v3.26.1
Indebtedness, net
 12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
Indebtedness, net Indebtedness, net
Indebtedness consisted of the following (in thousands):
December 31, 2025December 31, 2024
IndebtednessCollateralMaturity
Interest Rate
Debt Balance
Book Value of Collateral
Debt Balance
Book Value of Collateral
Mortgage loan (2)
2hotelsFebruary 20254.45 %$— $— $25,882 $38,627 
Mortgage loan (3)
1hotelMarch 20254.66 %21,971 22,146 22,132 40,276 
Mortgage loan (2)
4hotelsJune 2025
SOFR(1) +
4.03 %— — 143,877 122,603 
Mortgage loan (2)
4hotelsJune 2025
SOFR(1) +
4.29 %— — 159,424 62,801 
Mortgage loan (2)
5hotelsJune 2025
SOFR(1) +
3.02 %— — 109,473 151,592 
Mortgage loan (4)
1hotelDecember 2025
SOFR(1) +
4.00 %— — 37,000 63,633 
Term loan (5)
EquityJanuary 202614.00 %— — 44,722 — 
Mortgage loan (6)
18hotelsJanuary 2026
SOFR(1) +
4.15 %733,625 771,949 862,027 881,867 
Mortgage loan (7)
8hotelsFebruary 2026
SOFR(1) +
3.28 %325,000 222,776 325,000 235,655 
Mortgage loan (8)
1hotelFebruary 2026
SOFR(1) +
2.85 %12,330 20,699 12,330 21,565 
Mortgage loan (9)
14hotelsMarch 2026
SOFR(1) +
3.83 %341,203 198,713 409,750 232,485 
Mortgage loan (10)
2hotelsMay 2026
SOFR(1) +
4.00 %98,450 104,086 98,450 139,244 
Mortgage loan (2)
16hotelsFebruary 2027
SOFR(1) +
4.37 %580,000 420,162 — — 
Mortgage loan (11)
1hotelSeptember 2027
SOFR(1) +
2.26 %218,100 142,041 267,200 148,488 
Mortgage loan (12)
1hotelNovember 2027
SOFR(1) +
4.75 %121,500 75,011 121,500 77,165 
Mortgage loan 4hotelsDecember 20288.51 %30,200 32,198 30,200 35,792 
Preferred investment (13)
1hotelMay 202911.14 %88,845 — — — 
Bridge loan (14) (15)
1hotelSeptember 20257.75 %— — 20,898 — 
Construction loan (14)
1hotelMay 203311.26 %15,660 77,229 15,785 93,219 
Total indebtedness$2,586,884 $2,087,010 $2,705,650 $2,345,012 
Premiums (discounts), net301 331 
Capitalized default interest and late charges2,346 36 
Deferred loan costs, net(24,103)(8,459)
Embedded debt derivative (5)
— 29,099 
Indebtedness, net$2,565,428 $2,726,657 
Indebtedness, net related to assets held for sale (6)
1hotel
August 2025
SOFR(1) +
3.91 %— 97,368 
Indebtedness, net related to assets held for sale (9)
2
hotels
March 2026
SOFR(1) +
3.83 %38,820 — 
$2,526,608 $2,629,289 
_____________________________
(1)    SOFR rates were 3.69% and 4.33% at December 31, 2025 and December 31, 2024, respectively.
(2)    On February 12, 2025, this mortgage loan was refinanced into a new $580.0 million mortgage loan. The new mortgage loan is interest only and bears interest at a rate of SOFR + 4.37%, has a two-year initial term, and has three one-year extension options, subject to the satisfaction of certain conditions.
(3)    As of December 31, 2025, this mortgage loan was in default under the terms and conditions of the mortgage loan agreement. Default interest of 5.00% was accrued in addition to the stated interest rate, in accordance with the terms of the mortgage loan agreement, and is reflected in the Company’s consolidated balance sheet and statement of operations.
(4)    On December 18, 2025, we repaid this mortgage loan in conjunction with the sale of Le Pavillon. See note 5.
(5)    On February 12, 2025, we repaid this term loan including the $30.0 million exit fee.
