $38.5 million increase in impairment and other losses primarily attributed to Kimpton RiverPlace Hotel, a $2.1 million increase in other operating expenses, a $0.8 million reduction in other income, a $0.7 million reduction in hotel operating income attributed to the sale of Fairmont Dallas in April 2025 and a $0.4 million increase in general and administrative expenses. These amounts were partially offset by a $1.4 million reduction in interest expense, $0.8 million reduction in depreciation and amortization expense, a $0.7 million increase in hotel operating income for our 30-comparable hotels and a $0.3 million reduction in income tax expense.

Current wording

Net loss was $2.9 million for the three months ended September 30, 2026, compared to a net loss of $14.5 million for the three months ended September 30, 2025. The change was primarily attributed a $14.1 million increase in hotel operating income for our 29-comparable hotels, a $1.5 million reduction in interest expense and a $1.4 million reduction in depreciation and amortization expense. These amounts were partially offset by a $1.7 million increase in general and administrative expenses, a $1.5 million increase in other operating expenses, a $1.3 million reduction in other income, a $0.5 million reduction in gain on business interruption, a $0.3 million reduction in operating income attributed to the sale of Kimpton RiverPlace Hotel in July 2026 and a $0.1 million reduction in income tax benefit.

Previous wording

Net income was $0.5 million for the six months ended June 30, 2026, a 99.4% decreased compared to net income of $75.1 million for the six months ended June 30, 2025. The decrease was primarily attributed to a $40.0 million gain on the sale of Fairmont Dallas in April 2025, a $39.0 million increase in impairment and other losses primarily attributed to Kimpton RiverPlace Hotel, a $5.6 million reduction in hotel operating income attributed to the sale of Fairmont Dallas in April 2025, a $5.3 million increase in other operating expenses, a $1.9 million reduction in other income and a $0.6 million increase in general and administrative expenses. These amounts were partially offset by a $13.9 million increase in hotel operating income for our 30-comparable hotels, a $2.1 million reduction in depreciation and amortization expense, a $1.6 million reduction in interest expense and a $0.2 million reduction in income tax expense.

Current wording

Net loss was $2.4 million for the nine months ended September 30, 2026, compared to net income of $60.5 million for the nine months ended September 30, 2025. The change was primarily attributed to a $40.0 million gain on the sale of Fairmont Dallas in April 2025, a $39.0 million increase in impairment and other losses primarily attributed to the sale of Kimpton RiverPlace Hotel, a $6.8 million increase in other operating expenses, a $5.7 million reduction in hotel operating income attributed to the sale of Kimpton RiverPlace Hotel in July 2026 and Fairmont Dallas in April 2025, a $3.2 million reduction in other income, a $2.2 million increase in general and administrative expenses and a $0.5 million reduction in gain on business interruption. These amounts were partially offset by a $27.9 million increase in hotel operating income for our 29-comparable hotels, a $3.5 million reduction in depreciation and amortization expense, a $3.0 million reduction in interest expense and a $0.1 million reduction in income tax expense.

Previous wording

Adjusted EBITDAre attributable to common stock and unit holders for the three and six months ended June 30, 2026 decreased 1.8% and increased 4.6%, respectively, compared to the three and six months ended June 30, 2025, and Adjusted FFO attributable to common stock and unit holders increased 0.5% and 8.0% for the same periods. Refer to "Non-GAAP Financial Measures" for the definition of these financial measures, a description of the reasons we believe they are useful to investors as key supplemental measures of our operating performance and the reconciliation of these non-GAAP financial measures to net income attributable to common stock and unit holders.

Current wording

Adjusted EBITDAre attributable to common stock and unit holders increased $11.0 million, or 26.0%, and $18.0 million, or 9.2%, to $53.2 million and $212.7 million for the three and nine months ended September 30, 2026 from $42.2 million and $194.7 million for the three and nine months ended September 30, 2025, respectively. Adjusted FFO attributable to common stock and unit holders increased $12.4 million, or 55.8%, and $21.2 million, or 16.1%, to $34.6 million and $152.8 million for the three and nine months ended September 30, 2026 from $22.2 million and $131.6 million for the three and nine months ended September 30, 2025, respectively. Refer to "Non-GAAP Financial Measures" for the definition of these financial measures, a description of the reasons we believe they are useful to investors as key supplemental measures of our operating performance and the reconciliation of these non-GAAP financial measures to net income (loss) attributable to common stock and unit holders.

