Braemar Hotels & Resorts Inc.BHR
Braemar Hotels & Resorts Inc. Fair Value Disclosure
Fair Value Measurements
Fair Value Hierarchy—Our financial instruments measured at fair value either on a recurring or a non-recurring basis are classified in a hierarchy for disclosure purposes consisting of three levels based on the observability of inputs in the marketplace as discussed below:
•Level 1: Fair value measurements that are quoted prices (unadjusted) in active markets that we have the ability to access for identical assets or liabilities. Market price data generally is obtained from exchange or dealer markets.
•Level 2: Fair value measurements based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are observable for the asset or liability, such as interest rates and yield curves that are observable at commonly quoted intervals.
•Level 3: Fair value measurements based on valuation techniques that use significant inputs that are unobservable. The circumstances for using these measurements include those in which there is little, if any, market activity for the asset or liability.
The fair value of interest rate caps are determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rose above the strike rates of the caps. Variable interest rates used in the calculation of projected receipts and payments on the caps are based on an expectation of future interest rates derived from observable market interest rate curves (SOFR forward curves) and volatilities (Level 2 inputs). We also incorporate credit valuation adjustments (Level 3 inputs) to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk.
When a majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. However, when the valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by us and our counterparties, which we consider significant (10% or more) to the overall valuation of our derivatives, the derivative valuations in their entirety are classified in Level 3 of the fair value hierarchy. Transfers of inputs between levels are determined at the end of each reporting period. In determining the fair values of our derivatives at December 31, 2025, the SOFR interest rate forward curve (Level 2 inputs) assumed a downtrend from 3.688% to 3.104% for the remaining term of our derivatives. Credit spreads (Level 3 inputs) used in determining the fair values derivatives assumed an uptrend in nonperformance risk for us and all of our counterparties through the maturity dates.
Investment in securities includes mortgage-backed securities. These securities are classified as available for sale and are generally reported at fair value utilizing Level 2 inputs where the Company obtains fair value measurements from an external pricing vendor. Prices received from the vendor are analyzed based on various sources of observable market data. If prices are not within certain tolerance levels that are based on the asset type’s characteristics, the exception is researched and, if the price is not able to be validated, an alternate pricing vendor is utilized.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table presents our assets and liabilities measured at fair value on a recurring basis aggregated by the level within which measurements fall in the fair value hierarchy (in thousands):
| Quoted Market Prices (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | |||||||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||
| Derivative assets: | ||||||||||||||||||||||||||
| Interest rate derivatives - caps | $ | — | $ | 56 | $ | — | $ | 56 | (2) | |||||||||||||||||
| Total | $ | — | $ | 56 | $ | — | $ | 56 | ||||||||||||||||||
| Quoted Market Prices (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | |||||||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||
CMBS | $ | — | $ | 41,535 | $ | — | $ | 41,535 | (1) | |||||||||||||||||
| Derivative assets: | ||||||||||||||||||||||||||
| Interest rate derivatives - caps | — | 356 | — | 356 | (2) | |||||||||||||||||||||
Total | $ | — | $ | 41,891 | $ | — | $ | 41,891 | ||||||||||||||||||
__________________
(1)Reported as “investment in securities” in our consolidated balance sheet.
(2)Reported as “derivative assets” in our consolidated balance sheets.
Effect of Fair Value Measured Assets and Liabilities on Consolidated Statements of Operations
The following table summarizes the effect of fair value measured assets and liabilities on our consolidated statements of operations (in thousands):
| Gain (Loss) Recognized in Income | ||||||||||||||||||||
| Year Ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Assets | ||||||||||||||||||||
| Derivative assets: | ||||||||||||||||||||
| Interest rate derivatives - caps | $ | (355) | $ | 573 | $ | (935) | ||||||||||||||
| Total derivative assets | $ | (355) | $ | 573 | $ | (935) | ||||||||||||||
| Non-derivative assets: | ||||||||||||||||||||
Investment in securities | $ | (1,572) | $ | — | $ | — | ||||||||||||||
| Total | $ | (1,927) | $ | 573 | $ | (935) | ||||||||||||||
| Liabilities | ||||||||||||||||||||
| Derivative liabilities: | ||||||||||||||||||||
| Warrants | $ | — | $ | 12 | $ | 272 | ||||||||||||||
| Net | $ | (1,927) | $ | 585 | $ | (663) | ||||||||||||||
| Total combined | ||||||||||||||||||||
| Interest rate derivatives - caps | $ | (971) | $ | (4,083) | $ | (8,685) | ||||||||||||||
| Warrants | — | 12 | 272 | |||||||||||||||||
| Unrealized gain (loss) on derivatives | $ | (971) | (1) | $ | (4,071) | (1) | $ | (8,413) | (1) | |||||||||||
| Realized gain (loss) on interest rate caps | 616 | (1) (2) | 4,656 | (1) (2) | 7,750 | (1) (2) | ||||||||||||||
Realized gain (loss) on investment in securities | (1,572) | (3) | — | — | ||||||||||||||||
| Net | $ | (1,927) | $ | 585 | $ | (663) | ||||||||||||||
________
(1)Reported in “realized and unrealized gain (loss) on derivatives” in our consolidated statements of operations.
(2)Represents settled and unsettled payments from counterparties on interest rate caps.
(3)Reported in “other income (expense)” in our consolidated statements of operations.
During the year ended December 31, 2025, the Company sold the investment in CMBS. The amortized cost of the CMBS at December 31, 2025 and December 31, 2024, was $0 and $42.3 million, respectively. The unrealized gain (loss) recognized as a change in other comprehensive income (loss) for the years ended December 31, 2025 and December 31, 2024 was $744,000 and $(744,000), respectively.
The CMBS had a par value of $42.2 million resulting in a realized loss of approximately $1.6 million included in “other income (expense)” on the consolidated statements of operations. As a result of the sales, $70,000 of unrealized gain was reclassified to realized loss during the year ended December 31, 2025.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 12, 2026 | Showing above |
| 2024 | Mar 12, 2025 | |
| 2023 | Mar 14, 2024 | |
| 2022 | Mar 10, 2023 | |
| 2021 | Mar 10, 2022 | |
| 2020 | Mar 5, 2021 | |
| 2019 | Mar 13, 2020 | |
| 2018 | Mar 8, 2019 | |
| 2017 | Mar 14, 2018 | |
| 2016 | Feb 28, 2017 | |
| 2015 | Mar 15, 2016 | |
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.