0001298946-23-000079 | 10-Q | XBRL Viewer | Diamondrock Hospitality Co

Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2023

Schedule of Earnings Per Share, Basic and Diluted

The following is a reconciliation of the calculation of basic and diluted EPS (in thousands, except share and per share data):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		6	2022
Numerator:
Net income attributable to common stockholders	$	36,511	$	50,063	$	43,213		$	57,637
Dividends declared on unvested share-based compensation	—		—		—			—
Net income available to common stockholders	$	36,511	$	50,063	$	43,213		$	57,637
Denominator:
Weighted-average number of common shares outstanding—basic	211,673,828		212,834,222		211,543,398			212,663,838
Effect of dilutive securities:
Unvested restricted common stock	233,614		303,062		247,680			244,911

Shares related to unvested PSUs	254,508		383,422		301,512			370,425
Weighted-average number of common shares outstanding—diluted	212,161,950		213,520,706		212,092,590			213,279,174
Earnings per share:
Earnings per share available to common stockholders—basic	$	0.17	$	0.24	$	0.20		$	0.27
Earnings per share available to common stockholders—diluted	$	0.17	$	0.23	$	0.20		$	0.27

Fair Value Measurements

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value MeasurementsThe fair value of certain financial assets and liabilities and other financial instruments as of June 30, 2023 and December 31, 2022, in thousands, is as follows:


	June 30, 2023				December 31, 2022
	Carrying Amount (1)		Fair Value		Carrying Amount (1)		Fair Value
Debt	$	1,181,428	$	1,153,773	$	1,185,793	$	1,148,533

_______________

(1)The carrying amount of debt is net of unamortized debt issuance costs.

The fair value of our debt is a Level 2 measurement under the fair value hierarchy (see Note 2). We estimate the fair value of our debt by discounting the future cash flows of each instrument at estimated market rates.

The carrying amount of our other financial instruments approximate fair value due to the short-term nature of these financial instruments.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended				6 Months Ended		12 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Cash flows from operating activities:
Net income	$ 39,134	$ 9,188	$ 52,701	$ 10,060	$ 48,322	$ 62,761
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	27,840		27,389		55,312	54,044
Corporate asset depreciation as corporate expenses					99	115
Non-cash lease expense and other amortization					3,087	3,124
Non-cash interest rate swap fair value adjustment					2,033	(10,222)
Amortization of debt issuance costs					1,026	1,310
Impairment losses					941	2,843
Amortization of deferred income related to key money					(215)	(207)
Share-based compensation					4,727	3,927
Changes in assets and liabilities:
Prepaid expenses and other assets					(5,940)	(8,933)
Due to/from hotel managers					8,540	(33,936)
Accounts payable and accrued expenses					(3,508)	659
Net cash provided by operating activities					114,424	75,485
Cash flows from investing activities:
Capital expenditures					(47,928)	(28,031)
Acquisition of interest in land					(1,829)	0
Property acquisitions					0	(106,184)
Purchase deposits					(1,500)	0
Receipt of deferred key money					0	1,000
Net cash used in investing activities					(51,257)	(133,215)
Cash flows from financing activities:
Scheduled mortgage debt principal payments					(4,744)	(7,844)
Draws on senior unsecured credit facility					0	110,000
Payment of financing costs					0	(120)
Distributions on common stock and units					(19,156)	(10)
Distributions on preferred stock					(4,908)	(4,908)
Repurchase of common stock					(2,423)	0
Shares redeemed to satisfy tax withholdings on vested share-based compensation					(3,023)	(828)
Net cash (used in) provided by financing activities					(34,254)	96,290
Net increase in cash, cash equivalents, and restricted cash					28,913	38,560
Cash, cash equivalents, and restricted cash at beginning of period		$ 107,178		$ 75,507	107,178	75,507	$ 75,507
Cash, cash equivalents, and restricted cash at end of period	136,091		114,067		136,091	114,067	107,178
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest					29,314	24,389
Cash paid for income taxes, net					1,833	3,261
Non-cash investing and financing activities:
Unpaid dividends and distributions declared	6,437		9		6,437	9	12,946
Accrued capital expenditures					6,153	8,672	8,000
Redemption of Operating Partnership units for common stock					0	51
Cash and cash equivalents	98,556				98,556		67,564
Restricted cash	37,535				37,535		39,614
Total cash, cash equivalents and restricted cash	$ 136,091		$ 114,067		$ 136,091	$ 114,067	$ 107,178