Previous wording

The following table sets forth certain operating information for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table sets forth certain operating information for the three and nine months ended September 30, 2026 and 2025:

Previous wording

(2) During the six months ended June 30, 2025, the Company sold one hotel with 545 rooms.

Current wording

(2) During the nine months ended September 30, 2026, the Company sold one hotel with 85 rooms. During the nine months ended September 30, 2025, the Company sold one hotel with 545 rooms.

Previous wording

Rooms revenues increased $8.2 million, or 5.2%, to $166.7 million for the three months ended June 30, 2026 from $158.5 million for the three months ended June 30, 2025 primarily driven by increases in occupancy and average daily rate as well as year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation. This increase is net of a reduction of $0.7 million attributed to the sale of Fairmont Dallas in April 2025.

Current wording

Rooms revenues increased $15.5 million, or 11.5%, to $149.7 million for the three months ended September 30, 2026 from $134.2 million for the three months ended September 30, 2025 primarily driven by increases in occupancy and ADR as well as year over year growth at Grand Hyatt Scottsdale Resort. This increase is net of a reduction of $1.2 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026.

Previous wording

Food and beverage revenues increased $0.3 million, or 0.3%, to $102.4 million for the three months ended June 30, 2026 from $102.2 million for the three months ended June 30, 2025 primarily driven by an increase in occupancy and year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation. This increase is net of a reduction of $0.7 million attributed to the sale of Fairmont Dallas in April 2025.

Current wording

Food and beverage revenues increased $10.8 million, or 13.8%, to $88.5 million for the three months ended September 30, 2026 from $77.8 million for the three months ended September 30, 2025 primarily driven by an increase in occupancy, year over year growth at Grand Hyatt Scottsdale Resort and growth in banquet and catering revenues resulting from strong group business demand. This increase is net of a reduction of $0.7 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026.

Previous wording

Food and beverage revenues increased $0.6 million, or 0.3%, to $207.5 million for the six months ended June 30, 2026 from $206.9 million for the six months ended June 30, 2025 primarily driven by an increase in occupancy, year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation and growth in banquets and catering resulting from strong group business demand. This increase is net of a reduction of $6.5 million attributed to the sale of Fairmont Dallas in April 2025.

Current wording

Food and beverage revenues increased $11.3 million, or 4.0%, to $296.0 million for the nine months ended September 30, 2026 from $284.7 million for the nine months ended September 30, 2025 primarily driven by an increase in occupancy, year over year growth at Grand Hyatt Scottsdale Resort and growth in banquet and catering revenues resulting from strong group business demand. This increase is net of a reduction of $7.3 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026 and Fairmont Dallas in April 2025.

Previous wording

Other revenues increased $1.2 million, or 2.3%, to $52.4 million for the six months ended June 30, 2026 from $51.3 million for the six months ended June 30, 2025 primarily due to increases in occupancy and ancillary fees as well as year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation. This increase is net of a reduction of $0.9 million attributed to the sale of Fairmont Dallas in April 2025.

Current wording

Other revenues increased $1.2 million, or 4.9%, to $25.6 million for the three months ended September 30, 2026 from $24.4 million for the three months ended September 30, 2025 primarily due to increases in occupancy and ancillary fees as well as year over year growth at Grand Hyatt Scottsdale Resort. This increase is net of a reduction of $0.3 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026.

Previous wording

Total hotel operating expenses increased $7.3 million, or 3.8%, to $198.2 million for the three months ended June 30, 2026 from $191.0 million for the three months ended June 30, 2025 due to an increase in occupancy as well as year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation partially offset by a reduction of $0.7 million attributed to the sale of Fairmont Dallas in April 2025.

Current wording

Total hotel operating expenses increased $14.2 million, or 8.0%, to $191.3 million for the three months ended September 30, 2026 from $177.1 million for the three months ended September 30, 2025 due to an increase in occupancy as well as year over year growth at Grand Hyatt Scottsdale Resort partially offset by a reduction of $1.8 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026.

Previous wording

Total hotel operating expenses increased $7.3 million, or 1.9%, to $393.8 million for the six months ended June 30, 2026 from $386.5 million for the six months ended June 30, 2025 due to an increase in occupancy as well as year over year growth at Grand Hyatt Scottsdale Resort due to continued ramp up in performance following the renovation partially offset by a reduction of $8.7 million attributed to the sale of Fairmont Dallas in April 2025.

Current wording

Total hotel operating expenses increased $21.5 million, or 3.8%, to $585.1 million for the nine months ended September 30, 2026 from $563.6 million for the nine months ended September 30, 2025 due to an increase in occupancy as well as year over year growth at Grand Hyatt Scottsdale Resort partially offset by a reduction of $10.7 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026 and Fairmont Dallas in April 2025.

Previous wording

Depreciation and amortization expense decreased $2.1 million, or 3.2%, to $63.7 million for the six months ended June 30, 2026 from $65.8 million for the six months ended June 30, 2025. The decrease was primarily attributed to fully depreciated assets during the comparable period partially offset by the timing of new assets being placed into service as well as the sale of Fairmont Dallas in April 2025.

Current wording

Depreciation and amortization expense decreased $1.4 million, or 4.2%, to $31.2 million for the three months ended September 30, 2026 from $32.6 million for the three months ended September 30, 2025. The decrease was primarily attributed to fully depreciated assets during the comparable period partially offset by the timing of new assets being placed into service as well as the sale of Kimpton RiverPlace Hotel in July 2026.

Previous wording

Depreciation and amortization expense decreased $0.8 million, or 2.5%, to $31.8 million for the three months ended June 30, 2026 from $32.6 million for the three months ended June 30, 2025. The decrease was primarily attributed to fully depreciated assets during the comparable period partially offset by the timing of new assets being placed into service.

Current wording

Depreciation and amortization expense decreased $3.5 million, or 3.5%, to $94.9 million for the nine months ended September 30, 2026 from $98.4 million for the nine months ended September 30, 2025. The decrease was primarily attributed to fully depreciated assets during the comparable period partially offset by the timing of new assets being placed into service as well as the sale of Kimpton RiverPlace Hotel in July 2026 and Fairmont Dallas in April 2025.

Previous wording

Real estate taxes, personal property taxes and insurance expense decreased $0.8 million, or 2.9%, to $24.9 million for the six months ended June 30, 2026 from $25.7 million for the six months ended June 30, 2025. The decrease was primarily attributed to a reduction of $0.7 million attributed to the sale of Fairmont Dallas in April 2025 and a $0.5 million reduction in insurance expense, partially offset by a $0.6 million decrease in real estate tax refunds.

Current wording

Real estate taxes, personal property taxes and insurance expense decreased $0.8 million, or 5.9%, to $12.3 million for the three months ended September 30, 2026 from $13.1 million for the three months ended September 30, 2025. The decrease was primarily attributed to a $0.4 million increase in real estate tax refunds, a $0.2 million reduction in insurance expense and a reduction of $0.1 million attributed to the sale of Kimpton RiverPlace Hotel in July 2026.

Previous wording

Other operating expenses increased $2.1 million, or 922.8%, and $5.3 million, or 494.6%, to $2.3 million and $6.4 million for the three and six months ended June 30, 2026 from $0.2 million and $1.1 million compared to the three and six months ended June 30, 2025, respectively. The increases were primarily due to non-recurring costs associated with an operator transition at four hotels and an increase in pre-opening expenses.

Current wording

Other operating expenses increased $1.5 million, or 409.9%, to $1.8 million for the three months ended September 30, 2026 from $0.4 million compared to the three months ended September 30, 2025. This increase was primarily due to non-recurring costs associated with operator transitions at, and the renaming of, four hotels.

Previous wording

During the three and six months ended June 30, 2026, we entered into an agreement to sell the 85-room Kimpton RiverPlace Hotel for a sale price of $11.0 million. As of June 30, 2026, the property was classified as held for sale and we recorded an impairment loss of approximately $38.8 million as the carrying value exceeded the fair value net of selling costs. Additionally, for the six months ended June 30, 2026, the Company expensed $0.5 million of repair and clean up costs related to property damage sustained at certain properties.

Current wording

During the nine months ended September 30, 2026, the Company sold the 85-room Kimpton RiverPlace Hotel for a sale price of $11.0 million resulting in an impairment loss of approximately $38.8 million. Additionally, for the nine months ended September 30, 2026, the Company expensed $0.5 million of repair and clean up costs related to property damage sustained at certain properties.

Previous wording

The gain on sale of investment properties for the three and six months ended June 30, 2025 was attributed to the sale of Fairmont Dallas in April 2025.

