Sotherly Hotels Inc. entered into Consulting Agreement with KWC Management, LLC valued at $650,000 (effective 2026-02-12).
“On March 24, 2026, Sotherly Hotels, LP, a Delaware limited partnership (the “ Operating Partnership ”), entered into a consulting agreement effective February 12, 2026 (the “ Consulting Agreement ”) with KWC Management, LLC, a Delaware limited liability company and an affiliate of the Operating Partnership (“ KWC ”).”
Governance Changes
Sotherly Hotels Inc.: Amended and restated bylaws to remove director age minimum, independence board majority requirement, and CEO-director requirement; clarified nomination procedures through Nominating and Corporate Governance Committee (effective 2026-02-12).
“On February 12, 2026, the Board of Directors of the Company approved the amendment and restatement of the Company’s Third Amended and Restated Bylaws (as amended and restated, the “ Bylaws ”). The changes remove legacy provisions describing (i) a minimum age requirement for directors; (ii) a requirement that at least one-half of the Board meet independence standards defined by the Board and applicable Nasdaq rules, and (iii) a requirement specifying that one director shall be the Chief Executive Officer.”
Debt Financings
Sotherly Hotels Inc. incurred loan of up to $45 million with Ascendant Capital Partners LP affiliate maturing February 12, 2030.
“The Mezzanine Loan Agreement provides for a loan amount of up to $45 million, with an initial maturity date of February 12, 2030, with one (1) extension option of (1) year, subject to the satisfaction of certain extension conditions.”
Debt Financings
Sotherly Hotels Inc. incurred term loan of $308 million with Apollo Global Management affiliates maturing February 12, 2029.
“The Apollo Loan Agreement provides for a loan amount of $308 million, with an initial maturity date of February 12, 2029, with two (2) extension options of one (1) year each, subject to the satisfaction of certain extension conditions.”
M&A Transactions
Sotherly Hotels Inc. underwent a change of control involving KW Kingfisher LLC for $2.25 per share (closed 2026-02-12).
“”) issued and outstanding immediately before the Effective Time (other than Cancelled Shares) was automatically converted into the right to receive an amount in cash equal to $2.25 per share, without interest (the “ Per Company Share Merger Consideration ,” and in the aggregate, the “ Merger Consideration ”); (B) each share of the Company’s 8.0% Series B”
Material Agreements
Sotherly Hotels Inc. entered into Forbearance Agreement with Wilmington Trust, National Association, as Trustee (effective 2025-12-16).
“On December 16, 2025, affiliates of the Company entered into a Forbearance Agreement (the "Forbearance Agreement") with Wilmington Trust, National Association, as Trustee, with regard to the Mortgage Loan.”
Debt Financings
Sotherly Hotels Inc. reported a default on mortgage of approximately $49.3 million with Wilmington Trust, National Association, as Trustee.
“under the loan documents without further notice or demand. The Company estimates that the amount of the direct financial obligation, as of November 12, 2025, is approximately $49.3 million. The Company has engaged a consultant to negotiate for an extension of the Mortgage Loan with the special servicer, and proposed extension terms have been provided to the special”
Debt Financings
Sotherly Hotels Inc. incurred mortgage of $42.0 million with Citi Real Estate Funding Inc. at fixed interest rate of 7.13% maturing matures on October 6, 2030.
“On September 12, 2025, affiliates of Sotherly Hotels Inc. (the “Company”), the sole general partner of Sotherly Hotels LP (the “Operating Partnership”), entered into loan documents to secure a $42.0 million mortgage loan (the “Mortgage Loan”) on The DeSoto hotel (the “Hotel”) located in Savannah, GA with Citi Real Estate Funding Inc.”
Auditor Changes
Sotherly Hotels Inc. engaged Cherry Bekaert LLP as its auditor.
“On September 15, 2025, the Audit Committee of the Board of Directors of the Company approved the appointment and engagement of Cherry Bekaert LLP (“Cherry Bekaert”) as our independent registered public accounting firm for the fiscal year ending December 31, 2025.”
Auditor Changes
Sotherly Hotels Inc. dismissed Forvis Mazars, LLP as its auditor.
“On September 11, 2025, the Audit Committee of the Board of Directors of Sotherly Hotels Inc., a Maryland corporation (the “Company”) and the sole general partner of Sotherly Hotels LP, a Delaware limited partnership (the “Operating Partnership”, and together with the Company, “we”, “us” and “our”), approved the dismissal of Forvis Mazars, LLP (“Forvis”) as our independent registered public accounting firm effective immediately.”
