X0306 4 2020-02-28 0 0001574085 Braemar Hotels & Resorts Inc. BHR 0001608195 Eubanks Deric S 14185 DALLAS PARKWAY, SUITE 1100 DALLAS TX 75254 0 1 0 0 CFO and Treasurer Common Stock 2020-02-28 4 F 0 2533 7.61 D 88432 D Common Stock 533 I By spouse's IRA Performance Stock Units (2019) 0.00 2021-12-31 2021-12-31 Common Stock 30048 30048 D Performance Stock Units (2018) 0.00 2020-12-31 2020-12-31 Common Stock 31250 31250 D Common Partnership Units 0.00 2014-11-19 Common Stock 44261.4 44261.4 D Represents shares of common stock forfeited to the Issuer to satisfy certain tax-withholding obligations of the Reporting Person arising as a result of the vesting of restricted stock held by the Reporting Person. Represents the closing price of the common stock on February 27, 2020, the last trading day before the date of forfeiture. The Reporting Person received the Performance Stock Units (as defined below) pursuant to an award granted by the Issuer under the Issuer's Second Amended and Restated 2013 Equity Incentive Plan. Each Performance Stock Unit ("Performance Stock Unit") award represents the right, upon achievement of certain specified performance-based vesting criteria, to receive up to two (2) shares of the Issuer's common stock. Represents the target share amount that may be issued pursuant to such award of Performance Stock Units. The actual number of shares of common stock to be issued upon vesting can range from 0% to 200% of the number of Performance Stock Units awarded, based on achievement of a specified relative total stockholder returns. Assuming continued service through the vesting date and achievement of the specified performance-based vesting criteria, the Performance Stock Units, as adjusted, will generally vest on December 31, 2020 (with respect to the 2018 grant) and December 31, 2021 (with respect to the 2019 grant). Common limited partnership units ("Common Partnership Units") in Braemar Hospitality Limited Partnership, the Issuer's operating subsidiary (the "Subsidiary"). Common Partnership Units are redeemable for cash or, at the option of the Issuer, convertible into shares of the Issuer's common stock on a 1-for-1 basis. The Common Partnership Units do not have an expiration date. Reflects the aggregate number of Common Partnership Units currently held by the Reporting Person, some of which may have been converted from special long-term incentive partnership units in the Subsidiary by the Reporting Person since the Reporting Person's most recent Form 4 or Form 5 filing. See Footnote 5 discussing the convertibility of the Common Partnership Units. /s/ Deric S. Eubanks 2020-03-03