{"schema_version":"secwatch.filing_event.v1","accession":"0001574085-24-000015","form_type":"8-K","ticker":"BHR","cik":"0001574085","company_name":"Braemar Hotels & Resorts Inc.","filed_at":"2024-03-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:24.666120+00:00","generated_at":"2026-06-05T05:30:41.242949+00:00","sec_items":["5.03","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.25,"calibrated_materiality_score":0.25,"confidence":"high","headline":"Braemar Hotels reduces quorum requirement for annual meetings to one-third","bullets":["Bylaw Amendment adopted Feb 27 reduces quorum for annual meetings to one-third of votes entitled to be cast.","Change addresses increasing retail stockholder base and broker policies limiting discretionary votes.","Effective immediately; applies only to annual meetings called by the Board."],"urls":{"canonical":"https://secwatch.observer/filing/0001574085-24-000015","json":"https://secwatch.observer/filing/0001574085-24-000015.json","markdown":"https://secwatch.observer/filing/0001574085-24-000015.md","text":"https://secwatch.observer/filing/0001574085-24-000015.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1574085/000157408524000015/0001574085-24-000015-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1574085/000157408524000015/bhr-20240227.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-05T05:30:41.242949+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"8cad43bd080a640989e8715a4999717370c14d8f","claim":"Braemar Hotels & Resorts Inc.: Reduced quorum required for matters proposed by the Board at annual meetings from a majority to at least one-third of votes entitled to be cast (effective 2024-02-27).","evidence_excerpt":"On February 27, 2024, Braemar Hotels and Resorts Inc. (the “Company”), by resolution of its board of directors (the “Board”), adopted Amendment No. 1 to the Fifth Amended and Restated Bylaws of the Company (the “Bylaw Amendment”) for purposes of reducing the quorum required for any matter proposed by the Board at an annual meeting of stockholders called by the Board 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_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1574085/000157408524000015/0001574085-24-000015-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2024-02-27"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}