Listing & Compliance Notices
Sotherly Hotels Inc. received a nasdaq extension granted notice regarding minimum bid price (rules 5550(a)(2)).
“August 12, 2025, Sotherly Hotels Inc., a Maryland corporation (the “Company”) received a notification letter from the Nasdaq Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it had been granted an additional 180 days, or until February 9, 2026 (the “Second Compliance Period”), to regain compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid price of $1.00 per share (the “Minimum Bid Price Requirement”), based on the”
Debt Financings
Sotherly Hotels Inc. reported a default on mortgage of approximately $38.0 million with Wilmington Trust, National Association, as Trustee.
“except as required pursuant to state law and the loan documents. The Company estimates that the amount of the direct financial obligation, as of July 2, 2025, is approximately $38.0 million. --- EX-99.1 (EX-99.1) --- EX-99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE WEDNESDAY, July 2, 2025 SOTHERLY HOTELS INC. ANNOUNCES NOTICE OF DEFAULT ON MORTGAGE LOAN SECURED BY THE”
Listing & Compliance Notices
Sotherly Hotels Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5450(a)(1)).
“February 11, 2025, Sotherly Hotels Inc. (the “Company”) received a deficiency letter (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”), notifying the Company that, for the last 30 consecutive business days, the closing bid price for the Company’s common stock has been below the minimum $1.00 bid price per share requirement for continued listing on The Nasdaq Global Market pursuant to Listing Rule 5450(a)(1) (the “Minimum Bid Price Requirement”). The Notice has no immediate effect on the listing of the Company’s common stock, and its common stock will continue to trade on The Nasdaq Gl”
Listing & Compliance Notices
Sotherly Hotels Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5450(a)(1)).
“February 11, 2025, Sotherly Hotels Inc. (the “Company”) received a deficiency letter (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”), notifying the Company that, for the last 30 consecutive business days, the”
Earnings Releases
Sotherly Hotels Inc. reported the quarter ended March 31, 2024 results: revenue $46,548, net income Net loss attributable to common stockholders $ (659 ), EPS Net loss per common share - diluted $ (0.03 ).
“ended March 31, 2024. The Company’s results include the following*: Three Months Ended March 31, 2024 March 31, 2023 ($ in thousands except per share data) Total revenue $ 46,548 $ 43,491 Net loss attributable to common stockholders (659 ) (582 ) EBITDA 10,785 9,948 Hotel EBITDA 12,360 12,079 FFO attributable to common stockholders and unitholders 3,961”
Shareholder Votes
Sotherly Hotels Inc. shareholders approved Advisory vote on executive compensation at the 2024-04-30 meeting.
“c) An advisory vote on executive compensation: 5,051,265 shares in favor, 896,698 shares against and 61,095 shares abstaining. There were 7,750,411 broker non-votes for this proposal.”
Shareholder Votes
Sotherly Hotels Inc. shareholders approved Ratification of the appointment of FORVIS, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 at the 2024-04-30 meeting.
“b) Ratification of the appointment of FORVIS, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024: 13,208,661 shares in favor, 473,930 shares against and 76,878 shares abstaining. There were no broker non-votes for this proposal.”
Shareholder Votes
Sotherly Hotels Inc. shareholders approved Election of seven directors at the 2024-04-30 meeting.
“a) Election of seven (7) directors to serve for the ensuing year and until their respective successors are elected: Director Nominee Votes For Votes Withheld Broker Non-Votes Maria L. Caldwell 5,458,332 550,726 7,750,411 David R. Folsom 5,242,042 767,016 7,750,411 G. Scott Gibson IV 5,467,307 541,751 7,750,411 Walter S. Robertson III 5,460,960 548,098 7,750,411 Andrew M. Sims 5,237,042 772,016 7,750,411 Herschel J. Walker 5,238,840 770,218 7,750,411 Gen. Anthony C. Zinni 4,961,820 1,047,238 7,750,411”
Earnings Releases
Sotherly Hotels Inc. reported the fourth quarter and year ended December 31, 2023 results: revenue $ 42,148, net income (2,683 ), EPS $ (0.14 ).
