BRAEMAR HOTELS & RESORTS INC. FORM OF AMENDMENT NO. 2 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 12th, 2020 • Braemar Hotels & Resorts Inc. • Real estate investment trusts
Reference is made to the Equity Distribution Agreement, dated December 11, 2017, as amended by Amendment No. 1 on October 31, 2018 (as amended, the “Agreement”), by and among Braemar Hotels & Resorts Inc. (f/k/a Ashford Hospitality Prime, Inc.), a Maryland corporation (the “Company”), Braemar Hospitality Limited Partnership (f/k/a Ashford Hospitality Prime Limited Partnership), a Delaware limited partnership (the “Operating Partnership”), Ashford Hospitality Advisors LLC, a Delaware limited liability company (the “Advisor”) and [ ] (the “Agent”), pursuant to which the Company agreed to sell through the Agent, acting as agent and/or principal, shares of the Company’s common stock, par value $0.01 per share. All capitalized terms used in this Amendment No. 2 to the Agreement (this “Amendment”) and not otherwise defined herein shall have the respective meanings assigned to such terms in the Agreement. The Company, the Operating Partnership, the Advisor and the Agent agree as follows:
