Terms

Series

7.50% Series H Cumulative Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

7.5%

Rate Type

Fixed

Annual Dividend

$1.88

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

Yes

Callable

Yes

First Call Date

August 25, 2022

First Call Price

$25.00

Redemption Notice Period

30 days

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness, Future Senior Equity Securities, Convertible Debt Securities Prior To Conversion; Pari Passu With: Series A Preferred Stock (8.55%), Series D Preferred Stock (8.45%), Series F Preferred Stock (7.375%), Series G Preferred Stock (7.375%), Future Parity Preferred Securities; Senior To: Common Stock, Future Junior Equity Securities

Regulatory (Basel III) Call

No

Tax Classification

Reit Passthrough

Qualifies for QDI

No

Qualifies for DRD

No

Shares Offered

3,400,000

Prospectus Summary

Ashford Hospitality Trust, Inc. (NYSE: AHT), a Maryland REIT focused on full-service hotels, is issuing 3,400,000 shares of its 7.50% Series H Cumulative Preferred Stock at a $25.00 liquidation preference, generating an annual dividend of $1.875 per share ($0.46875 per quarter). The shares are perpetual with no stated maturity and become optionally redeemable by the issuer at $25.00 on or after August 25, 2022. Critically, dividends are cumulative — missed payments accrue and must be paid in full before any distributions can be made on common stock or junior securities, providing meaningful downside protection for preferred holders. The Series H Preferred Stock ranks senior to Ashford's common stock and any future junior equity, and pari passu with its existing Series A (8.55%), Series D (8.45%), Series F (7.375%), and Series G (7.375%) preferred series. It is expressly junior to all existing and future debt obligations of the company, including future credit facilities. There is no bank regulatory capital trigger; the only non-standard call provision is a special optional redemption triggered by a Change of Control (>50% voting power acquired and common stock delisted), allowing the issuer to redeem within 120 days at $25.00. If the issuer does not redeem upon a Change of Control, holders may convert into common stock at up to 8.25083 shares per preferred share. At the $25.00 offering price, the effective yield is exactly 7.50% ($1.875 annually). Dividends are paid quarterly on January 15, April 15, July 15, and October 15, with record dates on the last day of March, June, September, and December, respectively. As a REIT, Ashford's dividends generally do not qualify for the preferential 15%/20% qualified dividend income (QDI) rate for individual investors or the dividends-received deduction (DRD) for corporate holders — they are typically taxed as ordinary income. The dividend stopper prevents any dividends or repurchases on common or parity stock if cumulative Series H dividends are in arrears, though the REIT qualification carve-out permits exceptions necessary to maintain REIT status.

Summarized from the SEC prospectus filing.

Distribution History

Conversion Terms

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If full cumulative dividends on the Series H Preferred Stock have not been paid for all past periods, the issuer may not pay dividends on or repurchase common stock or other junior/parity securities (except as needed to maintain REIT status).

Other Preferreds from Ashford Hospitality Trust Inc

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 32 (Weak)