SOHO SEC-arkivering - Sotherly Hotels Inc.- Årsrapport, fuldmagtserklæring, prospekt

Grundlæggende statistik

LEI	549300IYTT21F61LSR10
CIK	1301236

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Sotherly Hotels Inc.

SEC Filings (Chronological Order)

Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.

April 21, 2026	15-12G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-32379 SOTHERLY HOTELS INC. (Exact name of registrant as specifie
April 15, 2026	EX-21.2	SUBSIDIARIES OF SOTHERLY HOTELS LP EXHIBIT 21.2 SUBSIDIARIES OF SOTHERLY HOTELS LP Name Jurisdiction of Organization/Incorporation MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware SOHO Ocean Resort Services TRS
April 15, 2026	EX-21.1	SUBSIDIARIES OF SOTHERLY HOTELS INC. EXHIBIT 21.1 SUBSIDIARIES OF SOTHERLY HOTELS INC. Name Jurisdiction of Organization/Incorporation Sotherly Hotels LP Delaware MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware
April 15, 2026	EX-4.4	DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2025, Sotherly Hotels Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $0.01 par value, listed on the NASDAQ Stock Market
April 15, 2026	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to SOTHERLY HOTELS INC.
April 15, 2026	EX-4.4	DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2025, Sotherly Hotels Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $0.01 par value, listed on the NASDAQ Stock Market
April 15, 2026	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to SOTHERLY HOTELS INC.
April 15, 2026	EX-19.1	SOTHERLY HOTELS INC. INSIDER TRADING POLICY EXHIBIT 19.1 SOTHERLY HOTELS INC. INSIDER TRADING POLICY I. PURPOSE In order to comply with applicable federal and state securities laws governing (a) trading in securities of Sotherly Hotels Inc. or its operating partnership, Sotherly Hotels LP, (together, “Sotherly” or the “Company”) on the basis of “material nonpublic information” concerning the Company and (b) tipping or disclosing material no
April 15, 2026	EX-21.2	SUBSIDIARIES OF SOTHERLY HOTELS LP EXHIBIT 21.2 SUBSIDIARIES OF SOTHERLY HOTELS LP Name Jurisdiction of Organization/Incorporation MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware SOHO Ocean Resort Services TRS
April 15, 2026	EX-21.1	SUBSIDIARIES OF SOTHERLY HOTELS INC. EXHIBIT 21.1 SUBSIDIARIES OF SOTHERLY HOTELS INC. Name Jurisdiction of Organization/Incorporation Sotherly Hotels LP Delaware MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware
April 15, 2026	EX-19.1	SOTHERLY HOTELS INC. INSIDER TRADING POLICY EXHIBIT 19.1 SOTHERLY HOTELS INC. INSIDER TRADING POLICY I. PURPOSE In order to comply with applicable federal and state securities laws governing (a) trading in securities of Sotherly Hotels Inc. or its operating partnership, Sotherly Hotels LP, (together, “Sotherly” or the “Company”) on the basis of “material nonpublic information” concerning the Company and (b) tipping or disclosing material no
April 8, 2026	25	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-32379 Sotherly Hotels Inc 25 OMB APPROVAL OMB Number: 3235-0080 Expires: May 31, 2027 Estimated average burden hours per response 1.
April 1, 2026	NT 10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form N-CSR ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN For Period Ended: December 31, 2 NT 10-K OMB APPROVAL OMB Number: 3235-0058 Expires: September 30, 2028 Estimated average burden hours per response 2.
April 1, 2026	NT 10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form N-CSR ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN For Period Ended: December 31, 2 NT 10-K OMB APPROVAL OMB Number: 3235-0058 Expires: September 30, 2028 Estimated average burden hours per response 2.
March 30, 2026	S-8 POS	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-266236 THE SECURITIES ACT OF 1933 SOTHERLY HOTELS INC. (Exact Name of Issuer as Specified in its Charter S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-266236 UNDER THE SECURITIES ACT OF 1933 SOTHERLY HOTELS INC. (Exact Name of Issuer as Specified in its Charter) Maryland 20-1531029 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification Number) 20 Huling A
March 27, 2026	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2026 SOTHERLY HOTELS IN UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2026 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) 001-32379 (Sotherly Hotels Inc.) 20-15310
March 27, 2026	EX-10.1	CONSULTING AGREEMENT Sotherly Hotels LP & KWC Management, LLC EX-10.1 Exhibit 10.1 CONSULTING AGREEMENT Sotherly Hotels LP & KWC Management, LLC This CONSULTING AGREEMENT (this “Agreement”) is entered into as of February 12, 2026 (the “Effective Date”), by and between Sotherly Hotels LP (“Client”), and KWC Management, LLC (“Consultant”). RECITALS Client desires to engage Consultant, pursuant to the terms and conditions of this Agreement, to provide to Client
March 27, 2026	EX-10.1	CONSULTING AGREEMENT Sotherly Hotels LP & KWC Management, LLC EX-10.1 Exhibit 10.1 CONSULTING AGREEMENT Sotherly Hotels LP & KWC Management, LLC This CONSULTING AGREEMENT (this “Agreement”) is entered into as of February 12, 2026 (the “Effective Date”), by and between Sotherly Hotels LP (“Client”), and KWC Management, LLC (“Consultant”). RECITALS Client desires to engage Consultant, pursuant to the terms and conditions of this Agreement, to provide to Client
March 27, 2026	EX-99.1	Sotherly Hotels Inc. Announces Intention to List on OTC Market Platform, Voluntarily Delist from Nasdaq and Continue SEC Reporting EX-99.1 Exhibit 99.1 Sotherly Hotels Inc. Announces Intention to List on OTC Market Platform, Voluntarily Delist from Nasdaq and Continue SEC Reporting 3/27/2026 Sotherly Hotels Inc. (the “Company” or “Sotherly”), a real estate investment trust, announced today that its Board of Directors has approved the voluntary withdrawal of the listing of the Company’s shares of 8.0% Series B Cumulative Redee
March 27, 2026	EX-99.1	Sotherly Hotels Inc. Announces Intention to List on OTC Market Platform, Voluntarily Delist from Nasdaq and Continue SEC Reporting EX-99.1 Exhibit 99.1 Sotherly Hotels Inc. Announces Intention to List on OTC Market Platform, Voluntarily Delist from Nasdaq and Continue SEC Reporting 3/27/2026 Sotherly Hotels Inc. (the “Company” or “Sotherly”), a real estate investment trust, announced today that its Board of Directors has approved the voluntary withdrawal of the listing of the Company’s shares of 8.0% Series B Cumulative Redee
March 27, 2026	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2026 SOTHERLY HOTELS IN UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2026 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) 001-32379 (Sotherly Hotels Inc.) 20-15310
February 27, 2026	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2026 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2026 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
February 27, 2026	EX-99.1	Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 EX-99.1 Exhibit 99.1 Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 February 27, 2026 Dear Holder of Series B Preferred Stock (CUSIP: 83600C301): As has been previously disclosed, pursuant to the Agreement and Plan of Merger dated October 24, 2025 among Sotherly Hotels, Inc. (the “Company”), KW Kingfisher LLC (“Parent”), and Parent’s wholly-owned subsidiary, Sparrows Nest LLC (“Merger Sub
February 27, 2026	EX-99.3	Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 EX-99.3 Exhibit 99.3 Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 February 27, 2026 Dear Holder of Series D Preferred Stock (CUSIP: 83600C509): As has been previously disclosed, pursuant to the Agreement and Plan of Merger dated October 24, 2025 among Sotherly Hotels, Inc. (the “Company”), KW Kingfisher LLC (“Parent”), and Parent’s wholly-owned subsidiary, Sparrows Nest LLC (“Merger Sub
February 27, 2026	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2026 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2026 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
February 27, 2026	EX-99.3	Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 EX-99.3 Exhibit 99.3 Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 February 27, 2026 Dear Holder of Series D Preferred Stock (CUSIP: 83600C509): As has been previously disclosed, pursuant to the Agreement and Plan of Merger dated October 24, 2025 among Sotherly Hotels, Inc. (the “Company”), KW Kingfisher LLC (“Parent”), and Parent’s wholly-owned subsidiary, Sparrows Nest LLC (“Merger Sub
February 27, 2026	EX-99.1	Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 EX-99.1 Exhibit 99.1 Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 February 27, 2026 Dear Holder of Series B Preferred Stock (CUSIP: 83600C301): As has been previously disclosed, pursuant to the Agreement and Plan of Merger dated October 24, 2025 among Sotherly Hotels, Inc. (the “Company”), KW Kingfisher LLC (“Parent”), and Parent’s wholly-owned subsidiary, Sparrows Nest LLC (“Merger Sub
February 27, 2026	EX-99.2	Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 EX-99.2 Exhibit 99.2 Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 February 27, 2026 Dear Holder of Series C Preferred Stock (CUSIP: 83600C400): As has been previously disclosed, pursuant to the Agreement and Plan of Merger dated October 24, 2025 among Sotherly Hotels, Inc. (the “Company”), KW Kingfisher LLC (“Parent”), and Parent’s wholly-owned subsidiary, Sparrows Nest LLC (“Merger Sub
February 27, 2026	EX-99.2	Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 EX-99.2 Exhibit 99.2 Sotherly Hotels Inc. 20 Huling Avenue Memphis, TN 38103 February 27, 2026 Dear Holder of Series C Preferred Stock (CUSIP: 83600C400): As has been previously disclosed, pursuant to the Agreement and Plan of Merger dated October 24, 2025 among Sotherly Hotels, Inc. (the “Company”), KW Kingfisher LLC (“Parent”), and Parent’s wholly-owned subsidiary, Sparrows Nest LLC (“Merger Sub
February 18, 2026	EX-10.4	MEZZANINE LOAN AGREEMENT Dated as of February 12, 2026 SOTHERLY HOTELS MEZZ LLC as Borrower ACF II SOHO MEZZ LENDER LLC as Lender EX-10.4 Exhibit 10.4 MEZZANINE LOAN AGREEMENT Dated as of February 12, 2026 Between SOTHERLY HOTELS MEZZ LLC as Borrower and ACF II SOHO MEZZ LENDER LLC as Lender TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS; PRINCIPLES OF CONSTRUCTION 1 Section 1.1 Definitions 1 Section 1.2 Principles of Construction 44 ARTICLE II. GENERAL TERMS 46 Section 2.1 Loan Commitment; Disbursement to Borrower 46 Section
February 18, 2026	EX-3.1	SOTHERLY HOTELS INC. FOURTH AMENDED AND RESTATED BYLAWS AS OF FEBRUARY 12, 2026 ARTICLE I EX-3.1 Exhibit 3.1 SOTHERLY HOTELS INC. FOURTH AMENDED AND RESTATED BYLAWS AS OF FEBRUARY 12, 2026 ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of Sotherly Hotels Inc. (the “Corporation”) in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a prin
February 18, 2026	EX-10.3	LOAN AGREEMENT Dated as of February 12, 2026 THE ENTITIES IDENTIFIED AS “BORROWER” ON SCHEDULE IX ATTACHED HERETO as Borrower ATHENE ANNUITY AND LIFE COMPANY, EOS LUXEMBOURG SCSP SICAV-RAIF-OPM APOLLO SUB-FUND and EOS LUXEMBOURG SCSP SICAV-RAIF-NOSTR EX-10.3 Exhibit 10.3 LOAN AGREEMENT Dated as of February 12, 2026 Between THE ENTITIES IDENTIFIED AS “BORROWER” ON SCHEDULE IX ATTACHED HERETO as Borrower and ATHENE ANNUITY AND LIFE COMPANY, EOS LUXEMBOURG SCSP SICAV-RAIF-OPM APOLLO SUB-FUND and EOS LUXEMBOURG SCSP SICAV-RAIF-NOSTRO APOLLO SUB-FUND collectively, as Lender TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS; PRINCIPLES OF CONSTRUCTION 1
February 18, 2026	EX-10.5	FORM OF MANAGEMENT AGREEMENT [_____] LLC, a Delaware limited liability company SCHULTE HOSPITALITY GROUP, INC., an Illinois corporation EX-10.5 Exhibit 10.5 FORM OF MANAGEMENT AGREEMENT between [] LLC, a Delaware limited liability company and SCHULTE HOSPITALITY GROUP, INC., an Illinois corporation TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 4 1.1 Definitions 4 ARTICLE 2 APPOINTMENT OF MANAGER; TERM AND EXTENSIONS 11 2.1 Appointment of Manager 11 2.2 Term 11 2.3 Early Termination 11 2.4 Termination Upon Sale 12 2.5 Termination
February 18, 2026	EX-10.3	LOAN AGREEMENT Dated as of February 12, 2026 THE ENTITIES IDENTIFIED AS “BORROWER” ON SCHEDULE IX ATTACHED HERETO as Borrower ATHENE ANNUITY AND LIFE COMPANY, EOS LUXEMBOURG SCSP SICAV-RAIF-OPM APOLLO SUB-FUND and EOS LUXEMBOURG SCSP SICAV-RAIF-NOSTR EX-10.3 Exhibit 10.3 LOAN AGREEMENT Dated as of February 12, 2026 Between THE ENTITIES IDENTIFIED AS “BORROWER” ON SCHEDULE IX ATTACHED HERETO as Borrower and ATHENE ANNUITY AND LIFE COMPANY, EOS LUXEMBOURG SCSP SICAV-RAIF-OPM APOLLO SUB-FUND and EOS LUXEMBOURG SCSP SICAV-RAIF-NOSTRO APOLLO SUB-FUND collectively, as Lender TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS; PRINCIPLES OF CONSTRUCTION 1
February 18, 2026	EX-10.1	FORM OF INDEMNIFICATION AGREEMENT EX-10.1 Exhibit 10.1 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT, executed on the day of , (this “Agreement”) by and between Sotherly Hotels Inc., a Maryland corporation (the “Company”), and (“Indemnitee”). WHEREAS, at the request of the Company, Indemnitee currently serves as an [officer] [director] [employee] of the Company and may, therefore, be subjected to claims, suits o
February 18, 2026	EX-99.1	Kemmons Wilson Hospitality Partners and Ascendant Capital Partners Joint Venture Completes Acquisition of Sotherly Hotels Inc. Leading Hotel Operator Schulte Hospitality to Assume Hotel Management of Sotherly Portfolio EX-99.1 Exhibit 99.1 Kemmons Wilson Hospitality Partners and Ascendant Capital Partners Joint Venture Completes Acquisition of Sotherly Hotels Inc. Leading Hotel Operator Schulte Hospitality to Assume Hotel Management of Sotherly Portfolio MEMPHIS, Tenn. and LOS ANGELES and WILLIAMSBURG, Va., Feb. 12, 2026 (GLOBE NEWSWIRE) — Kemmons Wilson Hospitality Partners (“KWHP”), a hospitality-focused inves
February 18, 2026	EX-10.2	FORM OF BOARD OBSERVER RIGHTS AGREEMENT EX-10.2 Exhibit 10.2 FORM OF BOARD OBSERVER RIGHTS AGREEMENT This Board Observer Rights Agreement, dated effective as of [•] (this “Agreement”), is entered into by and between Sotherly Hotels Inc., a Maryland corporation (the “Company”), and [•] (the “Investor”). WHEREAS, the Company desires to grant to the Investor a right to appoint one representative (the “Observer”) to attend, in a non-voting
February 18, 2026	EX-10.1	FORM OF INDEMNIFICATION AGREEMENT EX-10.1 Exhibit 10.1 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT, executed on the day of , (this “Agreement”) by and between Sotherly Hotels Inc., a Maryland corporation (the “Company”), and (“Indemnitee”). WHEREAS, at the request of the Company, Indemnitee currently serves as an [officer] [director] [employee] of the Company and may, therefore, be subjected to claims, suits o
February 18, 2026	EX-10.2	FORM OF BOARD OBSERVER RIGHTS AGREEMENT EX-10.2 Exhibit 10.2 FORM OF BOARD OBSERVER RIGHTS AGREEMENT This Board Observer Rights Agreement, dated effective as of [•] (this “Agreement”), is entered into by and between Sotherly Hotels Inc., a Maryland corporation (the “Company”), and [•] (the “Investor”). WHEREAS, the Company desires to grant to the Investor a right to appoint one representative (the “Observer”) to attend, in a non-voting
February 18, 2026	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2026 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2026 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
February 18, 2026	EX-10.4	MEZZANINE LOAN AGREEMENT Dated as of February 12, 2026 SOTHERLY HOTELS MEZZ LLC as Borrower ACF II SOHO MEZZ LENDER LLC as Lender EX-10.4 Exhibit 10.4 MEZZANINE LOAN AGREEMENT Dated as of February 12, 2026 Between SOTHERLY HOTELS MEZZ LLC as Borrower and ACF II SOHO MEZZ LENDER LLC as Lender TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS; PRINCIPLES OF CONSTRUCTION 1 Section 1.1 Definitions 1 Section 1.2 Principles of Construction 44 ARTICLE II. GENERAL TERMS 46 Section 2.1 Loan Commitment; Disbursement to Borrower 46 Section
February 18, 2026	EX-10.5	FORM OF MANAGEMENT AGREEMENT [_____] LLC, a Delaware limited liability company SCHULTE HOSPITALITY GROUP, INC., an Illinois corporation EX-10.5 Exhibit 10.5 FORM OF MANAGEMENT AGREEMENT between [] LLC, a Delaware limited liability company and SCHULTE HOSPITALITY GROUP, INC., an Illinois corporation TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 4 1.1 Definitions 4 ARTICLE 2 APPOINTMENT OF MANAGER; TERM AND EXTENSIONS 11 2.1 Appointment of Manager 11 2.2 Term 11 2.3 Early Termination 11 2.4 Termination Upon Sale 12 2.5 Termination
February 18, 2026	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2026 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2026 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
February 18, 2026	EX-3.1	SOTHERLY HOTELS INC. FOURTH AMENDED AND RESTATED BYLAWS AS OF FEBRUARY 12, 2026 ARTICLE I EX-3.1 Exhibit 3.1 SOTHERLY HOTELS INC. FOURTH AMENDED AND RESTATED BYLAWS AS OF FEBRUARY 12, 2026 ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of Sotherly Hotels Inc. (the “Corporation”) in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a prin