Current wording

The gain on sale of investment properties for the nine months ended September 30, 2025 was attributed to the sale of Fairmont Dallas in April 2025.

Previous wording

Other income decreased $1.9 million, or 44.4%, to $2.4 million for the six months ended June 30, 2026 from $4.3 million for the six months ended June 30, 2025 primarily attributed to the prior year recognition of a $1.1 million net gain related to the write off of the right-of-use asset and lease liability resulting from the purchase of the fee simple interest in the land associated with the ground lease at Hyatt Regency Santa Clara, a $1.1 million reduction interest income and $0.5 million of insurance proceeds in excess of recognized losses in the prior year related to a casualty loss at one property. These amounts were partially offset by a $0.6 million non-recurring gain at one property.

Current wording

Other income decreased $3.2 million, or 52.0%, to $3.0 million for the nine months ended September 30, 2026 from $6.1 million for the nine months ended September 30, 2025 primarily attributed to a $1.8 million reduction in interest income, $1.6 million of insurance proceeds in excess of recognized losses in the prior year related to casualty losses at certain properties and the prior year recognition of a $1.1 million net gain related to the write off of the right-of-use asset and lease liability resulting from the purchase of the fee simple interest in the land associated with the ground lease at Hyatt Regency Santa Clara. These amounts were partially offset by a net $0.8 million non-recurring loss in the prior year and a $0.6 million non-recurring gain in the current year at one property.

Previous wording

Interest expense decreased $1.4 million, or 6.4%, and $1.6 million, or 3.6%, to $20.5 million and $41.4 million for the three and six months ended June 30, 2026 from $21.9 million and $43.0 million for the three and six months ended June 30, 2025, respectively. The decreases were primarily due to lower average outstanding mortgage loan debt and lower interest rates on variable debt.

Current wording

Interest expense decreased $1.5 million, or 6.8%, and $3.0 million, or 4.7%, to $20.3 million and $61.8 million for the three and nine months ended September 30, 2026 from $21.8 million and $64.8 million for the three and nine months ended September 30, 2025, respectively. The decreases were primarily due to lower average outstanding mortgage loan debt and lower interest rates on variable debt.

Previous wording

As of June 30, 2026, we had $112.4 million of consolidated cash and cash equivalents and $83.7 million of restricted cash and escrows. The restricted cash as of June 30, 2026 primarily consisted of $77.6 million related to FF&E reserves as required per the terms of our management and franchise agreements, $5.8 million in deposits made for capital projects and cash held in restricted escrows of $0.4 million primarily for real estate taxes and mortgage escrows.

Current wording

As of September 30, 2026, we had $161.4 million of consolidated cash and cash equivalents and $84.9 million of restricted cash and escrows. The restricted cash as of September 30, 2026 primarily consisted of $78.1 million related to FF&E reserves as required per the terms of our management and franchise agreements, $5.7 million in deposits made for capital projects, cash held in restricted escrows of $0.7 million primarily for real estate taxes and mortgage escrows and $0.4 million for escrow holdbacks.

Previous wording

As of June 30, 2026, our outstanding total debt was $1.4 billion and had a weighted-average interest rate of 5.49%.

Current wording

As of September 30, 2026, our outstanding total debt was $1.4 billion and had a weighted-average interest rate of 5.55%.

Previous wording

In February 2026, the Company repaid in full with cash on hand the $51.8 million outstanding balance on the mortgage loan collateralized by Grand Bohemian Hotel Orlando, Autograph Collection.

Current wording

In February 2026, the Company repaid in full with cash on hand the $51.8 million outstanding balance on the mortgage loan collateralized by Hotel Beauden, Autograph Collection.

Previous wording

In March 2026 and June 2026, the Company repaid with cash on hand $6.3 million and $5.2 million, respectively, of the outstanding balance on the mortgage loan collateralized by Andaz Napa.

Current wording

During the nine months ended September 30, 2026, the Company repaid with cash on hand $11.5 million of the outstanding balance on the mortgage loan collateralized by Andaz Napa.

Previous wording

In March 2026 and June 2026, the Company reduced the notional amount on the interest rate swap in connection with the paydowns of the mortgage loan collateralized by Andaz Napa and, as a result, we had one interest rate swap with an aggregate notional amount of $42.0 million as of June 30, 2026. This swap fixes the variable interest rate on one mortgage loan for a portion of the term.