Subsequent Events (Details) - Chico Hot Springs Resort & Day Spa $ in Millions		6 Months Ended
	Aug. 01, 2023 USD ($) room	Jun. 30, 2023 USD ($)
Subsequent Event [Line Items]
Funded for this acquisition		$ 1.5
Subsequent Event
Subsequent Event [Line Items]
Number of hotel rooms acquired \| room	117
Payments to acquire productive assets	$ 33.0

Debt - Components Of Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Debt Instrument [Line Items]
Amortization of debt issuance costs and debt premium	$ 512	$ 658	$ 1,026	$ 1,310
Interest rate swap mark-to-market	19	(2,720)	2,033	(10,222)
Interest expense	15,567	9,675	32,739	13,794
Mortgage Debt Interest
Debt Instrument [Line Items]
Debt, interest expenses	4,111	6,057	8,202	12,090
Unsecured Term Loan Interest
Debt Instrument [Line Items]
Debt, interest expenses	10,608	3,835	20,848	7,464
Credit Facility Interest and Unused Fees
Debt Instrument [Line Items]
Debt, interest expenses	$ 317	$ 1,845	$ 630	$ 3,152

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

- Definition

Amount of the cost of borrowed funds accounted for as interest expense.

+ References + Details

Organization (Details)	6 Months Ended
Organization (Details)	Jun. 30, 2023 hotel room
Real Estate Properties [Line Items]
Number of hotels \| hotel	35
Number of rooms in hotels, resorts and senior loan secured facility (in rooms) \| room	9,617
DiamondRock Hospitality Limited Partnership
Real Estate Properties [Line Items]
General partner, ownership interest (as a percent)	99.60%
Limited partners, ownership interest (as a percent)	0.40%

Debt - Schedule of Long Term Debt (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Weighted-average interest rate (as a percent)	4.88%
Total mortgage debt, net of unamortized debt issuance costs	$ 382,157	$ 386,655
Total debt	1,181,428	1,185,793
Senior unsecured credit facility	0	0
Mortgages
Debt Instrument [Line Items]
Unamortized debt issuance costs	(833)	(1,079)
Total mortgage debt, net of unamortized debt issuance costs	382,157	386,655
Unsecured Term Loan
Debt Instrument [Line Items]
Unamortized debt issuance costs	(729)	(862)
Total debt	799,271	799,138
Unsecured Term Loan due January 2028 \| Unsecured Term Loan
Debt Instrument [Line Items]
Principal balance	$ 500,000	500,000
Unsecured Term Loan due January 2028 \| Unsecured Term Loan \| SOFR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.35%
Unsecured Term Loan due January 2025 \| Unsecured Term Loan
Debt Instrument [Line Items]
Principal balance	$ 300,000	300,000
Unsecured Term Loan due January 2025 \| Unsecured Term Loan \| SOFR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.35%
Revolving Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Senior unsecured credit facility	$ 0	0
Revolving Credit Facility \| Line of Credit \| SOFR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.40%
Courtyard New York Manhattan/Midtown East mortgage loan \| Mortgages
Debt Instrument [Line Items]
Interest rate, stated percentage (as a percent)	4.40%
Principal balance	$ 75,255	76,153
Worthington Renaissance Fort Worth Hotel mortgage loan \| Mortgages
Debt Instrument [Line Items]
Interest rate, stated percentage (as a percent)	3.66%
Principal balance	$ 74,681	75,625
Hotel Clio mortgage loan \| Mortgages
Debt Instrument [Line Items]
Interest rate, stated percentage (as a percent)	4.33%
Principal balance	$ 56,784	57,469
Westin Boston Seaport District mortgage loan \| Mortgages
Debt Instrument [Line Items]
Interest rate, stated percentage (as a percent)	4.36%
Principal balance	$ 176,270	$ 178,487

Equity

6 Months Ended

Jun. 30, 2023

Equity [Abstract]

Equity

Common Shares

We are authorized by our charter to issue up to 400 million shares of common stock, $0.01 par value per share. Each outstanding share of common stock entitles the holder to one vote on all matters submitted to a vote of stockholders. Holders of our common stock are entitled to receive dividends out of assets legally available for the payment of dividends when authorized by our board of directors.

