---
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"
generated_at: "2026-06-05T05:30:41.242949+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.25
confidence: "high"
source: SEC EDGAR
---

# Braemar Hotels reduces quorum requirement for annual meetings to one-third

## Summary
- 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.

## SEC filing metadata
- 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
- event_type: other
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.25
- confidence: high
- sec_items: 5.03, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001574085-24-000015
- JSON: https://secwatch.observer/filing/0001574085-24-000015.json
- Plain text: https://secwatch.observer/filing/0001574085-24-000015.txt

## Key facts
- Governance Changes
  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).
  - Change: bylaw amendment
  - Effective: 2024-02-27
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1574085/000157408524000015/0001574085-24-000015-index.htm

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