February 18, 2026	EX-99.1	Kemmons Wilson Hospitality Partners and Ascendant Capital Partners Joint Venture Completes Acquisition of Sotherly Hotels Inc. Leading Hotel Operator Schulte Hospitality to Assume Hotel Management of Sotherly Portfolio EX-99.1 Exhibit 99.1 Kemmons Wilson Hospitality Partners and Ascendant Capital Partners Joint Venture Completes Acquisition of Sotherly Hotels Inc. Leading Hotel Operator Schulte Hospitality to Assume Hotel Management of Sotherly Portfolio MEMPHIS, Tenn. and LOS ANGELES and WILLIAMSBURG, Va., Feb. 12, 2026 (GLOBE NEWSWIRE) — Kemmons Wilson Hospitality Partners (“KWHP”), a hospitality-focused inves
January 22, 2026	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2026 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2026 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
January 22, 2026	EX-99.1	Sotherly Hotels Inc. Stockholders Approve Merger Transaction EXHIBIT 99.1 Sotherly Hotels Inc. Stockholders Approve Merger Transaction WILLIAMSBURG, VA – January 22, 2026 – Sotherly Hotels Inc. (Nasdaq: SOHO) (“Sotherly” or the “Company”) today announced that the stockholders of the Company voted to approve the merger (the “Merger”) of the Company with KW Kingfisher LLC, a joint venture led and sponsored by affiliates of Kemmons Wilson Hospitality Partners,
December 17, 2025	EX-10.1	In addition, upon the date of payoff of the Loan (“Payoff Date”) in accordance with the terms of this Agreement, Borrower and Guarantor, by execution of the Guarantor Joinder, on behalf of themselves and their partners and members and each of their r EXHIBIT 10.1 FORBEARANCE AGREEMENT (MSBAM 2015-C23; Loan No. M300801275) THIS FORBEARANCE AGREEMENT (“Agreement”) is entered into as of December 16, 2025 (“Execution Date”) but effective as of June 1, 2025 (“Effective Date”), between WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE FOR MORGAN STANLEY BANK OF AMERICA MERRILL LYNCH TRUST 2015-C23, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SER
December 17, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
December 12, 2025	DEFM14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) (2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material under § 240.
December 1, 2025	EX-FILING FEES	Table 1: Transaction Valuation Calculation of Filing Fee Tables Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to be Paid 1 $ 46,103,627.
December 1, 2025	PREM14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) (2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material under § 240.
November 17, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
November 14, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
November 14, 2025	EX-10.5	THIRD AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT EXHIBIT 10.5 THIRD AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT This THIRD AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT (this “Amendment”) dated as of October 31, 2025 by and between SOHO ATLANTA, LLC, a Delaware limited liability company (the “Seller”), BANYAN STREET CAPITAL LLC, a Delaware limited liability company (the “Purchaser”) and METROPOLITAN TITLE AGENCY, INC. (“Escrow Agent”). R
November 14, 2025	EX-10.3	AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT EXHIBIT 10.3 AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT This AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT (this “Amendment”) dated as of September 9th, 2025 by and between SOHO ATLANTA, LLC, a Delaware limited liability company (the “Seller”), BANYAN STREET CAPITAL LLC, a Delaware limited liability company (the “Purchaser”) and METROPOLITAN TITLE AGENCY, INC. (“Escrow Agent”). Recitals A
November 14, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant a
November 14, 2025	EX-10.2	SALE, PURCHASE AND ESCROW AGREEMENT SOHO ATLANTA, LLC, a Delaware limited liability company (Seller) BANYAN STREET CAPITAL LLC, a Delaware limited liability company (Purchaser) METROPOLITAN TITLE AGENCY, INC. (Escrow Agent) EXHIBIT 10.2 EXECUTION COPY SALE, PURCHASE AND ESCROW AGREEMENT BETWEEN SOHO ATLANTA, LLC, a Delaware limited liability company (Seller) AND BANYAN STREET CAPITAL LLC, a Delaware limited liability company (Purchaser) AND METROPOLITAN TITLE AGENCY, INC. (Escrow Agent) TABLE OF CONTENTS Article I RECITALS 1 1.1. Real Property 1 1.2. Purchase and Sale 1 Article II PURCHASE PRICE 1 2.1. Price 1 2.2. I
November 14, 2025	EX-10.4	SECOND AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT EXHIBIT 10.4 SECOND AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT This SECOND AMENDMENT TO SALE, PURCHASE AND ESCROW AGREEMENT (this “Amendment”) dated as of September 29, 2025 by and between SOHO ATLANTA, LLC, a Delaware limited liability company (the “Seller”), BANYAN STREET CAPITAL LLC, a Delaware limited liability company (the “Purchaser”) and METROPOLITAN TITLE AGENCY, INC. (“Escrow Agent”
October 27, 2025	EX-99.1	SOTHERLY HOTELS INC. ANNOUNCES DEFERRAL OF PAYMENT OF PREFERRED DIVIDENDS Exhibit 99.1 MONDAY OCTOBER 27, 2025 SOTHERLY HOTELS INC. ANNOUNCES DEFERRAL OF PAYMENT OF PREFERRED DIVIDENDS Williamsburg, Virginia – October 27, 2025 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that it is deferring payment of its previously announced dividends for its Series B Cumulative Redeemable Perpetual Preferred Stock, Series C Cumulative Redeemable Perpetual Pre
October 27, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
October 27, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
October 27, 2025	EX-2.1	ARTICLE I THE MERGER ARTICLE II EFFECT OF THE MERGER ON CAPITAL STOCK; PAYMENT FOR SHARES ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE COMPANY ARTICLE IV REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB ARTICLE V COVENANTS ARTICLE VI COND EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER By and Among KW KINGFISHER LLC, SPARROWS NEST LLC and SOTHERLY HOTELS INC. Dated as of October 24, 2025 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects of the Merger 3 Section 1.05 Charter; By-Laws 3 Section 1.06 Directors and Officers 3 Section 1.07 Tax Treatm
October 27, 2025	EX-99.1	Sotherly Hotels Inc. to be Acquired by Joint Venture Backed by Kemmons Wilson Hospitality Partners and Ascendant Capital Partners Stockholders to Receive $2.25 Per Share of Common Stock in Cash, Representing the Highest Premium Paid for a public, exc EXHIBIT 99.1 Sotherly Hotels Inc. to be Acquired by Joint Venture Backed by Kemmons Wilson Hospitality Partners and Ascendant Capital Partners Stockholders to Receive $2.25 Per Share of Common Stock in Cash, Representing the Highest Premium Paid for a public, exchange-traded REIT in Past Five Years WILLIAMSBURG, VA – October 27, 2025 – Sotherly Hotels Inc. (Nasdaq: SOHO) (“Sotherly” or the “Compan
October 27, 2025	EX-2.1	ARTICLE I THE MERGER ARTICLE II EFFECT OF THE MERGER ON CAPITAL STOCK; PAYMENT FOR SHARES ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE COMPANY ARTICLE IV REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB ARTICLE V COVENANTS ARTICLE VI COND EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER By and Among KW KINGFISHER LLC, SPARROWS NEST LLC and SOTHERLY HOTELS INC. Dated as of October 24, 2025 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects of the Merger 3 Section 1.05 Charter; By-Laws 3 Section 1.06 Directors and Officers 3 Section 1.07 Tax Treatm
October 27, 2025	EX-99.1	Sotherly Hotels Inc. to be Acquired by Joint Venture Backed by Kemmons Wilson Hospitality Partners and Ascendant Capital Partners Stockholders to Receive $2.25 Per Share of Common Stock in Cash, Representing the Highest Premium Paid for a public, exc EXHIBIT 99.1 Sotherly Hotels Inc. to be Acquired by Joint Venture Backed by Kemmons Wilson Hospitality Partners and Ascendant Capital Partners Stockholders to Receive $2.25 Per Share of Common Stock in Cash, Representing the Highest Premium Paid for a public, exchange-traded REIT in Past Five Years WILLIAMSBURG, VA – October 27, 2025 – Sotherly Hotels Inc. (Nasdaq: SOHO) (“Sotherly” or the “Compan
October 27, 2025	EX-10.1	PROMISSORY NOTE EXHIBIT 10.1 PROMISSORY NOTE $25,000,000.00 October 24, 2025 FOR VALUE RECEIVED, Sotherly Hotels LP, a Delaware limited partnership (the “Maker”), hereby promises to pay to the order of Kemmons Wilson Hospitality Partners II, LP, a Delaware limited partnership (the “Payee”), the principal sum of TWENTY FIVE MILLION DOLLARS ($25,000,000) or as much thereof as has been or may be advanced and readvan
October 27, 2025	EX-99.1	SOTHERLY HOTELS INC. ANNOUNCES DEFERRAL OF PAYMENT OF PREFERRED DIVIDENDS Exhibit 99.1 MONDAY OCTOBER 27, 2025 SOTHERLY HOTELS INC. ANNOUNCES DEFERRAL OF PAYMENT OF PREFERRED DIVIDENDS Williamsburg, Virginia – October 27, 2025 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that it is deferring payment of its previously announced dividends for its Series B Cumulative Redeemable Perpetual Preferred Stock, Series C Cumulative Redeemable Perpetual Pre
