---
schema_version: "secwatch.filing_event.v1"
accession: "0001232582-24-000028"
form_type: "8-K"
ticker: "AHT"
cik: "0001232582"
company_name: "ASHFORD HOSPITALITY TRUST INC"
filed_at: "2024-03-01T23:59:59+00:00"
generated_at: "2026-06-05T05:18:42.342202+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.2
confidence: "high"
source: SEC EDGAR
---

# Ashford Hospitality amends bylaws: cuts 2024 meeting quorum to 1/3, removes age-70 director limit

## Summary
- Bylaw Amendment reduces quorum for 2024 annual meeting from majority to at least one-third of votes entitled to be cast.
- Change addresses retail brokers' no-discretionary-vote polices and increased retail shareholder base.
- Remove requirement that directors age 70 or older must obtain Board waiver to serve; effective immediately.
- Amendment No. 7 adopted February 27, 2024; full text filed as Exhibit 3.1 and 3.2.

## SEC filing metadata
- accession: 0001232582-24-000028
- form_type: 8-K
- ticker: AHT
- cik: 0001232582
- company_name: ASHFORD HOSPITALITY TRUST INC
- filed_at: 2024-03-01T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.2
- confidence: high
- sec_items: 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1232582/000123258224000028/0001232582-24-000028-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1232582/000123258224000028/aht-20240227.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001232582-24-000028
- JSON: https://secwatch.observer/filing/0001232582-24-000028.json
- Plain text: https://secwatch.observer/filing/0001232582-24-000028.txt

## Key facts
- Governance Changes
  ASHFORD HOSPITALITY TRUST INC: Adopted Amendment No. 7 to the Second Amended and Restated Bylaws to reduce the quorum requirement solely for the 2024 annual meeting from a majority to at least one-third of all votes entitled to be cast, and to remove the age-70 mandatory retirement limitation for directors (effective 2024-02-27).
  - Change: bylaw amendment
  - Effective: 2024-02-27
  source text: On February 27, 2024, Ashford Hospitality Trust, Inc. (the “Company”), by resolution of its board of directors (the “Board”), adopted Amendment No. 7 to the Second Amended and Restated Bylaws of the Company (the “Bylaw Amendment”). The Bylaw Amendment reduced the quorum required solely for the 2024 annual meeting of the Company’s stockholders from a majority to at least one-third of all votes entitled to be cast at such meeting, as permitted under the Maryland General Corporation Law.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1232582/000123258224000028/0001232582-24-000028-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.