“Year Ended December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 ($ in thousands except per share data) ($ in thousands except per share data) Total revenue $ 42,148 $ 41,342 $ 173,838 $ 166,077 Net (loss) income attributable to common stockholders (2,683 ) 3,092 (4,036 ) 24,967 EBITDA 8,490 14,838 39,079 72,716 Hotel EBITDA 10,300 11,893”
Debt Financings
Sotherly Hotels Inc. incurred loan of $35.0 million with Citi Real Estate Funding Inc. at 8.49% maturing March 6, 2029.
“On February 7, 2024, affiliates of Sotherly Hotels Inc. (the “Company”), the sole general partner of Sotherly Hotels LP (the “Operating Partnership”), entered into loan documents to secure a $35.0 million mortgage loan (the “Mortgage Loan”) on the Hotel Alba Tampa (the “Hotel”) located in Tampa, FL with Citi Real Estate Funding Inc.”
Earnings Releases
Sotherly Hotels Inc. reported the quarter ended September 30, 2023 results: revenue Total revenue $ 39,181, net income Net (loss) income attributable to common stockholders (3,904 ), EPS Net (loss) income per common share - diluted $ (0.20 ).
“Ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 ($ in thousands except per share data) ($ in thousands except per share data) Total revenue $ 39,181 $ 39,213 $ 131,690 $ 124,736 Net (loss) income attributable to common stockholders (3,904 ) 113 (1,353 ) 21,874 EBITDA 6,539 10,874 30,589 57,878 Hotel EBITDA 7,567 9,823 34,488”
Earnings Releases
Sotherly Hotels Inc. reported financial results for the second quarter ended June 30, 2023.
“On August 10, 2023, Sotherly Hotels Inc., a Maryland corporation (the “Company”) and the sole general partner of Sotherly Hotels LP, a Delaware limited partnership, issued a press release (the “Press Release”) announcing the results of operations and financial condition of the Company for the quarter ended June 30, 2023.”
Governance Changes
Sotherly Hotels Inc.: Amended quorum requirement for stockholder meetings from majority to at least thirty-three and one-third percent of votes entitled to be cast (effective 2023-07-31).
“the amendment to the Bylaws provides that the presence in person or by proxy of stockholders entitled to cast at least thirty-three and one-third percent, rather than a majority, of all the votes entitled to be cast shall constitute a quorum at all meetings of the stockholders of the Company.”
Earnings Releases
Sotherly Hotels Inc. reported preliminary financial results for Second quarter ended June 30, 2023.
“On July 6, 2023, Sotherly Hotels Inc., a Maryland corporation (the “Company”) and the sole general partner of Sotherly Hotels LP, a Delaware limited partnership, issued a press release (the “Press Release”) announcing preliminary operating results of its portfolio of wholly-owned hotels for the quarter ended June 30, 2023.”
Shareholder Votes
Sotherly Hotels Inc. shareholders approved Advisory vote on executive compensation at the 2023-05-18 meeting.
“c) An advisory vote on executive compensation: 5,431,959 shares in favor, 729,670 shares against and 48,313 shares abstaining. There were 5,530,941 broker non-votes for this proposal.”
Shareholder Votes
Sotherly Hotels Inc. shareholders approved Ratification of the appointment of FORVIS, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-05-18 meeting.
“b) Ratification of the appointment of FORVIS, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023: 11,356,348 shares in favor, 323,046 shares against and 61,489 shares abstaining. There were no broker non-votes for this proposal.”
Shareholder Votes
Sotherly Hotels Inc. shareholders approved Election of seven (7) directors to serve for the ensuing year and until their respective successors are elected at the 2023-05-18 meeting.
“a) Election of seven (7) directors to serve for the ensuing year and until their respective successors are elected: Director Nominee Votes For Votes Withheld Broker Non-Votes Maria L. Caldwell 6,003,982 205,960 5,530,941 David R. Folsom 5,983,096 226,846 5,530,941 G. Scott Gibson IV 5,986,659 223,283 5,530,941 Andrew M. Sims 5,873,965 335,977 5,530,941 Edward S. Stein 5,435,709 774,233 5,530,941 Herschel J. Walker 4,028,875 2,181,067 5,530,941 Gen. Anthony C. Zinni 5,513,108 696,834 5,530,941”
Debt Financings
Sotherly Hotels Inc. incurred mortgage of $10.0 million with Citi Real Estate Funding Inc. at 7.35% maturing May 6, 2028.
