Five Nominees for a Meeting Now Set for 21 December
Al Shams Investments Limited nominated five candidates to the board of Braemar Hotels & Resorts Inc. (NYSE: BHR) on 13 September 2026. The shareholder announced the slate the next day. Braemar moved the meeting date in a Form 8-K dated 22 September and filed 23 September. The 2026 annual meeting moves from 13 November to 21 December 2026.
Al Shams is the largest shareholder of Braemar. Wafic Rida Said is its ultimate beneficial owner. The nomination notice ran to nearly 900 pages, and Al Shams said it satisfied the requirements of the company’s governing documents.
The Slate
Jennifer L. Bitterman took the post of global chief financial officer at the GSA Group, a subsidiary of The DOT Group, in June 2025. She joined the board and the audit committee of Franklin Street Properties Corp. in October 2025.
Jonathan Klein founded Westview Capital LLC in June 2023 and serves as its managing director. His record covers acquisitions, development, structured finance and distressed debt, with more than $10 billion of transaction experience.
Anna Massion sits on the boards of Gaming Realms plc and BetMakers Technology Group Ltd. She was a senior analyst at PAR Capital Management from 2014 to 2019.
Sir Michael Peat qualified as a chartered accountant in 1975 and was a partner at KPMG in London from 1985 to 1993. He spent eighteen years in royal service, including the roles of Treasurer to The Queen (Elizabeth) and Keeper of the Privy Purse.
Wayne R. Walker is an attorney and corporate governance expert who has served on public company boards.
The Board Braemar Said It Would Seat
Braemar announced a near-total board replacement on 12 June 2026. Five new independent directors would arrive, an independent chair would follow, and President and Chief Executive Officer Richard Stockton would keep his seat. Every other director, including Chairman Monty Bennett, agreed to step down. Braemar retained Ferguson Partners for the search.
The same announcement set the company on the path to self-management. Braemar began steps to terminate the Fifth Amended and Restated Advisory Agreement with Ashford Inc. and its affiliates, hire employees directly, and operate as a self-managed real estate investment trust. The company put the saving at more than $25 million a year in general and administrative costs.
The Dispute Behind the Nomination
Al Shams wrote to Braemar’s outside directors on 15 June 2026. The letter carried the headline Brazen Act of Self-Dealing. It objected to the sale of three hotels that Al Shams said triggered a windfall for a company controlled by Bennett. Braemar answered on 22 July 2026 with a statement that cited support from Blackwells Capital LLC and carried personal allegations about Said. Al Shams replied the next day and called the attacks baseless.
A Second Shareholder Objects
Zazove Associates LLC filed an exempt solicitation on 17 September 2026. Zazove describes itself as a large shareholder in both the common and the preferred stock. Its letter objects to the nomination window, which closed on 14 September, and to the Ashford agreement. Zazove said that agreement could result in payments to Ashford of nearly $480 million plus accrued fees. Zazove also said it intends to support a new slate of directors.
The Share Register and the Two Ashford Entities
Al Shams holds 6,513,000 shares directly under Amendment No. 14 to its Schedule 13D, filed on 15 September 2026. That stake is 9.48 percent of the class, measured against 68,679,318 shares outstanding. Two similarly named companies sit in the dispute. Ashford Inc. is the external adviser Braemar is moving to terminate. Ashford Hospitality Trust is the real estate investment trust Braemar separated from in November 2013.
Braemar’s Own September Filings
Braemar filed two Forms 8-K in September. The first, dated 4 September, recorded the board’s 3 September determination that the annual meeting would be held on 13 November 2026, with a 30 September record date and a 14 September deadline for a nominating shareholder to submit notice on Schedule 14N. Al Shams delivered its notice on 13 September. The second 8-K, dated 23 September, postponed the meeting to 21 December 2026.