October 27, 2025	EX-10.1	PROMISSORY NOTE EXHIBIT 10.1 PROMISSORY NOTE $25,000,000.00 October 24, 2025 FOR VALUE RECEIVED, Sotherly Hotels LP, a Delaware limited partnership (the “Maker”), hereby promises to pay to the order of Kemmons Wilson Hospitality Partners II, LP, a Delaware limited partnership (the “Payee”), the principal sum of TWENTY FIVE MILLION DOLLARS ($25,000,000) or as much thereof as has been or may be advanced and readvan
October 27, 2025	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
October 27, 2025	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
October 21, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
October 1, 2025	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  Filed by a Party other than the Registrant  Check the appropriate box:  Preliminary Proxy Statement  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)
September 17, 2025	EX-99.1	SOTHERLY HOTELS INC. ANNOUNCES REFINANCING OF SAVANNAH HOTEL EXHIBIT 99.1 WEDNESDAY, September 17, 2025 SOTHERLY HOTELS INC. ANNOUNCES REFINANCING OF SAVANNAH HOTEL Williamsburg, Virginia – September 17, 2025 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that the Company has executed a $42.0 million secured loan with Citi Real Estate Funding Inc., collateralized by a first mortgage on the DeSoto Hotel in Savannah, Georgia. The intere
September 17, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2025 SOTHERLY HOTEL UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-323
September 17, 2025	EX-16.1	Securities and Exchange Commission EXHIBIT 16.1 Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated September 17, 2025 of Sotherly Hotels, Inc. and Sotherly Hotels, LP and are in agreement with the statements contained therein with respect to our firm. We have no basis to agree or disagree with other statements of the registrant contained therein.
September 17, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2025 SOTHERLY HOTEL UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-323
September 11, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2025 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
August 14, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant as spe
August 13, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 SOTHERLY HOTELS I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
August 12, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 SOTHERLY HOTELS I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
August 12, 2025	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2025 Exhibit 99.1 FOR IMMEDIATE RELEASE TUESDAY, AUGUST 12, 2025 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2025 Williamsburg, Virginia – August 12, 2025 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for the secon
July 30, 2025	8-K	Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
July 18, 2025	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
July 2, 2025	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
July 2, 2025	EX-99.1	SOTHERLY HOTELS INC. ANNOUNCES NOTICE OF DEFAULT ON MORTGAGE LOAN SECURED BY THE GEORGIAN TERRACE IN ATLANTA EXHIBIT 99.1 FOR IMMEDIATE RELEASE WEDNESDAY, July 2, 2025 SOTHERLY HOTELS INC. ANNOUNCES NOTICE OF DEFAULT ON MORTGAGE LOAN SECURED BY THE GEORGIAN TERRACE IN ATLANTA Williamsburg, Virginia – July, 2 2025 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced the Company received a Notice of Default (the “Notice”) from the special servicer for its mortgage loan secured by the Georg
May 15, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant as sp
May 13, 2025	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
May 13, 2025	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2025 Exhibit 99.1 FOR IMMEDIATE RELEASE TUESDAY, MAY 13, 2025 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2025 Williamsburg, Virginia – May 13, 2025 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for the first quart
April 30, 2025	EX-31.7	Certification of Chief Executive Officer pursuant to Exchange Act Rule 13(a)-14 and 15(d)-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. ** EXHIBIT 31.7 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 FOR THE CHIEF EXECUTIVE OFFICER I, David R. Folsom, certify that: 1. I have reviewed this Amendment No. 1 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2024 of Sotherly Hotels LP; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit t
April 30, 2025	EX-31.8	Certification of Chief Financial Officer pursuant to Exchange Act Rule 13(a)-14 and 15(d)-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. ** EXHIBIT 31.8 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 FOR THE CHIEF FINANCIAL OFFICER I, Anthony E. Domalski, certify that: 1. I have reviewed this Amendment No. 1 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2024 of Sotherly Hotels LP; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or om
April 30, 2025	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A Amendment No.
March 31, 2025	EX-21.1	List of Subsidiaries of Sotherly Hotels Inc. ** EXHIBIT 21.1 SUBSIDIARIES OF SOTHERLY HOTELS INC. Name Jurisdiction of Organization/Incorporation Sotherly Hotels LP Delaware MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware
March 31, 2025	EX-10.23	Form of Indemnification Agreement between Sotherly Hotels Inc. and its directors, officers, and certain employees. * ** EXHIBIT 10.23 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT, executed on the th day of , , ("Agreement") by and between Sotherly Hotels Inc., a Maryland corporation (the "Company"), and ("Indemnitee"). WHEREAS, at the request of the Company, Indemnitee currently serves as an [officer] [director] [employee] of the Company and may, therefore, be subjected to claims, suits or proceedings a
March 31, 2025	EX-21.2	List of Subsidiaries of Sotherly Hotels LP. ** EXHIBIT 21.2 SUBSIDIARIES OF SOTHERLY HOTELS LP Name Jurisdiction of Organization/Incorporation MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware SOHO Ocean Resort Services TRS
March 31, 2025	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to SOTHERLY HOTELS INC.
March 31, 2025	EX-19.1	Sotherly Hotels Inc. Insider Trading Policy. ** EXHIBIT 19.1 SOTHERLY HOTELS INC. INSIDER TRADING POLICY I. PURPOSE In order to comply with federal and state securities laws governing (a) trading in securities of Sotherly Hotels Inc. or its operating partnership, Sotherly Hotels LP, (together, “Sotherly” or the “Company”) on the basis of “material nonpublic information” concerning the Company and (b) tipping or disclosing material nonpublic inf
March 31, 2025	EX-4.4	Description of Registered Securities. ** Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, Sotherly Hotels Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $0.01 par value, listed on the NASDAQ Stock Market
March 13, 2025	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
March 13, 2025	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FOURTH QUARTER ENDED DECEMBER 31, 2024 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, MARCH 13, 2025 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FOURTH QUARTER ENDED DECEMBER 31, 2024 Williamsburg, Virginia – March 13, 2025 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for the fo
February 14, 2025	8-K	Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2025 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
December 9, 2024	EX-1	Joint Filing Agreement dated December 5, 2024, among Gator Financial Partners, LLC, and ECA Fund, LP, Gator Capital Management, LLC, and Derek Pilecki. EX-1 2 exhibit1.htm EXHIBIT 1 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock of Chain Bridge Bancorp, Inc. and further agree that this Joint Filing Agr
December 9, 2024	SC 13G	SOHO / Sotherly Hotels Inc. / Gator Capital Management, LLC - FORM SC 13G Passive Investment SC 13G 1 formsc13g.htm FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) SOTHERLY HOTELS INC. (Name of Issuer) Common Stock (Title of Class of Securities) 83600C103 (CUSIP Number) December 5, 2024
November 18, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant a
November 14, 2024	NT 10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-32379 (Sotherly Hotels Inc.) 001-36091 (Sotherly Hotels LP) CUSIP Number: 83600C103 (Sotherly Hotels Inc.) 83600C301 (Sotherly Hotels Inc.) 83600C4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-32379 (Sotherly Hotels Inc.