“On May 4, 2023, affiliates of Sotherly Hotels Inc., the sole general partner of Sotherly Hotels LP (the “Operating Partnership”), entered into loan documents to secure a $10.0 million mortgage loan (the “Mortgage Loan”) on the DoubleTree by Hilton Laurel hotel (the "Hotel") located in Laurel, MD with Citi Real Estate Funding Inc.”
Earnings Releases
Sotherly Hotels Inc. reported preliminary financial results for first quarter ended March 31, 2023.
“On April 3, 2023, Sotherly Hotels Inc., a Maryland corporation (the “Company”) and the sole general partner of Sotherly Hotels LP, a Delaware limited partnership, issued a press release (the “Press Release”) announcing preliminary operating results of its portfolio of wholly-owned hotels for the quarter ended March 31, 2023.”
Earnings Releases
Sotherly Hotels Inc. reported Year Ended December 31, 2022 results: revenue $166,077, net income $24,967, EPS $1.40.
“December 31, 2022 December 31, 2021 December 31, 2019 ($ in thousands except per share data) ($ in thousands except per share data) Total revenue $ 41,342 $ 35,076 $ 44,305 $ 166,077 $ 127,588 $ 185,788 Net income (loss) attributable to common stockholders 3,092 (17,209 ) (3,419 ) 24,967 (33,402 ) (5,911 ) EBITDA 14,982 5,871 7,836 43,298 25,980 42,011 Hotel”
Earnings Releases
Sotherly Hotels Inc. reported Three Months Ended December 31, 2022 results: revenue $41,342, net income $3,092, EPS $0.17.
“31, 2021 December 31, 2019 December 31, 2022 December 31, 2021 December 31, 2019 ($ in thousands except per share data) ($ in thousands except per share data) Total revenue $ 41,342 $ 35,076 $ 44,305 $ 166,077 $ 127,588 $ 185,788 Net income (loss) attributable to common stockholders 3,092 (17,209 ) (3,419 ) 24,967 (33,402 ) (5,911 ) EBITDA 14,982 5,871 7,836”
Debt Financings
Sotherly Hotels Inc. amended mortgage of $14.2 million with International Bank of Commerce at New York Prime Rate plus 1.25%, subject to a floor rate of 7.50% maturing February 26, 2028.
“in Houston, TX with the existing lender, International Bank of Commerce. Pursuant to the amended loan documents, the Mortgage Loan: • has a principal balance of approximately $14.2 million; • has an extended maturity date of February 26, 2028; • maintains a floating interest rate of New York Prime Rate plus 1.25%, subject to a floor rate of 7.50%; • contains”
Material Agreements
Sotherly Hotels Inc. amended Mortgage Loan with International Bank of Commerce valued at approximately $14.2 million (effective 2023-02-26).
“On February 26, 2023, affiliates of Sotherly Hotels Inc., the sole general partner of Sotherly Hotels LP (the “Operating Partnership”), entered into amended loan documents to modify the existing mortgage loan (as amended, the “Mortgage Loan”) on The Whitehall hotel located in Houston, TX with the existing lender, International Bank of Commerce.”
Earnings Releases
Sotherly Hotels Inc. reported preliminary financial results for the fourth quarter ended December 31, 2022.
“Sotherly Hotels Inc. (NASDAQ: SOHO) , (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported preliminary operating results for the Company’s ten wholly-owned properties, (“same-store” portfolio metrics).”
Earnings Releases
Sotherly Hotels Inc. reported third quarter ended September 30, 2022 results: revenue $ 39,213, net income 113, EPS $ 0.01.
“Total revenue $ 39,213 $ 35,493 $ 42,522 $ 124,736 $ 92,512 $ 141,483 Net income (loss) attributable to common stockholders 113 (4,317 ) (107 ) 21,874 (16,193 ) (2,492 ) EBITDA 10,875 7,888 10,979 28,316 20,109 34,175 Hotel EBITDA 9,823 8,931 8,904 34,569 22,792 37,658 FFO attributable to common stockholders and unitholders 3,428 193 4,719 5,938 (3,218 ) 13,010 Adjusted FFO attributable to common stockholders and unitholders 2,358 (12 ) 1,089 9,829 (3,556 ) 12,131 Net income (loss) per common share $ 0.01 $ (0.27 ) $ (0.01 ) $ 1.24 $ (1.08 ) $ (0.18 )”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.