Current wording

During the nine months ended September 30, 2026, the Company reduced the notional amount on the interest rate swap in connection with the paydown of the mortgage loan collateralized by Andaz Napa and, as a result, we had one interest rate swap with an aggregate notional amount of $41.7 million as of September 30, 2026. This swap fixes the variable interest rate on one mortgage loan for a portion of the term.

Previous wording

No shares were purchased as part of the Repurchase Program during the six months ended June 30, 2026. During the three and six months ended June 30, 2025, 2,948,912 and 5,682,061 shares were repurchased under the Repurchase Program, at a weighted-average price of $12.10 and $12.58 per share for an aggregate purchase price of $35.7 million and $71.5 million, respectively. As of June 30, 2026, the Company had approximately $97.5 million remaining under its share repurchase authorization.

Current wording

No shares were purchased as part of the Repurchase Program during the nine months ended September 30, 2026. During the three and nine months ended September 30, 2025, 974,645 and 6,656,706 shares were repurchased under the Repurchase Program, at a weighted-average price of $12.66 and $12.59 per share for an aggregate purchase price of $12.3 million and $83.8 million, respectively. As of September 30, 2026, the Company had approximately $97.5 million remaining under its share repurchase authorization.

Previous wording

As of June 30, 2026 and December 31, 2025, we had a total of $77.6 million and $70.3 million, respectively, of FF&E reserves. During the three and six months ended June 30, 2026, we made total capital expenditures of $15.4 million and $30.6 million, respectively, and during three and six months ended June 30, 2025, we made total capital expenditures of $18.5 million and $50.8 million, respectively.

Current wording

As of September 30, 2026 and December 31, 2025, we had a total of $78.1 million and $70.3 million, respectively, of FF&E reserves. During the three and nine months ended September 30, 2026, we made total capital expenditures of $16.4 million and

Previous wording

As of June 30, 2026, we had various contracts outstanding with third-parties in connection with the renovation of certain of our hotel properties. The remaining commitments under these contracts as of June 30, 2026 totaled $12.1 million.

Current wording

As of September 30, 2026, we had various contracts outstanding with third-parties in connection with the renovation of certain of our hotel properties. The remaining commitments under these contracts as of September 30, 2026 totaled $12.4 million.

Previous wording

Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025

Current wording

Comparison of the Nine Months Ended September 30, 2026 to the Nine Months Ended September 30, 2025

Previous wording

•Cash provided by operating activities was $96.5 million and $91.1 million for the six months ended June 30, 2026 and 2025, respectively. Cash flows from operating activities generally consist of the net cash generated by our hotel operations, partially offset by the cash paid for interest, corporate expenses and other working capital changes. Our cash flows from operating activities may also be affected by changes in our portfolio resulting from hotel acquisitions, dispositions or from disruption and subsequent improvements resulting from renovations. The net increase to cash provided by operating activities during the six months ended June 30, 2026 was primarily due to the timing of working capital transactions. Refer to the "Results of Operations" section for further discussion of our operating results for the three and six months ended June 30, 2026 and 2025.

Current wording

•Cash provided by operating activities was $167.0 million and $155.1 million for the nine months ended September 30, 2026 and 2025, respectively. Cash flows from operating activities generally consist of the net cash generated by our hotel operations, partially offset by cash paid for interest, corporate expenses and other working capital changes. Our cash flows from operating activities may also be affected by changes in our portfolio resulting from hotel acquisitions, dispositions or from disruption and subsequent improvements resulting from renovations. The net increase to cash provided by operating activities during the nine months ended September 30, 2026 was primarily due to an increase in operating income from our 29-comparable hotels. Refer to the "Results of Operations" section for further discussion of our operating results for the three and nine months ended September 30, 2026 and 2025.

Previous wording

•Cash used in investing activities was $30.6 million for the six months ended June 30, 2026 and was attributed to capital improvements at our hotel properties.

Current wording

•Cash used in investing activities was $36.7 million for the nine months ended September 30, 2026 and was attributed to $47.0 million in capital improvements at our hotel properties, partially offset by proceeds of $10.3 million from the sale of Kimpton RiverPlace Hotel.