November 12, 2024	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2024 Exhibit 99.1 FOR IMMEDIATE RELEASE TUESDAY, NOVEMBER 12, 2024 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2024 Williamsburg, Virginia – November 12, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for t
November 12, 2024	EX-99	JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned ackn
November 12, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
November 12, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant as spe
November 7, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
November 7, 2024	EX-10.22	Amended and Restated Master Agreement by and among Sotherly Hotels Inc., Sotherly Hotels LP, MHI Hospitality TRS, LLC, and Our Town Hospitality LLC, dated November 6, 2024. EXHIBIT 10.22 AMENDED AND RESTATED MASTER AGREEMENT THIS AMENDED AND RESTATED MASTER AGREEMENT (“Agreement”) is made this 6th day of November, 2024 (the “Effective Date”) by and among SOTHERLY HOTELS LP, a Delaware limited partnership (“Owner”); SOTHERLY HOTELS INC., a Maryland corporation and general partner of the Owner (the “REIT”) (the Owner and REIT are hereinafter referred to as the “Company
November 6, 2024	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
November 5, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant as sp
August 23, 2024	EX-99.1	SOTHERLY HOTELS INC. RECEIVES NOTIFICATION OF DEFICIENCY FROM NASDAQ RELATED TO DELAYED FILING OF QUARTERLY REPORT ON FORM 10-Q EXHIBIT 99.1 FOR IMMEDIATE RELEASE FRIDAY, August 23, 2024 SOTHERLY HOTELS INC. RECEIVES NOTIFICATION OF DEFICIENCY FROM NASDAQ RELATED TO DELAYED FILING OF QUARTERLY REPORT ON FORM 10-Q Williamsburg, Virginia – August 23, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that it has received a notice (“Notice”) from the Listing Qualifications Department of The Nasdaq
August 23, 2024	8-K	Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
August 15, 2024	8-K	Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
August 13, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 SOTHERLY HOTELS I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
August 13, 2024	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2024 Exhibit 99.1 FOR IMMEDIATE RELEASE TUESDAY, AUGUST 13, 2024 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2024 Williamsburg, Virginia – August 13, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for the secon
August 12, 2024	EX-99	JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned ackn
August 12, 2024	NT 10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-32379 (Sotherly Hotels Inc.) 001-36091 (Sotherly Hotels LP) CUSIP Number: 83600C103 (Sotherly Hotels Inc.) 83600C301 (Sotherly Hotels Inc.) 83600C4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-32379 (Sotherly Hotels Inc.
July 9, 2024	EX-99.1	SOTHERLY HOTELS INC. ANNOUNCES REFINANCING AND RELAUNCH PLANS FOR JACKSONVILLE, FL HOTEL EXHIBIT 99.1 FOR IMMEDIATE RELEASE TUESDAY, July 9, 2024 SOTHERLY HOTELS INC. ANNOUNCES REFINANCING AND RELAUNCH PLANS FOR JACKSONVILLE, FL HOTEL Williamsburg, Virginia – July 9, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that the Company has executed a secured loan with Fifth Third Bank, collateralized by the DoubleTree by Hilton Jacksonville Riverfront hotel (the
July 9, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2024 SOTHERLY HOTELS INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
May 29, 2024	EX-99.1	SOTHERLY HOTELS INC. RECEIVES NOTIFICATION OF DEFICIENCY FROM NASDAQ RELATED TO DELAYED FILING OF QUARTERLY REPORT ON FORM 10-Q EXHIBIT 99.1 FOR IMMEDIATE RELEASE WEDNESDAY, May 29, 2024 SOTHERLY HOTELS INC. RECEIVES NOTIFICATION OF DEFICIENCY FROM NASDAQ RELATED TO DELAYED FILING OF QUARTERLY REPORT ON FORM 10-Q Williamsburg, Virginia – May 29, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that it has received a notice (“Notice”) from the Listing Qualifications Department of The Nasdaq Sto
May 29, 2024	8-K	Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
May 16, 2024	NT 10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-32379 (Sotherly Hotels Inc.) 001-36091 (Sotherly Hotels LP) CUSIP Number: 83600C103 (Sotherly Hotels Inc.) 83600C301 (Sotherly Hotels Inc.) 83600C4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-32379 (Sotherly Hotels Inc.
May 13, 2024	SC 13G/A	SOHO / Sotherly Hotels Inc. / ROLLINS CAPITAL PARTNERS LP Passive Investment SC 13G/A 1 eps11292.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Sotherly Hotels Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 83600C103 (CUSIP Number) March 31, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate
May 9, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (Sot
May 9, 2024	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2024 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, MAY 9, 2024 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2024 Williamsburg, Virginia – May 9, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for the first quarte
May 3, 2024	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
May 3, 2024	EX-99.1	SOTHERLY HOTELS INC. ANNOUNCES REFINANCING AND RENOVATION PLANS FOR PHILADELPHIA HOTEL EXHIBIT 99.1 FOR IMMEDIATE RELEASE FRIDAY, May 3, 2024 SOTHERLY HOTELS INC. ANNOUNCES REFINANCING AND RENOVATION PLANS FOR PHILADELPHIA HOTEL Williamsburg, Virginia – May 3, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that the Company has executed an extension which includes amended mortgage loan terms on its first mortgage with TD Bank, collateralized by the DoubleT
May 1, 2024	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
March 27, 2024	ARS	ARS
March 27, 2024	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  Filed by a Party other than the Registrant  Check the appropriate box:  Preliminary Proxy Statement  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)
March 22, 2024	EX-4.4	Description of Registered Securities. Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, Sotherly Hotels Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $0.01 par value, listed on the NASDAQ Stock Market
March 22, 2024	EX-21.2	List of Subsidiaries of Sotherly Hotels LP. EXHIBIT 21.2 SUBSIDIARIES OF SOTHERLY HOTELS LP Name Jurisdiction of Organization/Incorporation MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware SOHO Ocean Resort Services TRS
March 22, 2024	EX-19.1	Sotherly Hotels Inc. Insider Trading Policy. Exhibit 19.1 SOTHERLY HOTELS INC. INSIDER TRADING POLICY I. PURPOSE In order to comply with federal and state securities laws governing (a) trading in securities of Sotherly Hotels Inc. or its operating partnership, Sotherly Hotels LP, (together, “Sotherly” or the “Company”) on the basis of “material nonpublic information” concerning the Company and (b) tipping or disclosing material nonpublic inf
March 22, 2024	EX-21.1	List of Subsidiaries of Sotherly Hotels Inc. EXHIBIT 21.1 SUBSIDIARIES OF SOTHERLY HOTELS INC. Name Jurisdiction of Organization/Incorporation Sotherly Hotels LP Delaware MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware
March 22, 2024	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to SOTHERLY HOTELS INC.