We maintain an “at-the-market” equity offering program (the “ATM Program”), pursuant to which we may issue and sell shares of our common stock from time to time, having an aggregate offering price of up to $200.0 million. We have not sold any shares under the ATM Program.

Our board of directors has authorized a share repurchase program pursuant to which we are authorized to repurchase up to $200.0 million of our common stock through February 28, 2025. The timing and actual number of shares repurchased will depend on a variety of factors, including price and general business and market conditions. Under the share repurchase program, repurchases can be made from time to time using a variety of methods, including open market purchases or privately negotiated transactions, all in compliance with the rules of the United States Securities and Exchange Commission and other applicable legal requirements. The share repurchase program does not obligate us to acquire any particular amount of shares, and may be suspended or discontinued at any time at our discretion. During the six months ended June 30, 2023, we repurchased 318,454 shares of common stock at an average price of $7.60 per share for a total purchase price of $2.4 million. During the year ended December 31, 2022, we repurchased 1.6 million shares of common stock at an average price of $7.81 per share for a total purchase price of $12.3 million. As of August 4, 2023, we have $185.3 million of authorized capacity remaining under the share repurchase program.

Preferred Shares

We are authorized by our charter to issue up to 10 million shares of preferred stock, $0.01 par value per share. Our board of directors is required to set for each class or series of preferred stock the terms, preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends or other distributions, qualifications, and terms or conditions of redemption.

As of June 30, 2023 and December 31, 2022, there were 4,760,000 shares of 8.250% Series A Cumulative Redeemable Preferred Stock (“Series A Preferred Stock”) issued and outstanding with a liquidation preference each of $25.00 per share. On or after August 31, 2025, the Series A Preferred Stock will be redeemable at the Company's option, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus accrued and unpaid dividends up to, but not including, the redemption date.

Operating Partnership Units

In connection with our acquisition of Cavallo Point in December 2018, we issued 796,684 common OP units to third parties, otherwise unaffiliated with the Company, then valued at $11.76 per unit. Each common OP unit is redeemable at the option of the holder. Holders of common OP units have certain redemption rights, which enable them to cause our operating partnership to redeem their units in exchange for cash per unit equal to the market price of our common stock, at the time of redemption, or, at our option, for shares of our common stock on a one-for-one basis, subject to adjustment upon the occurrence of stock splits, mergers, consolidations or similar pro-rata share transactions.

Long-Term Incentive Partnership units (“LTIP units”), which are also referred to as profits interest units, may be issued to eligible participants under the 2016 Plan (as defined in Note 10 below) for the performance of services to or for the benefit of our operating partnership. LTIP units are a class of partnership unit in our operating partnership and will receive, whether vested or not, the same per-unit distributions as the outstanding common OP units, which equal per-share dividends on shares of our common stock. Initially, LTIP units have a capital account balance of zero, do not receive an allocation of operating income (loss), and do not have full parity with common OP units with respect to liquidating distributions. If such parity is reached, vested LTIP units are converted into an equal number of common OP units, and thereafter will possess all of the rights and interests of common OP units, including the right to exchange the common OP units for cash per unit equal to the market price of our common stock, at the time of redemption, or, at our option, for shares of our common stock on a one-for-one basis, subject to adjustment upon the occurrence of stock splits, mergers, consolidations or similar pro-rata share transactions. See Note 10 for additional disclosures related to LTIP units.

There were 746,508 and 719,542 common OP units held by unaffiliated third parties and executive officers of the Company as of June 30, 2023 and December 31, 2022, respectively. There were 328,354 and 98,050 unvested LTIP units outstanding as of June 30, 2023 and December 31, 2022, respectively.

