BHR Braemar Hotels & Resorts Inc. - 8-K

ITEM 5.02 Departure of Directors
or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 21, 2026, the Board of Directors (the “ Board ”)
of Braemar Hotels & Resorts Inc. (the “ Company ”) appointed Mr. Eric Batis to the Board to serve until the next
annual meeting of stockholders of the Company and until his successor is duly elected and qualified. At the time of his appointment to
the Board, Mr. Batis was not appointed to any committee.

Mr. Batis serves as the Chief Operating Officer
of Ashford Inc. (“ Ashford ”). In this role, Mr. Batis oversees the company’s day-to-day operational execution
across the organization. He is responsible for driving operational performance, refining acquisition strategies, and strengthening oversight
to support sustained growth across the Ashford Group of Companies. Prior to this position, Mr. Batis served as Executive Vice President
of Operations for Ashford since October 2022. In that capacity, he oversaw operations for both Ashford’s asset management advisory
business and its hospitality products and services business. Previously, as Senior Vice President of Portfolio Management of Ashford,
he led the acquisition and investment process for several key assets and businesses, including OpenKey, J&S Audio Visual (now INSPIRE),
Lismore Capital, Kalibri Labs, PURE Rooms, and RED Hospitality and Leisure. Mr. Batis also held roles in Ashford’s Asset Management
department, managing portfolios of hotels for Ashford, Ashford Hospitality Trust (AHT), and the Company, and earlier led Ashford’s
Capital Management group, directing renovation and repositioning initiatives for hotels. Before joining Ashford Inc. in 2013, Mr. Batis
was a Vice President at investment bank Houlihan Lokey, where he led real estate valuation efforts, and assisted clients with mergers
and acquisitions and finances. Prior to Houlihan Lokey, he worked for Integra Realty Resources in Chicago, valuing commercial properties
across the Midwest. Mr. Batis holds a Bachelor of Arts degree in Political Science from Northwestern University.

No additional compensation will be paid to Mr.
Batis in connection with the performance of his additional duties as a member of the Board. Mr. Batis has no direct or indirect material
interest in any transaction with the Company that is reportable under Item 404(a) of Regulation S-K, nor have any such transactions been
proposed. There are no arrangements or understandings between Mr. Batis and any other person pursuant to which he was selected to serve
as director.

Also on May 21, 2026, each of Stefani Danielle
Carter and Rebecca Musser notified the Company of their resignation from the Board effective as of that date. Neither Ms. Carter’s
nor Ms. Musser’s resignation was the result of any disagreement with the Company on any matter relating to the Company's operations,
policies or practices.