Previous wording

•Cash provided by investing activities was $27.5 million for the six months ended June 30, 2025 and was attributed to net proceeds of $101.4 million from the sale of Fairmont Dallas and $2.4 million of proceeds from property insurance, partially offset by $50.8 million in capital improvements at our hotel properties and $25.4 million for the purchase of the fee simple interest in the land associated with the ground lease at Hyatt Regency Santa Clara.

Current wording

•Cash provided by investing activities was $8.7 million for the nine months ended September 30, 2025 and was attributed to net proceeds of $101.4 million from the sale of Fairmont Dallas and $3.5 million of proceeds from property insurance, partially offset by $70.7 million in capital improvements at our hotel properties and $25.4 million for the purchase of the fee simple interest in the land associated with the ground lease at Hyatt Regency Santa Clara.

Previous wording

•Cash used in financing activities was $92.9 million for the six months ended June 30, 2026 and was attributed to (i) the payoff of mortgage debt totaling $63.4 million, (ii) the payment of $26.8 million in dividends and dividend equivalents, (iii) principal payments of mortgage debt totaling $1.9 million and (iv) shares redeemed to satisfy tax withholding on vested share-based compensation of $0.8 million.

Current wording

•Cash used in financing activities was $107.1 million for the nine months ended September 30, 2026 and was attributed to (i) the payoff of mortgage debt totaling $63.4 million, (ii) the payment of $40.2 million in dividends and dividend equivalents, (iii) principal payments of mortgage debt totaling $2.7 million and (iv) shares redeemed to satisfy tax withholding on vested share-based compensation of $0.8 million.

Previous wording

•Cash used in financing activities was $11.2 million for the six months ended June 30, 2025 and was attributed to (i) the repurchase of common stock totaling $71.5 million, (ii) the payment of $26.7 million in dividends and dividend equivalents, (iii) the repayment of the Revolving Credit Facility of $20.0 million, (iv) principal payments of mortgage debt totaling $2.2 million, (v) shares redeemed to satisfy tax withholding on vested share-based compensation of $0.6 million and (vi) the redemption of Operating Partnership Units for cash of $0.3 million, partially offset by the proceeds from the 2024 Delayed Draw Term Loan of $100.0 million and proceeds from a $10.0 million draw on the Revolving Credit Facility.

Current wording

•Cash used in financing activities was $38.5 million for the nine months ended September 30, 2025 and was attributed to (i) the repurchase of common stock totaling $83.8 million, (ii) the payment of $40.5 million in dividends and dividend equivalents, (iii) the repayment of the Revolving Credit Facility of $20.0 million, (iv) principal payments of mortgage debt totaling $3.3 million, (v) shares redeemed to satisfy tax withholding on vested share-based compensation of $0.6 million and (vi) the redemption of Operating Partnership Units for cash of $0.3 million, partially offset by the proceeds from the 2024 Delayed Draw Term Loan of $100.0 million and proceeds from a $10.0 million draw on the Revolving Credit Facility.

Previous wording

The following is a reconciliation of net income (loss) to EBITDA, EBITDAre and Adjusted EBITDAre attributable to common stock and unit holders for the three and six months ended June 30, 2026 and 2025 (in thousands):

Current wording

The following is a reconciliation of net income (loss) to EBITDA, EBITDAre and Adjusted EBITDAre attributable to common stock and unit holders for the three and nine months ended September 30, 2026 and 2025 (in thousands):

Previous wording

(2) During the six months ended June 30, 2025, we recorded $0.5 million of insurance proceeds in excess of recognized losses related to a casualty loss at one property. This amount is included in other income on the condensed consolidated statement of operations and comprehensive income for the period then ended.

Current wording

(2) During the three and nine months ended September 30, 2025, we recorded $1.1 million and $1.6 million, respectively, of insurance proceeds in excess of recognized losses related to casualty losses at certain properties. These amounts are included in other income on the condensed consolidated statements of operations and comprehensive income (loss) for the periods then ended.

Previous wording

(3) Includes adjustments for costs associated with an operator transition at four hotels, pre-opening expenses, repair and clean up costs related to property damage and other non-recurring items.

Current wording

(3) Includes adjustments for pre-opening expenses, repair and clean up costs related to property damage and other non-recurring items. For the period ended September 30, 2026, also includes costs associated with operator transitions at, and the renaming of, four hotels.

Showing the first 40 of 43 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

$47.0 million, respectively, and during three and nine ended September 30, 2025, we made total capital expenditures of $19.9 million and $70.7 million, respectively.