Dividends and Distributions

We have paid the following dividends to holders of our common stock and distributions to holders of common OP units and LTIP units during 2023 and through the date of this report:


Payment Date	Record Date	Dividend per Share




January 12, 2023	December 30, 2022	$	0.06
April 12, 2023	March 31, 2023	$	0.03
July 12, 2023	June 30, 2023	$	0.03

We have paid the following dividends to holders of our Series A Preferred Stock during 2023 and through the date of this report:

Payment Date

Record Date

Dividend
per Share

March 31, 2023

March 17, 2023

0.515625

June 30, 2023

June 20, 2023

0.515625

- Definition

The entire disclosure for equity.

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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 13
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 14
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 18
-Subparagraph (a)
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Jun. 30, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Acquisitions	6 Months Ended
Acquisitions	Jun. 30, 2023
Business Combination and Asset Acquisition [Abstract]
Acquisitions	Acquisitions 2022 Acquisitions On January 6, 2022, we acquired the 103-room Tranquility Bay Beachfront Resort located in Marathon, Florida, for $62.4 million, including prorations and transaction costs. The acquisition was funded with corporate cash. The acquisition includes income from 84 units owned by third parties that currently participate in the hotel's rental management program and the majority of the intervals in three units that are structured as vacation ownership. In March 2022, we entered into agreements to purchase four of the third-party owned units for $4.1 million in aggregate. In connection with the purchase agreements, we evaluated the recoverability of the right-to-manage intangible asset related to the long-term rental agreements ("RMAs"), and as a result, we recorded an impairment loss of $2.8 million. On March 23, 2022, we closed on the purchase of two of the four third-party owned units and on April 7, 2022, we closed on the purchase of the remaining two third-party owned units. We recognized a $45.2 million right-to-manage intangible asset related to the RMAs that were purchased as part of the acquisition. We estimated the fair value of the right-to-manage intangible using a discounted cash flow model, which calculated a present value of expected future cash flows over the remaining term of agreements, including expected renewal periods, with a discount rate of 12% and reversion rate of 9.25%. The intangible asset will be amortized over a period of 40 years, which is our estimate of its useful life, inclusive of expected renewal periods. The remaining useful life of this intangible asset as of June 30, 2023 is approximately 38.5 years. As of June 30, 2023 and December 31, 2022, the intangible asset was $40.8 million and $41.3 million, net of accumulated amortization of $1.6 million and $1.1 million, respectively, and is recorded within prepaid and other assets on the accompanying consolidated balance sheet. Amortization expense for the three and six months ended June 30, 2023 was $0.3 million and $0.5 million, respectively. Amortization expense for the three and six months ended June 30, 2022 was $0.3 million and $0.6 million, respectively. Amortization expense is expected to be $1.1 million annually for the remaining useful life of the asset. On April 1, 2022, we acquired the 96-room Kimpton Fort Lauderdale Beach Resort located in Fort Lauderdale, Florida for $35.6 million, including prorations and transaction costs. The acquisition was funded with corporate cash. On November 21, 2022, we acquired the 40-room Lake Austin Spa Resort located in Austin, Texas for $75.8 million, including prorations and transaction costs. The acquisition was funded with corporate cash.