(6)    In January 2025, this mortgage loan was paid down $118.4 million in conjunction with the sale of the Courtyard Boston Downtown. On July 30, 2025, this mortgage loan was amended. Terms of the amendment included a $10.0 million principal paydown, extending the current maturity date to January 2026, and adding one six-month extension option, subject to the satisfaction of certain conditions. The six-month extension period began in January 2026, and included a $10.0 million principal paydown and increased the interest rate to SOFR + 4.41%.
(7)    This mortgage loan has six one-year extension options, subject to satisfaction of certain conditions. The sixth one-year extension period began in February 2025, subject to satisfaction of certain conditions which must be completed by February 9, 2026. On February 9, 2026, this mortgage loan went into default under the terms and conditions of the mortgage loan agreement and began incurring default interest of 5.00% in addition to the stated interest rate, in accordance with the terms and conditions of the mortgage loan agreement.
(8)     On February 24, 2025, we amended this mortgage loan. Terms of the amendment included extending the current maturity date to February 2026, and adding one one-year extension option, subject to satisfaction of certain conditions. The one-year extension period began in February 2026.
(9)     On April 9, 2025, this mortgage loan was amended. Terms of the amendment included extending the maturity date to March 2026, and adding two one-year extension options, subject to the satisfaction of certain conditions. In August 2025, this mortgage loan was paid down $31.4 million in conjunction with the sales of the Residence Inn Evansville and the Hilton Houston NASA Clear Lake. In October 2025, this mortgage loan was paid down an additional $37.1 million in conjunction with the sale of the Residence Inn San Diego Sorrento Mesa. Subsequent to December 31, 2025, this mortgage loan was paid down $111.1 million in conjunction with the sales of the Hilton St. Petersburg Bayfront, the Embassy Suites Austin and the Embassy Suites Houston. Additionally, in March of 2026, we exercised the first one-year extension option.
(10)     This mortgage loan has two one-year extension options, subject to satisfaction of certain conditions. This mortgage loan has a SOFR floor of 0.50%. Subsequent to December 31, 2025, we paid down $56.0 million in principal on this mortgage loan in conjunction with the sale of the La Posada de Santa Fe.
(11)     On September 9, 2025, we amended this mortgage loan. Terms of the amendment included a principal reduction to $218.1 million, a reduction in the interest rate to SOFR + 2.26%, extending the current maturity to September 2027, and adding three, one-year extension options, subject to satisfaction of certain conditions.
(12)    This mortgage loan has two one-year extension options, subject to satisfaction of certain conditions. This mortgage loan has a SOFR floor of 2.75%.
(13)    On May 8, 2025, we received $35.0 million in return for a preferred equity investment in the Renaissance Hotel in Nashville, Tennessee. The holder was entitled to a preferred return of 14.0% per annum. On September 9, 2025, we received an additional $53.0 million increasing the preferred equity investment in the property and the return on the preferred equity investment was decreased from 14.0% per annum to 11.14% per annum. The investment is mandatorily redeemable on May 10, 2029 and is recorded within indebtedness, net in the Company’s consolidated balance sheet as required under GAAP.
(14)    This loan is associated with 815 Commerce Managing Member, LLC. See discussion in notes 2 and 8.
(15)    On August 14, 2025, we repaid this bridge loan.
We recognized net premium (discount) amortization as presented in the table below (in thousands):
Year Ended December 31,
Line Item202520242023
Interest expense and amortization of discounts and loan costs$29 $(913)$(18,684)
The amortization of the net premium (discount) is computed using a method that approximates the effective interest method.
During the year ended December 31, 2025, the Company capitalized $14.1 million of default interest and late charges related to our Highland Pool mortgage loan and Morgan Stanley Pool mortgage loan upon the refinancing of the loans. The amount of the capitalized principal that was amortized during the year ended December 31, 2025 was $11.4 million,
During the years ended December 31, 2021 and 2020, the Company entered into forbearance and other agreements which were evaluated to be considered troubled debt restructurings due to terms that allowed for deferred interest and the forgiveness of default interest and late charges. The amount of capitalized principal that was amortized during the years ended December 31, 2024 and 2023 was $352,000 and $7.8 million, respectively.
