Indebtedness, net

3 Months Ended

Mar. 31, 2026

Indebtedness, net consisted of the following (in thousands):


							March 31, 2026		December 31, 2025
Indebtedness	Collateral		Maturity	Interest Rate			Debt Balance			Debt Balance


Mortgage loan (2)	1	hotel	March 2025		4.66	%	$	21,971		$	21,971
Mortgage loan (2)	8	hotels	February 2026	SOFR(1) +	3.28	%	325,000			325,000
Mortgage loan (3)	2	hotels	May 2026	SOFR(1) +	4.00	%	—			98,450
Mortgage loan (4)	18	hotels	July 2026	SOFR(1) +	4.41	%	723,625			733,625
Mortgage loan (5)	1	hotel	February 2027	SOFR(1) +	2.85	%	12,330			12,330
Mortgage loan (6)	16	hotels	February 2027	SOFR(1) +	4.37	%	580,000			580,000
Mortgage loan (7)	11	hotels	March 2027	SOFR(1) +	4.82	%	231,340			341,203
Mortgage loan (6)	1	hotel	September 2027	SOFR(1) +	2.26	%	218,100			218,100
Mortgage loan (8)	1	hotel	November 2027	SOFR(1) +	4.75	%	121,500			121,500
Mortgage loan	4	hotels	December 2028		8.51	%	30,200			30,200
Preferred investment (9)	1	hotel	May 2029		11.14	%	89,068			88,845
Construction loan (10)	1	hotel	May 2033		11.26	%	15,619			15,660
















Total indebtedness							$	2,368,753		$	2,586,884
Premiums (discounts), net							291			301
Capitalized default interest and late charges							—			2,346
Deferred loan costs, net							(19,898)			(24,103)

Indebtedness, net							$	2,349,146		$	2,565,428

Indebtedness, net related to assets held for sale (7)	2	hotels	March 2026	SOFR(1) +	3.83	%	—			38,820
Indebtedness, net related to assets held for sale (7)	2	hotels	March 2027	SOFR(1) +	4.82	%	29,720			—
Indebtedness, net related to assets held for sale (4)	1	hotel	July 2026	SOFR(1) +	4.41	%	32,263			—
							$	2,287,163		$	2,526,608

_____________________________

(1) SOFR rates were 3.66% and 3.69% at March 31, 2026 and December 31, 2025, respectively.

(2) As of March 31, 2026, 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 sheets and statement of operations.

(3) In March 2026, we repaid this mortgage loan in conjunction with the sales of the La Posada de Santa Fe and the Hilton Alexandria Old Town.

(4) This mortgage loan has one six-month extension option, subject to the satisfaction of certain conditions. The six-month extension option was exercised in January 2026, and included a $10.0 million principal paydown and increased the interest rate to SOFR + 4.41%.

(5) This mortgage loan has one one-year extension option, subject to satisfaction of certain conditions. The one-year extension option was exercised in February 2026.

(6) This mortgage loan has three one-year extension options, subject to satisfaction of certain conditions.

(7) This mortgage loan has two one-year extension options, subject to satisfaction of certain conditions. The first one-year extension option was exercised in March 2026. During the three months ended March 31, 2026, this mortgage loan was paid down $109.9 million in conjunction with the sales of the Hilton St. Petersburg Bayfront, the Embassy Suites Austin and the Embassy Suites Houston.

(8) 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%.

(9) During the year ended December 31, 2025, the Company issued preferred membership interests in the Renaissance Nashville in Nashville, Tennessee in return for $88.0 million. The preferred membership interests provide a preferred return of 11.14% per annum of which 10.14% is paid in cash and 1.00% is paid-in-kind. The investment is mandatorily redeemable on May 10, 2029 and is recorded within indebtedness, net in the Company’s consolidated balance sheets as required under GAAP.

(10) This loan is associated with 815 Commerce Managing Member, LLC. See discussion in note 2.

During the three months ended March 31, 2026, the Company amortized $2.2 million of capitalized principal related to default interest and late charges from our Highland Pool mortgage loan and Morgan Stanley Pool mortgage loan that were capitalized upon the refinancing of the loans in 2025.

All accrued default interest and late charges are 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 three months ended March 31, 2026 and 2025 were $156,000 and $0, respectively. These amounts are included as a reduction to “interest expense and amortization of discounts and loan costs” in the consolidated statements of operations.

Derecognition of Assets

KEYS Pool A and KEYS Pool B Loans

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 recognized a related gain in our consolidated statements of operations. We additionally recorded a contract asset 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.

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. 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 Airport and SpringHill Suites BWI Airport to a third-party purchaser. 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.

For the three months ended March 31, 2026 and 2025, we recognized additional gains of $7.8 million and $10.0 million, which were included in “gain (loss) on derecognition of assets” in our consolidated statement of operations. These gains increased the related 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.

Other Properties

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.

On February 11, 2026, the Company received a notice of default and acceleration from the lender relating to the Company’s mortgage loan on the JPM8 hotel properties. The notice followed the Company’s failure on February 9, 2026 to make certain required payments and deliver required documentation under the existing loan extension, which constituted an event of default under the loan agreement. As a result, the lender demanded immediate payment of the outstanding principal balance of $325 million, plus accrued interest, default interest, fees, and other amounts due, and also required delivery of a replacement interest rate cap agreement. The loan is secured by eight hotel properties. The notice does not trigger any cross‑defaults under other loans of the Company’s subsidiaries, and the Company has no indebtedness at the parent‑company level.

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 March 31, 2026, 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.

Interest Rate Derivatives—We use interest rate caps and floors to hedge our debt and cash flows, which are recorded at fair value. Payments from counterparties on in-the-money interest rate caps and floors are recognized as realized gains on our condensed consolidated statements of operations. See note 7.