Equity - Narrative (Details)	1 Months Ended		6 Months Ended		12 Months Ended
Equity - Narrative (Details)	Aug. 31, 2021 USD ($) shares	Dec. 31, 2018	Jun. 30, 2023 USD ($) vote $ / shares shares	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($) $ / shares shares	Aug. 04, 2023 USD ($)	Dec. 31, 2019 $ / shares shares
Class of Stock [Line Items]
Common stock, shares authorized (in shares)			400,000,000		400,000,000
Common stock, par value (in dollars per share) \| $ / shares			$ 0.01		$ 0.01
Votes per common share \| vote			1
Common stock repurchased \| $			$ 2,423,000	$ 0
Preferred stock, shares authorized (up to) (in shares)			10,000,000		10,000,000
Preferred stock, par value (in dollars per share) \| $ / shares			$ 0.01		$ 0.01
Preferred stock, dividend rate (as a percent)			8.25%		8.25%
Liquidation preference per share (in dollars per share) \| $ / shares			$ 25.00		$ 25.00
Limited partnership, price per unit (in dollars per share) \| $ / shares							$ 11.76
Option to redeem for common stock ratio		1
Subsequent Event
Class of Stock [Line Items]
Remaining repurchase amount \| $						$ 185,300,000
Long-term Incentive Plan Unit
Class of Stock [Line Items]
Units outstanding (in shares)			328,354		98,050
Unaffiliated Third Parties
Class of Stock [Line Items]
Common units issued (in shares)							796,684
Operating partnerships units held (in shares)			746,508		719,542
Common Stock
Class of Stock [Line Items]
Aggregate offering price (up to) \| $	$ 200,000,000
Shares sold (in shares)	0
Value amount of shares authorized to be repurchased (up to) \| $			$ 200,000,000
Shares repurchased (in shares)			318,454		1,600,000
Repurchased shares, average price per share (in dollars per share) \| $ / shares			$ 7.60		$ 7.81
Common stock repurchased \| $			$ 2,400,000		$ 12,300,000
Series A Preferred Stock
Class of Stock [Line Items]
Shares sold (in shares)			4,760,000		4,760,000
Liquidation preference per share (in dollars per share) \| $ / shares			$ 25.00
Redemption price per share (in dollars per share) \| $ / shares			$ 25.00

Leases - Narrative (Details) $ in Thousands	Jun. 30, 2023 USD ($) ground_lease	Apr. 20, 2023 USD ($)	Dec. 31, 2022 USD ($)
Lessee, Lease, Description [Line Items]
Weighted-average remaining lease term (in years)	64 years
Weighted-average discount rate (as a percent)	5.77%
Lease liabilities \| $	$ 111,233		$ 110,875
Worthington Renaissance Fort Worth Hotel
Lessee, Lease, Description [Line Items]
Lease liabilities \| $		$ 1,800
Hotel
Lessee, Lease, Description [Line Items]
Number of operating leases \| ground_lease	8
Parking Garage
Lessee, Lease, Description [Line Items]
Number of operating leases \| ground_lease	1

Property and Equipment

6 Months Ended

Jun. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and EquipmentProperty and equipment as of June 30, 2023 and December 31, 2022 consists of the following (in thousands):


	June 30, 2023		December 31, 2022
Land	$	579,528	$	577,861
Land improvements	7,994		7,994
Buildings and site improvements	2,834,377		2,798,654
Furniture, fixtures and equipment	551,816		525,901
Construction in progress	15,917		32,422
	3,989,632		3,942,832
Less: accumulated depreciation	(1,249,237)		(1,194,356)
	$	2,740,395	$	2,748,476

As of June 30, 2023 and December 31, 2022, we had accrued capital expenditures of $6.2 million and $8.0 million, respectively. During the six months ended June 30, 2023, we recorded an impairment loss of $0.9 million related to the write-off of construction in progress that was determined not to be recoverable.

Stock Incentive Plans - Stock Awards Activity (Details)	6 Months Ended
Stock Incentive Plans - Stock Awards Activity (Details)	Jun. 30, 2023 $ / shares shares
Unvested restricted common stock
Number of Shares
Beginning balance (in shares) \| shares	1,356,937
Granted (in shares) \| shares	247,762
Vested (in shares) \| shares	(382,822)
Forfeited (in shares) \| shares	(12,014)
Ending balance (in shares) \| shares	1,209,863
Weighted- Average Grant Date Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 9.47
Granted (in dollars per share) \| $ / shares	8.94
Vested (in dollars per share) \| $ / shares	9.60
Forfeited (in dollars per share) \| $ / shares	9.16
Ending balance (in dollars per share) \| $ / shares	$ 9.32
Shares related to unvested PSUs
Number of Shares
Beginning balance (in shares) \| shares	950,653
Granted (in shares) \| shares	363,523
Additional units from dividends (in shares) \| shares	10,322
Vested (in shares) \| shares	(299,766)
Ending balance (in shares) \| shares	1,024,732
Weighted- Average Grant Date Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 9.35
Granted (in dollars per share) \| $ / shares	9.08
Additional units from dividends (in dollars per share) \| $ / shares	8.50
Vested (in dollars per share) \| $ / shares	9.01
Ending balance (in dollars per share) \| $ / shares	$ 9.35
Vesting percentage (as a percent)	103.36%
Long-term Incentive Plan Unit
Number of Shares
Beginning balance (in shares) \| shares	98,050
Granted (in shares) \| shares	257,270
Vested (in shares) \| shares	(26,966)
Ending balance (in shares) \| shares	328,354
Weighted- Average Grant Date Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 9.39
Granted (in dollars per share) \| $ / shares	8.94
Vested (in dollars per share) \| $ / shares	9.58
Ending balance (in dollars per share) \| $ / shares	$ 9.02