March 6, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
March 6, 2024	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FOURTH QUARTER ENDED DECEMBER 31, 2023 Exhibit 99.1 FOR IMMEDIATE RELEASE WEDNESDAY, MARCH 6, 2024 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FOURTH QUARTER ENDED DECEMBER 31, 2023 Williamsburg, Virginia – March 6, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for the fou
March 4, 2024	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 29, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
February 14, 2024	SC 13G/A	SOHO / Sotherly Hotels Inc. / ROLLINS CAPITAL PARTNERS LP - SCHEDULE 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Sotherly Hotels Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 83600C103 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the ru
February 13, 2024	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
February 13, 2024	EX-99.1	SOTHERLY HOTELS INC. ANNOUNCES REFINANCING OF TAMPA HOTEL EXHIBIT 99.1 FOR IMMEDIATE RELEASE TUESDAY, February 13, 2024 SOTHERLY HOTELS INC. ANNOUNCES REFINANCING OF TAMPA HOTEL Williamsburg, Virginia – February 13, 2024 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that the Company has executed a $35.0 million secured loan with Citi Real Estate Funding Inc., collateralized by a first mortgage on Hotel Alba, Tapestry Collection by
January 29, 2024	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2024 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
January 8, 2024	SC 13G	SOHO / Sotherly Hotels Inc. / ROLLINS CAPITAL PARTNERS LP - SCHEDULE 13G Passive Investment SC 13G 1 s13g122923-sotherly.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Sotherly Hotels Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 83600C103 (CUSIP Number) December 29, 2023 (Date of Event which Requires Filing of this Statement) Check the appro
December 29, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2023 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
December 7, 2023	SC 13D/A	SOHO / Sotherly Hotels Inc / THOMPSON DAVIS & CO., INC. - THOMPSON DAVIS & CO. SC 13D AMENDMENT FILING Activist Investment SC 13D 1 sotherlyhotels SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. -)* (Name of Issuer) Sotherly Hotels Inc. - (Title of Class of Securities) Common Stock - (CUSIP Number) 83600C103 - (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Peggy M. Walz, 9030 Stony Point Par
November 13, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant a
November 9, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
November 9, 2023	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2023 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, NOVEMBER 9, 2023 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2023 Williamsburg, Virginia – November 9, 2023 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for th
November 1, 2023	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
August 14, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant as spe
August 14, 2023	EX-3.1	Third Amended and Restated Bylaws of the Company, effective as of July 31, 2023 (incorporated by reference to the document previously filed as Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2023). Exhibit 3.1 SOTHERLY HOTELS INC. THIRD AMENDED AND RESTATED BYLAWS AS OF July 31, 2023 ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of Sotherly Hotels Inc. (the “Corporation”) in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal execut
August 10, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
August 10, 2023	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2023 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, AUGUST 10, 2023 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2023 Williamsburg, Virginia – August 10, 2023 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for the seco
August 4, 2023	EX-3.1	Amendment to the Second Amended and Restated Bylaws of the Company, effective as of July 31, 2023. Exhibit 3.1 AMENDMENT TO SECOND AMENDED AND RESTATED BYLAWS OF SOTHERLY HOTELS INC. (the “Company”) The first paragraph of Section 6 of Article II of the Second Amended and Restated Bylaws of the Company is hereby amended and replaced in its entirety with the following: Section 6. QUORUM. At any meeting of stockholders, the presence in person or by proxy of stockholders entitled to cast at least t
August 4, 2023	EX-10.1	Executive Officer Incentive Compensation Recovery Policy (incorporated by reference to the document previously filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2023). Exhibit 10.1 Sotherly Hotels Inc. Executive Officer Incentive Compensation Recovery Policy I. Purpose The Board of Directors (the “Board”) of Sotherly Hotels Inc., a Maryland corporation (the “Company”), has adopted this policy (this “Policy”) which requires the recovery of certain executive incentive compensation in the event that the Company is required to prepare an Accounting Restatement (as d
August 4, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 SOTHERLY HOTELS INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
July 6, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2023 SOTHERLY HOTELS INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
July 6, 2023	EX-99.1	SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2023 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, JULY 6, 2023 SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2023 Williamsburg, Virginia – July 6, 2023 – 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 f
May 18, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2023 SOTHERLY HOTELS INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
May 12, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant as sp
May 11, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 SOTHERLY HOTELS INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
May 11, 2023	EX-99	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2023 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, MAY 11, 2023 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2023 Williamsburg, Virginia – May 11, 2023 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for the first quar
May 5, 2023	EX-99	SOTHERLY HOTELS INC. ANNOUNCES REFINANCING OF LAUREL, MD HOTEL Exhibit 99.1 FOR IMMEDIATE RELEASE FRIDAY, May 5, 2023 SOTHERLY HOTELS INC. ANNOUNCES REFINANCING OF LAUREL, MD HOTEL Williamsburg, Virginia – May 5, 2023 – Sotherly Hotels Inc. (NASDAQ: SOHO) (the “Company”) today announced that the Company has executed a $10.0 million secured loan with Citi Real Estate Funding Inc., collateralized by a first mortgage on the DoubleTree by Hilton Laurel in Laurel,
May 5, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2023 SOTHERLY HOTELS INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (Sot
April 18, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
April 18, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  Filed by a Party other than the Registrant  Check the appropriate box:  Preliminary Proxy Statement  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)
April 18, 2023	EX-99	SOTHERLY HOTELS INC. ANNOUNCES POSTPONEMENT OF ANNUAL MEETING OF STOCKHOLDERS Exhibit 99.1 FOR IMMEDIATE RELEASE TUESDAY, APRIL 18, 2023 SOTHERLY HOTELS INC. ANNOUNCES POSTPONEMENT OF ANNUAL MEETING OF STOCKHOLDERS Williamsburg, Virginia – April 18, 2023 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today announced that the Company anticipates that it will not have
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April 3, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2023 SOTHERLY HOTELS INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
April 3, 2023	EX-99	SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2023 Exhibit 99.1 FOR IMMEDIATE RELEASE MONDAY, APRIL 3, 2023 SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2023 Williamsburg, Virginia – April 3, 2023 – 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 f
March 30, 2023	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  Filed by a Party other than the Registrant  Check the appropriate box:  Preliminary Proxy Statement  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)
March 21, 2023	EX-21	List of Subsidiaries of Sotherly Hotels LP. EXHIBIT 21.2 SUBSIDIARIES OF SOTHERLY HOTELS LP Name Jurisdiction of Organization/Incorporation MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware SOHO Ocean Resort Services TRS
March 21, 2023	EX-21	List of Subsidiaries of Sotherly Hotels Inc. EXHIBIT 21.1 SUBSIDIARIES OF SOTHERLY HOTELS INC. Name Jurisdiction of Organization/Incorporation Sotherly Hotels LP Delaware MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware
March 21, 2023	EX-4	Description of Registered Securities. Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Sotherly Hotels Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $0.01 par value, listed on the NASDAQ Stock Market
March 21, 2023	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to SOTHERLY HOTELS INC.
March 2, 2023	EX-99	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 2022 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, MARCH 2, 2023 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 2022 Williamsburg, Virginia – March 2, 2023 – Sotherly Hotels Inc. (NASDAQ: SOHO), (“Sotherly” or the “Company”), a self-managed and self-administered lodging real estate investment trust (a “REIT”), today reported its consolidated results for
March 2, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2023 SOTHERLY HOTELS INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
March 1, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2023 SOTHERLY HOTELS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
January 24, 2023	EX-10.5	Second Amendment to Employment Agreement between Sotherly Hotels Inc. and Robert E. Kirkland IV, dated January 23, 2023 (incorporated by reference to the document previously filed as Exhibit 10.5 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on January 24, 2023). * EX-10.5 6 soho-ex105.htm EX-10.5 SECOND Amendment to Employment Agreement This Second Amendment to Employment Agreement (the “Amendment”) is dated as of January 23, 2023, between Sotherly Hotels Inc., a Maryland corporation (the “Company” or the “Employer”), and Robert E. Kirkland IV (the “Executive”) and amends that certain Employment Agreement dated January 1, 2020, as amended, between the Compa
January 24, 2023	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
January 24, 2023	EX-10.1	Amendment to Employment Agreement between Sotherly Hotels Inc. and Andrew M. Sims, dated January 23, 2023 (incorporated by reference to the document previously filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on January 24, 2023). * FIRST Amendment to Employment Agreement This First Amendment to Employment Agreement (the “Amendment”) is dated as of January 23, 2023, between Sotherly Hotels Inc.
January 24, 2023	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
January 24, 2023	EX-10.4	Amendment to Employment Agreement between Sotherly Hotels Inc. and Anthony E. Domalski, dated January 23, 2023 (incorporated by reference to the document previously filed as Exhibit 10.4 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on January 24, 2023). * FIRST Amendment to Employment Agreement This First Amendment to Employment Agreement (the “Amendment”) is dated as of January 23, 2023, between Sotherly Hotels Inc.
January 24, 2023	EX-10.3	Amendment to Employment Agreement between Sotherly Hotels Inc. and Scott M. Kucinski, dated January 23, 2023 (incorporated by reference to the document previously filed as Exhibit 10.3 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on January 24, 2023). * FIRST Amendment to Employment Agreement This First Amendment to Employment Agreement (the “Amendment”) is dated as of January 23, 2023, between Sotherly Hotels Inc.
