ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On January 24, 2025, the Board of Directors (the "Board") of Ashford Hospitality Trust, Inc. (the "Company") accepted the resignation of Mr. Kamal Jafarnia effective that same date. Pursuant to the Company's Corporate Governance Guidelines, Mr. Jafarnia had previously submitted a letter of proposed resignation from the Board to the Nominating and Corporate Governance Committee of the Board because of a substantial change in his principal occupation or business association. The resignation was not the result of a disagreement with the Company on any matter related to the Company's operations, policies or practices.
Pursuant to the Company's director retirement program, Mr. Jafarnia is entitled to a $120,000 payout ($10,000 for each full year of service on the Board), which the Company will pay in cash.