All accrued default interest and late charges were capitalized into the principal balance and are amortized over the remaining initial term of the mortgage loans using the effective interest method. The amount of capitalized principal that was written off during the years ended December 31, 2025, 2024 and 2023 was $333,000, $8,000, and $151,000, respectively. These amounts are included as a reduction to “interest expense and amortization of discounts and loan costs” in the consolidated statements of operations.
Amendments to the Oaktree Credit Agreement
On June 21, 2023, the Company and Ashford Trust OP (the “Borrower”), an indirect subsidiary of the Company, entered into Amendment No. 2 to the Credit Agreement (“Amendment No. 2”) with certain funds and accounts managed by Oaktree Capital Management, L.P. (the “Lenders”) and Oaktree Fund Administration, LLC.
On March 11, 2024, we entered into Amendment No. 3 to the Oaktree Credit Agreement which, among other items, (i) extended the Credit Agreement to January 15, 2026, (ii) removed the $50 million minimum cash requirement, (iii) removed the 3% increase in the interest rate if cash is below $100 million, (iv) removed the provision in which a default under mortgage indebtedness is a default under the Credit Agreement, and (v) increased the interest rate by 3.5% if the principal balance is not less than $100 million as of September 30, 2024 or not fully repaid by March 31, 2025. On February 12, 2025, we repaid the outstanding balance on the Oaktree Credit Agreement and the associated $30.0 million exit fee.
Derecognition of Assets
The KEYS mortgage loans were entered into on June 13, 2018, each of which had a two-year initial term and five one-year extension options. In order to qualify for a one-year extension in June of 2023, each KEYS loan pool was required to achieve a certain debt yield test. The Company extended its KEYS Pool C loan with a paydown of approximately $62.4 million, its KEYS Pool D loan with a paydown of approximately $25.6 million, and its KEYS Pool E loan with a paydown of approximately $41.0 million. On July 7, 2023, the Company elected not to make the required paydowns to extend its KEYS Pool A loan, KEYS Pool B loan and KEYS Pool F loan thereby defaulting on such loans.
On November 29, 2023, the Company completed the deed in lieu of foreclosure transaction for the transfer of ownership of the KEYS Pool F $215.1 million mortgage to the mortgage lender.
On March 1, 2024, the Company received notice that the hotel properties that secured the KEYS Pool A and KEYS Pool B loans have been transferred to a court-appointed receiver. Below is a summary of the hotel properties that secured the KEYS Pool A and Pool B loans:
KEYS A Loan Pool
Courtyard Columbus Tipton Lakes – Columbus, IN
Courtyard Old Town – Scottsdale, AZ
Residence Inn Hughes Center – Las Vegas, NV
Residence Inn Phoenix Airport – Phoenix, AZ
Residence Inn San Jose Newark – Newark, CA
SpringHill Suites Manhattan Beach – Hawthorne, CA
SpringHill Suites Plymouth Meeting – Plymouth Meeting, PA
KEYS B Loan Pool
Courtyard Basking Ridge – Basking Ridge, NJ
Courtyard Newark Silicon Valley – Newark, CA
Courtyard Oakland Airport – Oakland, CA
Courtyard Plano Legacy Park – Plano, TX
Residence Inn Plano – Plano, TX
SpringHill Suites BWI Airport – Baltimore, MD
TownePlace Suites Manhattan Beach – Hawthorne, CA
We derecognized the hotel properties that secured the KEYS Pool A and KEYS Pool B loans from our consolidated balance sheet in March 2024, when the receiver took control of the hotel properties and, accordingly, recognized a gain of $133.9 million, which is included in “gain (loss) on derecognition of assets” in our consolidated statements of operations for the three months ended March 31, 2024. We recorded a contract asset of $378.2 million as of March 31, 2024, which represented the liabilities from which we expect to be released upon final resolution with the lenders on the KEYS Pool A and KEYS Pool B mortgage loans in exchange for the transfer of ownership of the respective hotel properties.
Subsequent to March 31, 2024, we recognized an additional gain of $33.3 million, which is included in “gain (loss) on derecognition of assets” in our consolidated statement of operations that increased the contract asset by a corresponding amount. The additional gain primarily represents the additional accrued interest expense recorded through December 31, 2024. In total for the year ended December 31, 2024, we recognized a gain of $167.2 million.
