Braemar enters $40M settlement with Al Shams; expects $4M-$6M net cost after insurance and Ashford split

Braemar Hotels & Resorts Inc.

Braemar agreed to pay Al Shams $25M plus $15M expenses, in installments of $20M on Oct. 6, 2026, then $10M after four months and $10M after eight months.
Braemar expects total contribution of $4M-$6M after insurance proceeds and Ashford allocation; Braemar and Ashford each bear 50% of payments net of insurance.
Al Shams withdrew its director nomination notice and Rule 202 petition, agreed to standstill and voting commitments, and can consult on one additional board seat during Braemar's board refresh.
Settlement resolves Al Shams claims including securities-law, defamation/libel, derivative and Rule 202-related disputes; includes mutual releases and non-disparagement.
Braemar may settle up to $4M of remaining installments in common stock based on 30-day VWAP if it lacks sufficient funds, subject to NYSE rules and 9.8% ownership limit.

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