Equity (Tables)

6 Months Ended

Jun. 30, 2023

Equity [Abstract]

Schedule of Dividends Payable

We have paid the following dividends to holders of our common stock and distributions to holders of common OP units and LTIP units during 2023 and through the date of this report:


Payment Date	Record Date	Dividend per Share




January 12, 2023	December 30, 2022	$	0.06
April 12, 2023	March 31, 2023	$	0.03
July 12, 2023	June 30, 2023	$	0.03

We have paid the following dividends to holders of our Series A Preferred Stock during 2023 and through the date of this report:

Payment Date

Record Date

Dividend
per Share

March 31, 2023

March 17, 2023

0.515625

June 30, 2023

June 20, 2023

0.515625

Organization	6 Months Ended
Organization	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization DiamondRock Hospitality Company (the “Company” or “we”) is a lodging-focused real estate company that owns a portfolio of premium hotels and resorts. Our hotels are concentrated in major urban markets and in destination resort locations, and the majority of our hotels are operated under a brand owned by one of the leading global lodging brand companies (Marriott International, Inc., Hilton Worldwide, or IHG Hotels & Resorts). We are an owner, as opposed to an operator, of the hotels in our portfolio. As an owner, we receive all of the operating profits or losses generated by our hotels after we pay fees to the hotel managers and hotel brands, which are based on the revenues and profitability of the hotels. As of June 30, 2023, we owned 35 hotels with 9,617 guest rooms. We conduct our business through a traditional umbrella partnership real estate investment trust, or UPREIT, in which our hotel properties are owned by our operating partnership, DiamondRock Hospitality Limited Partnership, or subsidiaries of our operating partnership. The Company is the sole general partner of our operating partnership and owned 99.6% of the limited partnership units (“common OP units”) of our operating partnership as of June 30, 2023. The remaining 0.4% of the common OP units are held by third parties and executive officers of the Company. See Note 9 for additional disclosures related to common OP units.

CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares	3 Months Ended			6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Statement of Stockholders' Equity [Abstract]
Common stock, dividend declared (in dollars per share)	$ 0.03	$ 0.03
Distributions per preferred share (in dollars per share)	$ 0.5156	$ 0.5156	$ 0.5156	$ 0.5156