January 24, 2023	EX-99.1	SOTHERLY HOTELS INC. ANNOUNCES REINSTATEMENT OF QUARTERLY PREFERRED DIVIDENDS Exhibit 99.1 FOR IMMEDIATE RELEASE TUESDAY, JANUARY 24, 2023 SOTHERLY HOTELS INC. ANNOUNCES REINSTATEMENT OF QUARTERLY PREFERRED DIVIDENDS Williamsburg, Virginia – January 24, 2023 – Sotherly Hotels Inc. (NASDAQ: SOHO), (the “Company”), today announced that its Board of Directors has authorized payment of quarterly cash dividends for the Company’s Series B, Series C, and Series D Preferred Stock t
January 24, 2023	EX-10.2	Amendment to Employment Agreement between Sotherly Hotels Inc. and David R. Folsom, dated January 23, 2023 (incorporated by reference to the document previously filed as Exhibit 10.2 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on January 24, 2023). * FIRST Amendment to Employment Agreement This First Amendment to Employment Agreement (the “Amendment”) is dated as of January 23, 2023, between Sotherly Hotels Inc.
January 9, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2023 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
January 9, 2023	EX-99.1	SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE FOURTH QUARTER ENDED DECEMBER 31, 2022 Exhibit 99.1 FOR IMMEDIATE RELEASE MONDAY, JANUARY 9, 2023 SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE FOURTH QUARTER ENDED DECEMBER 31, 2022 Williamsburg, Virginia – January 9, 2023 – 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 r
November 14, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant a
November 10, 2022	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2022 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, NOVEMBER 10, 2022 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2022 Williamsburg, Virginia ? November 10, 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 its consolidated results for
November 10, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
October 5, 2022	EX-99.1	SOTHERLY HOTELS INC. UNAUDITED PRO FORMA FINANCIAL INFORMATION CONSOLIDATED BALANCE SHEET DECEMBER 31, 2021 Exhibit 99.1 Overview On February 10, 2022 and June 10, 2022, we closed on the sales of the Sheraton Louisville Riverside hotel and the DoubleTree by Hilton Raleigh-Brownstone University hotel, respectively. The following table presents the audited consolidated balance sheet and consolidated statement of operations as of December 31, 2021 of the Company, unaudited pro forma financial adjustments o
October 5, 2022	8-K/A	Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotel
October 3, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
October 3, 2022	EX-99.1	SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2022, AND PROVIDES HURRICANE IAN PORTFOLIO UPDATE Exhibit 99.1 FOR IMMEDIATE RELEASE MONDAY, OCTOBER 3, 2022 SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2022, AND PROVIDES HURRICANE IAN PORTFOLIO UPDATE Williamsburg, Virginia ? October 3, 2022 ? Sotherly Hotels Inc. (NASDAQ: SOHO), (?Sotherly? or the ?Company?), a self-managed and self-administered lodging real estate investment trust (a ?R
August 31, 2022	8-K/A	Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly H
August 31, 2022	EX-99.1	SOTHERLY HOTELS INC. UNAUDITED PRO FORMA FINANCIAL INFORMATION CONSOLIDATED BALANCE SHEET DECEMBER 31, 2021 Exhibit 99.1 Overview On February 10, 2022, we closed on the sale of the Sheraton Louisville Riverside hotel. The following table presents the audited consolidated balance sheet and consolidated statement of operations as of December 31, 2021 of the Company, unaudited pro forma financial adjustments of Sheraton Louisville Riverside hotel, unaudited pro forma balance sheet, as if the hotel had been
August 26, 2022	8-K	Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 24, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
August 15, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant as spe
August 15, 2022	EX-10.1	2022 Long-Term Incentive Plan. EXHIBIT 10.1 SOTHERLY HOTELS INC. 2022 LONG-TERM INCENTIVE PLAN EXHIBIT 10.1 TABLE OF CONTENTS Page 1. PURPOSE 1 2. DEFINITIONS 1 3. ADMINISTRATION 5 Administration 5 Powers of the Committee 5 4. ELIGIBILITY 6 Eligibility for Awards 6 Substitution Awards 6 5. COMMON STOCK SUBJECT TO PLAN 6 Share Reserve and Limitations on Grants 6 Reversion of Shares 7 Source of Shares 7 6. OPTIONS 7 Award 7 Exerc
August 11, 2022	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2022 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, AUGUST 11, 2022 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2022 Williamsburg, Virginia ? August 11, 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 its consolidated results for the seco
August 11, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
July 20, 2022	S-8	As filed with the Securities and Exchange Commission on July 20, 2022 As filed with the Securities and Exchange Commission on July 20, 2022 Registration No.
July 20, 2022	EX-FILING FEES	Filing Fee Table. Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Sotherly Hotels Inc.
July 20, 2022	EX-99.1	Sotherly Hotels Inc. 2022 Long-Term Incentive Plan (incorporated by reference to the document previously filed as Exhibit 99.1 to the Company’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on July 20, 2022). * Exhibit 99.1 SOTHERLY HOTELS INC. 2022 LONG-TERM INCENTIVE PLAN TABLE OF CONTENTS Page 1. PURPOSE 1 2. DEFINITIONS 1 3. ADMINISTRATION 5 Administration 5 Powers of the Committee 5 4. ELIGIBILITY 6 Eligibility for Awards 6 Substitution Awards 6 5. COMMON STOCK SUBJECT TO PLAN 6 Share Reserve and Limitations on Grants 6 Reversion of Shares 7 Source of Shares 7 6. OPTIONS 7 Award 7 Exercise Price 7 M
July 20, 2022	S-8 POS	As filed with the Securities and Exchange Commission on July 20, 2022 As filed with the Securities and Exchange Commission on July 20, 2022 Registration No.
July 6, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
July 6, 2022	EX-99.1	SOTHERLY HOTELS INC. PROVIDES OPERATING UPDATE Exhibit 99.1 FOR IMMEDIATE RELEASE WEDNESDAY, JULY 6, 2022 SOTHERLY HOTELS INC. PROVIDES OPERATING UPDATE Williamsburg, Virginia ? July 6, 2022 ? Sotherly Hotels Inc. (NASDAQ: SOHO), (?Sotherly? or the ?Company?), a self-managed and self-administered lodging real estate investment trust (a ?REIT?), today provided an update on recent operating trends. Please visit Sotherly Hotels 2Q 2022 Operating
June 29, 2022	EX-99.1	SOTHERLY HOTELS INC. COMPLETES REFINANCE OF TAMPA, FL HOTEL; PROCEEDS USED TO PAY OFF CORPORATE DEBT EXHIBIT 99.1 FOR IMMEDIATE RELEASE WEDNESDAY, June 29, 2022 SOTHERLY HOTELS INC. COMPLETES REFINANCE OF TAMPA, FL HOTEL; PROCEEDS USED TO PAY OFF CORPORATE DEBT Williamsburg, Virginia ? June 29, 2022 ? Sotherly Hotels Inc. (NASDAQ: SOHO) (the ?Company?) announced that the Company has modified its existing mortgage loan with Fifth Third Bank secured by the Hotel Alba hotel in Tampa, Florida. The lo
June 29, 2022	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
June 14, 2022	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
June 14, 2022	EX-99.1	SOTHERLY HOTELS INC. COMPLETES SALE OF RALEIGH, NC HOTEL, PARTIALLY REPAYS CORPORATE DEBT EXHIBIT 99.1 FOR IMMEDIATE RELEASE TUESDAY, June 14, 2022 SOTHERLY HOTELS INC. COMPLETES SALE OF RALEIGH, NC HOTEL, PARTIALLY REPAYS CORPORATE DEBT Williamsburg, Virginia ? June 14, 2022 ? Sotherly Hotels Inc. (NASDAQ: SOHO) (the ?Company?) announced that the Company has closed on the sale of the DoubleTree by Hilton Raleigh Brownstone in Raleigh, North Carolina for $42.0 million. A portion of the
June 6, 2022	EX-16.1	Letter from FORVIS, LLP, dated June 6, 2022. EX-16.1 2 soho-ex161.htm EX-16.1 EXHIBIT 16.1 June 6, 2022 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated June 6, 2022 of Sotherly Hotels Inc. and Sotherly Hotels LP and are in agreement with the statements therein concerning Dixon Hughes Goodman LLP, BKD, LLP and FORVIS, LLP. We have no basis to agree or
June 6, 2022	8-K	Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
May 25, 2022	EX-10.1	Second Amendment to Real Estate Sale Agreement by and between Raleigh Hotel Associates, LLC and CS Acquisition Vehicle, LLC, dated May 23, 2022. EXHIBIT 10.1 SECOND AMENDMENT TO REAL ESTATE SALE AGREEMENT THIS SECOND AMENDMENT TO REAL ESTATE SALE AGREEMENT (?Second Amendment?) is made as of May 23, 2022 (the ?Effective Date?) by and between RALEIGH HOTEL ASSOCIATES, LLC, a Delaware limited liability company (?Seller?), and CS Acquisition Vehicle, LLC, a Delaware limited liability company (?Purchaser?). RECITALS: A.Seller and Purchaser are
May 25, 2022	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
May 13, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . SOTHERLY HOTELS INC. (Exact name of registrant as sp
