Blackwells Capital Issues Statement on Braemar Hotels & Resorts

Blackwells Capital LLC (“Blackwells”), a shareholder of Braemar Hotels & Resorts Inc. (“Braemar” or the “Company”) (NYSE: BHR), today issued the following statement concerning Braemar and a recent public statement by Brancous LP1 (“Brancous”) on the Company: THE FULL TEXT OF THE STATEMENT FOLLOWS: For several years, Blackwells has engaged constructively, and at times publicly, with Braemar’s Board regarding the economics of the Company’s advisory relationship with Ashford Inc. We have consistently believed that Braemar’s shareholders would be better served by a simpler, more directly accountable corporate structure, answerable to shareholders rather than to an external advisor. We view the Company’s June 12, 2026 announcement that it will terminate its advisory agreement with Ashford Inc. and become a self-managed REIT as a significant step in that direction.

Brancous has commented repeatedly on the Company and pursued hostile actions, including litigation filed in December 2025 against the Company and certain of its current and former directors, in which the U.S. District Court for the District of Maryland denied Brancous’s motion for a temporary restraining order. Brancous holds approximately 665,000 shares of Braemar common stock, representing less than 1% of the Company’s outstanding shares — a position worth less than the resources the Company has had to devote to responding to Brancous’s drum-beating. Strangely, Brancous has also had numerous opportunities to exit its position at a profit during this period. Given the size of Brancous’s position, the cost its campaign has imposed on itself and the Company, and the opportunities Brancous has had to exit profitably rather than escalate, we believe shareholders are entitled to ask what is actually motivating Brancous to continue.

We recognize that other shareholders, including Zazove Associates, have separately raised related questions about the economics of Braemar’s advisory arrangement, generally through formal SEC filings rather than sustained public campaigns. We consider these to be legitimate questions, and we are encouraged that a number of them have already been substantially addressed: a renegotiation of the Company Sale Fee payable to Ashford Inc. that reduced the amount owed by approximately $94.3 million, the retention of Ferguson Partners to identify new independent directors, a commitment to more than $25 million in annual cost savings as a self-managed company, and record-setting asset sale prices for which the Company deserves credit. In our view, continued public escalation by Brancous at this stage does not serve the interests of Braemar’s shareholders, and we do not believe it reflects the views of the Company’s shareholder base as a whole.

The transition to self-management is underway, asset sales intended to fund the separation from Ashford Inc. are progressing, and a reconstituted, independent Board is being assembled. We believe the more constructive path for all shareholders, including Brancous, is to allow this process to conclude, and to assess whether further steps, including a proposed special dividend, are warranted once momentum can be evaluated. Blackwells intends to continue monitoring Braemar’s progress on the initiatives announced on June 12, 2026, and will make its views known as circumstances warrant. We would encourage other shareholders to evaluate Brancous’s statements on their merits. About Blackwells Capital Blackwells is a multi-strategy alternative asset management firm that invests in public and private markets globally. Our public ...