On July 2, 2024, the Courtyard Plano Legacy Park and the Residence Inn Plano were foreclosed on at a public auction. Additionally, on November 4, 2024, the receiver appointed for the KEYS Pool A and KEYS Pool B mortgage loans transferred the Courtyard Columbus Tipton Lakes to a third-party purchaser. As a result, the contract asset and corresponding indebtedness associated with hotels in receivership and accrued interest associated with hotels in receivership were reduced by $45.0 million for the amounts attributable to each hotel as of December 31, 2024.
For the year ended December 31, 2025, we recognized an additional gain of $39.1 million, which was included in “gain (loss) on derecognition of assets” in our consolidated statement of operations that increased the contract asset by a corresponding amount. The KEYS Pool A and the KEYS Pool B mortgage loans, as well as all accrued and unpaid interest, default charges and late fees will remain liabilities until final resolution with the lenders is concluded, and thus are included in “indebtedness associated with hotels in receivership” and “accrued interest associated with hotels in receivership” on our consolidated balance sheets.
On June 25, 2025 and December 22, 2025, the receiver appointed for the KEYS Pool A and KEYS Pool B mortgage loans transferred the Courtyard Oakland and SpringHill Suites BWI Airport to a third-party purchaser. As a result, the contract asset and corresponding indebtedness associated with hotels in receivership and accrued interest associated with hotels in receivership were reduced by $50.6 million for the amounts attributable to each hotel as of December 31, 2025.
On March 4, 2026, the receiver appointed for the KEYS Pool A and KEYS Pool B mortgage loans transferred the SpringHill Suites Plymouth Meeting to a third-party purchaser.
Other
In June 2024, the Company was informed by its lender that the lender intended to exercise remedies for the maturity default on the Ashton hotel in Fort Worth, Texas, which secured the Company’s $8.9 million mortgage loan. The Company and the lender agreed to a deed-in-lieu of foreclosure, which was completed on July 16, 2024.
In conjunction with the development of the Le Meridien in Fort Worth, Texas, which was consolidated as of May 31, 2023, the Company recorded $3.7 million and $3.0 million of capitalized interest, respectively, for the years ended December 31, 2024 and 2023. These amounts are included in “investment in hotel properties, net” in our consolidated balance sheets. The hotel opened on August 29, 2024.
On March 6, 2025, the $22.1 million non-recourse mortgage loan secured by the Hilton Santa Cruz Scotts Valley reached final maturity and was not repaid, resulting in a default under the terms and conditions of the mortgage loan agreement.
We have extension options relating to certain property-level loans that will permit us to extend the maturity date of our loans if certain conditions are satisfied at the respective extension dates, including the achievement of debt yield targets required in order to extend such loans. To the extent we decide to extend the maturity date of the debt outstanding under the loans, we may be required to prepay a significant amount of the loans in order to meet the required debt yield.
If we violate covenants in our debt agreements, we could be required to repay all or a portion of our indebtedness before maturity at a time when we might be unable to arrange financing for such repayment on attractive terms, if at all. As of December 31, 2025, we were in compliance with all covenants related to mortgage loans, except where noted above. The assets of certain of our subsidiaries are pledged under non-recourse indebtedness and are not available to satisfy the debts and other obligations of Ashford Trust or Ashford Trust OP, our operating partnership, and the liabilities of such subsidiaries do not constitute the obligations of Ashford Trust or Ashford Trust OP.
With respect to upcoming maturities, no assurances can be given that we will be able to refinance our upcoming maturities. Additionally, no assurances can be given that we will obtain additional financings or, if we do, what the amount and terms will be. Our failure to obtain future financing under favorable terms could adversely impact our ability to execute our business strategy or may result in lender foreclosure.
Maturities and scheduled amortizations of indebtedness as of December 31, 2025 for each of the five following years and thereafter are as follows (in thousands), excluding extension options:
2026$1,532,727 
2027919,766 
202830,381 
202989,054 
2030233 
Thereafter14,723 
Total$2,586,884