Item 8.01 Other Events.

On May 12, 2022, Ashford Hospitality Advisors, LLC ("Ashford LLC"), the operating company of Ashford Inc. (the "Company"), and Richard J. Stockton, the Chief Executive Officer of Braemar Hotels & Resorts Inc. ("Braemar"), entered into an amendment (the "Amendment") to Mr. Stockton's existing Amended and Restated Employment Agreement with Ashford LLC dated April 1, 2019 (the "Existing Agreement"). Among other things, the Amendment:

· Acknowledges that Mr. Stockton's base salary has increased to $725,000 annually


   and that his targeted incentive bonus range has increased to 75% to 175% of
   base salary.

· Expands Mr. Stockton's existing nonsolicitation obligations to apply during the


   two-year period following his termination of employment rather than the
   existing one-year period and expands the scope of the obligations to include
   not only employees but also certain capital providers.

· Imposes certain new limitations on Mr. Stockton's ability, during and for 24


   months following the termination of his employment, to acquire stock of the
   Company, Ashford Hospitality Trust, Inc. and Braemar and their affiliates and
   to engage in certain corporate transactions involving such entities.

The Existing Agreement is filed with this Form 8-K as Exhibit 10.1 and the Amendment is filed with this Form 8-K as Exhibit 10.2 and is incorporated by reference herein. The foregoing summary of the Amendment does not purport to be complete and is qualified in its entirety by the full text of the Amendment.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits



Exhibit
No.                                      Description
  10.1        Amended and Restated Employment Agreement, dated as of April 1,
            2019, by and among Ashford Inc., Ashford Hospitality Advisors, LLC,
            and Richard J. Stockton.
  10.2        First Amendment to Amended and Restated Employment Agreement, dated
            as of May 12, 2022, by and among Ashford Inc., Ashford Hospitality
            Advisors, LLC, and Richard J. Stockton.
104         Cover Page Interactive Data File (formatted in Inline XBRL and
            contained in Exhibit 101).

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