On March 13, 2026, Braemar Hotels & Resorts Inc. (the "Company") entered into a Limited Waiver Under Advisory Agreement with Braemar Hospitality Limited Partnership, Braemar TRS Corporation, Ashford Inc., and Ashford Hospitality Advisors LLC. This waiver allows the Company to award cash incentive compensation to employees and representatives of the Advisor during the first and second fiscal quarters of 2026, despite previous limitations in the Advisory Agreement. The Advisory Agreement, originally established on April 23, 2018, outlines the allocation of employee costs and the issuance of annual equity awards based on the Company's performance. The Limited Waiver is expected to enhance employee motivation and retention, potentially leading to improved operational performance in the upcoming quarters. The full text of the Limited Waiver is attached as Exhibit 10.2 in the filing.



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