May 12, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (So
May 12, 2022	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2022 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, MAY 12, 2022 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2022 Williamsburg, Virginia ? May 12, 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 its consolidated results for the first quar
May 2, 2022	8-K	Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
April 27, 2022	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
April 27, 2022	EX-10.27	Third Amendment to Master Agreement by and among Sotherly Hotels Inc., Sotherly Hotels LP, MHI Hospitality TRS, LLC, and Our Town Hospitality LLC (incorporated by reference to the document previously filed as Exhibit 10.27 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on April 27, 2022). EXHIBIT 10.27 THIRD AMENDMENT TO MASTER AGREEMENT THIS THIRD AMENDMENT TO MASTER AGREEMENT (?Amendment?) is made this 27th day of April, 2022 (the ?Effective Date?) by and among SOTHERLY HOTELS LP, a Delaware limited partnership (?Owner?); SOTHERLY HOTELS INC., a Maryland corporation and general partner of the Owner (the ?REIT?) (the Owner and REIT are hereinafter referred to as the ?Company?); MH
April 27, 2022	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
April 20, 2022	8-K	Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
April 5, 2022	8-K	Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (
April 1, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
April 1, 2022	EX-99.1	SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2022 Exhibit 99.1 FOR IMMEDIATE RELEASE WEDNESDAY, APRIL 1, 2022 SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2022 Williamsburg, Virginia ? April 1, 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 result
March 31, 2022	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) DEF 14A 1 soho-def14a20220426.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Comm
March 25, 2022	EX-10.26	First Amendment to Real Estate Sale Agreement by and between Raleigh Hotel Associates, LLC and CS Acquisition Vehicle, LLC, dated February 28, 2022. EXHIBIT 10.26 FIRST AMENDMENT TO REAL ESTATE SALE AGREEMENT THIS FIRST AMENDMENT TO REAL ESTATE SALE AGREEMENT (?Amendment?) is made as of February 28, 2022 (the ?Effective Date?) by and between RALEIGH HOTEL ASSOCIATES, LLC, a Delaware limited liability company (?Seller?), and CS Acquisition Vehicle, LLC, a Delaware limited liability company (?Purchaser?). RECITALS: A.Seller and Purchaser are par
March 25, 2022	EX-21.1	List of Subsidiaries of Sotherly Hotels Inc. EXHIBIT 21.1 SUBSIDIARIES OF SOTHERLY HOTELS INC. Name Jurisdiction of Organization/Incorporation Sotherly Hotels LP Delaware MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware
March 25, 2022	EX-4.4	Description of Registered Securities. Exhibit 4.4 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, Sotherly Hotels Inc. (the ?Company?) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) Common Stock, $0.01 par value, listed on the NASDAQ Stock Market
March 25, 2022	EX-10.22	Real Estate Sale Agreement by and between Raleigh Hotel Associates, LLC and CS Acquisition Vehicle, LLC, dated November 30, 2021. EXHIBIT 10.22 REAL ESTATE SALE AGREEMENT by and between Raleigh Hotel Associates, LLC, as Seller and CS ACQUISITION VEHICLE, LLC, as Purchaser 1707 Hillsborough Street, Raleigh, North Carolina 27605 ACTIVE 61176122v9 SUMMARY OF BASIC TERMS This Summary of Basic Terms (this ?Summary?) is hereby incorporated into and made a part of the Agreement (defined below). Capitalized terms used but not define
March 25, 2022	EX-21.2	List of Subsidiaries of Sotherly Hotels LP. EXHIBIT 21.2 SUBSIDIARIES OF SOTHERLY HOTELS LP Name Jurisdiction of Organization/Incorporation MHI Hospitality TRS, LLC Delaware MHI Hospitality TRS Holding, Inc. Maryland MHI Louisville TRS, LLC Delaware MHI Raleigh TRS, LLC Delaware SOHO Atlanta TRS, LLC Delaware SOHO Jacksonville TRS LLC Delaware Hollywood Hotel TRS LLC Delaware SOHO Ocean Resort TRS LLC Delaware SOHO Ocean Resort Services TRS
March 25, 2022	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to SOTHERLY HOTELS INC.
March 3, 2022	EX-99.1	SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 2021 Exhibit 99.1 FOR IMMEDIATE RELEASE THURSDAY, MARCH 3, 2022 SOTHERLY HOTELS INC. REPORTS FINANCIAL RESULTS FOR THE FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 2021 Williamsburg, Virginia ? March 3, 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 its consolidated results for
March 3, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379 (S
March 2, 2022	8-K	Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-3237
February 14, 2022	SC 13G/A	SOHO / Sotherly Hotels Inc / Palogic Value Management, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SOTHERLY HOTELS INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 83600C103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul
February 11, 2022	EX-99.1	SOTHERLY HOTELS INC. COMPLETES SALE OF JEFFERSONVILLE, INDIANA HOTEL EXHIBIT 99.1 FOR IMMEDIATE RELEASE FRIDAY, FEBRUARY 11, 2022 SOTHERLY HOTELS INC. COMPLETES SALE OF JEFFERSONVILLE, INDIANA HOTEL Williamsburg, Virginia ? February 11, 2022 ? Sotherly Hotels Inc. (NASDAQ: SOHO) (the ?Company?) announced that the Company has closed on the sale of the Sheraton Louisville Riverside Hotel (the ?Hotel?) in Jeffersonville, Indiana for $11.5 million. ?We are pleased with
February 11, 2022	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
February 11, 2022	EX-10.25	First Amendment to Employment Agreement between Sotherly Hotels Inc. and Robert E. Kirkland IV, dated February 8, 2022 (incorporated by reference to the document previously filed as Exhibit 10.25 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2022). * EXHIBIT 10.25 First Amendment to Employment Agreement This First Amendment to Employment Agreement (the ?Amendment ?) is dated as of February 8 2022, between Sotherly Hotels Inc., a Maryland corporation (the ?Company? or the ?Employer?), and Robert E. Kirkland IV (the ?Executive?) and amends that certain Employment Agreement dated January 1, 2020, between the Company and the Executive (the ?Employ
February 11, 2022	EX-10.26	Purchase and Sale Agreement by and between Louisville Hotel Associates, LLC and Riverside Hotel, LLC, dated December 13, 2021 (incorporated by reference to the document previously filed as Exhibit 10.26 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2022). EXHIBIT 10.22 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this ?Agreement?) is made and entered into as of December 13, 2021 (the ?Effective Date?), by and between LOUISVILLE HOTEL ASSOCIATES, LLC, a Delaware limited liability company (the ?Seller?), and RIVERSIDE HOTEL, LLC, an Indiana limited liability company, or its permitted assigns (the ?Purchaser?; Seller and Purchaser are
January 11, 2022	SC 13D/A	SOHO / Sotherly Hotels Inc / Sims Andrew - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Sotherly Hotels Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 83600C103 (CUSIP Number) Andrew M. Sims c/o Sotherly Hotels Inc. 306 S Henry Street, Suite 100 Williamsburg, VA 23185 (757) 229-5648 (Name, Address and Tel
January 5, 2022	EX-99.1	SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE FOURTH QUARTER ENDED DECEMBER 31, 2021 Exhibit 99.1 FOR IMMEDIATE RELEASE WEDNESDAY, JANUARY 5, 2022 SOTHERLY HOTELS INC. REPORTS PRELIMINARY OPERATING RESULTS FOR THE FOURTH QUARTER ENDED DECEMBER 31, 2021 Williamsburg, Virginia ? January 5, 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 operatin
January 5, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2022 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379
December 13, 2021	EX-10.24	Share Exchange Agreement between Sotherly Hotels Inc. and Palogic Value Fund, L.P. (incorporated by reference to the document previously filed as Exhibit 10.24 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on December 13, 2021). EXHIBIT 10.24 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (the ?Agreement?) is made and entered into effective as of December 9, 2021 (the "Effective Date"), by and between Sotherly Hotels Inc., a Maryland Corporation (?Sotherly? or the ?Company?), and Palogic Value Fund, L.P., a Delaware limited partnership (?Palogic?). RECITALS A.Palogic approached Sotherly about its desire to exchang
December 13, 2021	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2021 SOTHERLY HOTELS INC. SOTHERLY HOTELS LP (Exact name of Registrant as Specified in Its Charter) Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) 001-32379

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