Stock Incentive Plans - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Conversion ratio			1
Unvested restricted common stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards expected to vest in 2024 (in shares)	516,903		516,903
Awards expected to vest in 2025 (in shares)	332,756		332,756
Awards expected to vest in 2026 (in shares)	346,783		346,783
Awards expected to vest in 2027 (in shares)	6,712		6,712
Awards expected to vest in 2028 (in shares)	6,709		6,709
Unrecognized compensation cost	$ 7.5		$ 7.5
Unrecognized compensation expense related to compensation awards, period for recognition (in months)			27 months
Compensation expense (reversal)	$ 1.0	$ 1.2	$ 2.1	$ 2.0
Number of shares, granted (in shares)			247,762
Unvested restricted common stock \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)			3 years
Unvested restricted common stock \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)			5 years
Shares related to unvested PSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards expected to vest in 2025 (in shares)	298,698		298,698
Awards expected to vest in 2026 (in shares)	325,718		325,718
Awards expected to vest in 2027 (in shares)	364,877		364,877
Awards expected to vest in 2028 (in shares)	35,439		35,439
Unrecognized compensation cost	$ 5.6		$ 5.6
Unrecognized compensation expense related to compensation awards, period for recognition (in months)			28 months
Compensation expense (reversal)	$ 0.8	0.7	$ 1.5	0.9
Percentage of target award of maximum possible payout to executives (as a percent)			150.00%
Number of units earned if total stockholder return is negative (as a percent)			100.00%
Number of shares, granted (in shares)			363,523
Shares related to unvested PSUs \| Executive Officers
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total shareholder return (as a percent)			50.00%
Hotel market share (as a percent)			50.00%
Percentage of total stockholder return for payout of shares (as a percent)			30.00%
Maximum possible payout to executive officer as percentage of the target award (as a percent)			150.00%
Shares related to unvested PSUs \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)			3 years
Performance period (in years)			3 years
Shares related to unvested PSUs \| Minimum \| Executive Officers
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of total stockholder return for payout of shares			75.00%
Percentage of total stockholder return for payout of shares (as a percent)			75.00%
Shares related to unvested PSUs \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (in years)			5 years
Percentage of total stockholder return for payout of shares			30.00%
Long-term Incentive Plan Unit
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards expected to vest in 2024 (in shares)	14,217		14,217
Awards expected to vest in 2025 (in shares)	99,974		99,974
Awards expected to vest in 2026 (in shares)	99,974		99,974
Awards expected to vest in 2027 (in shares)	99,973		99,973
Awards expected to vest in 2028 (in shares)	14,216		14,216
Unrecognized compensation cost	$ 2.6		$ 2.6
Unrecognized compensation expense related to compensation awards, period for recognition (in months)			36 months
Compensation expense (reversal)	$ 0.2	$ 0.1	$ 0.4	$ 0.3
Number of shares, granted (in shares)			257,270
2016 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock option and incentive plan, shares authorized (up to) (in shares)	6,082,664		6,082,664
Number of shares issued or committed to issue (in shares)	5,735,185		5,735,185

Earnings Per Share

6 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Earnings Per Share

Basic EPS is calculated by dividing net income available to common stockholders by the weighted-average number of common shares outstanding. Diluted EPS is calculated by dividing net income available to common stockholders that has been adjusted for dilutive securities, by the weighted-average number of common shares outstanding including dilutive securities.

Unvested share-based awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and are included in the computation of EPS pursuant to the two-class method. Accordingly, distributed and undistributed earnings attributable to unvested share-based compensation (participating securities) have been excluded, as applicable, from net income or loss available to common stockholders used in the basic and diluted EPS calculations.

The following is a reconciliation of the calculation of basic and diluted EPS (in thousands, except share and per share data):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		6	2022
Numerator:
Net income attributable to common stockholders	$	36,511	$	50,063	$	43,213		$	57,637
Dividends declared on unvested share-based compensation	—		—		—			—
Net income available to common stockholders	$	36,511	$	50,063	$	43,213		$	57,637
Denominator:
Weighted-average number of common shares outstanding—basic	211,673,828		212,834,222		211,543,398			212,663,838
Effect of dilutive securities:
Unvested restricted common stock	233,614		303,062		247,680			244,911

Shares related to unvested PSUs	254,508		383,422		301,512			370,425
Weighted-average number of common shares outstanding—diluted	212,161,950		213,520,706		212,092,590			213,279,174
Earnings per share:
Earnings per share available to common stockholders—basic	$	0.17	$	0.24	$	0.20		$	0.27
Earnings per share available to common stockholders—diluted	$	0.17	$	0.23	$	0.20		$	0.27

The common OP units held by the noncontrolling interest holders have been excluded from the denominator of the diluted EPS calculation as there would be no effect on the amounts since the common OP units' share of income or loss would also be added or subtracted to derive net income available to common stockholders.

Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Numerator:
Net income attributable to common stockholders	$ 36,511	$ 50,063	$ 43,213	$ 57,637
Dividends declared on unvested share-based compensation	0	0	0	0
Net income available to common stockholders	$ 36,511	$ 50,063	$ 43,213	$ 57,637
Denominator:
Weighted-average number of common shares outstanding—basic (in shares)	211,673,828	212,834,222	211,543,398	212,663,838
Effect of dilutive securities:
Weighted-average number of common shares outstanding—diluted (in shares)	212,161,950	213,520,706	212,092,590	213,279,174
Earnings per share:
Earnings per share available to common stockholders—basic (in dollars per share)	$ 0.17	$ 0.24	$ 0.20	$ 0.27
Earnings per share available to common stockholders—diluted (in dollars per share)	$ 0.17	$ 0.23	$ 0.20	$ 0.27
Unvested restricted common stock
Effect of dilutive securities:
Unvested restricted common stock and shares related to unvested PSUs (in shares)	233,614	303,062	247,680	244,911
Shares related to unvested PSUs
Effect of dilutive securities:
Unvested restricted common stock and shares related to unvested PSUs (in shares)	254,508	383,422	301,512	370,425

Debt - Schedule of Applicable Margin (Details) - SOFR	6 Months Ended
Debt - Schedule of Applicable Margin (Details) - SOFR	Jun. 30, 2023
Line of Credit \| Less than 30%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.40%
Line of Credit \| Greater than or equal to 30% but less than 35%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.45%
Line of Credit \| Greater than or equal to 35% but less than 40%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.50%
Line of Credit \| Greater than or equal to 40% but less than 45%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.60%
Line of Credit \| Greater than or equal to 45% but less than 50%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.80%
Line of Credit \| Greater than or equal to 50% but less than 55%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.95%
Line of Credit \| Greater than or equal to 55%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	2.25%
Unsecured Term Loan \| Less than 30%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.35%
Unsecured Term Loan \| Greater than or equal to 30% but less than 35%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.40%
Unsecured Term Loan \| Greater than or equal to 35% but less than 40%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.45%
Unsecured Term Loan \| Greater than or equal to 40% but less than 45%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.55%
Unsecured Term Loan \| Greater than or equal to 45% but less than 50%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.75%
Unsecured Term Loan \| Greater than or equal to 50% but less than 55%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.85%
Unsecured Term Loan \| Greater than or equal to 55%
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	2.20%

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation Our financial statements include all of the accounts of the Company and its subsidiaries in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. If the Company determines that it has an interest in a variable interest entity within the meaning of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, Consolidation, the Company will consolidate the entity when it is determined to be the primary beneficiary of the entity. Our operating partnership meets the criteria of a variable interest entity. The Company is the primary beneficiary and, accordingly, we consolidate our operating partnership. In our opinion, the accompanying unaudited consolidated financial statements reflect all adjustments necessary to present fairly our financial position, the results of our operations, the statements of equity, and cash flows. Interim results are not necessarily indicative of full-year performance because of the impact of seasonal and short-term variations. We believe the disclosures made are adequate to prevent the information presented from being misleading. However, the unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2022, included in our Annual Report on Form 10-K filed on February 24, 2023.
Reclassification	Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. These reclassifications did not effect the Company's financial position, results of operations, or cash flows. An adjustment has been made to the consolidated statements of operations for the year ended December 31, 2022 for presentation of other department and support expenses and other property-level expenses.
Use of Estimates	Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Risks and Uncertainties	Risks and UncertaintiesThe state of the overall economy can significantly impact hotel operational performance and thus, impact our financial position. Currently, some of the most significant risks and uncertainties relate to the impact of rising inflation and increasing interest rates on the overall economy. Should any of our hotels experience a significant decline in operational performance, it may affect our ability to make distributions to our stockholders and service debt or meet other financial obligations.
Fair Value Measurements	Fair Value Measurements In evaluating fair value, U.S. GAAP outlines a valuation framework and creates a fair value hierarchy that distinguishes between assumptions based on market data (observable inputs) and a reporting entity’s own assumptions (unobservable inputs). The hierarchy ranks the quality and reliability of inputs used to determine fair value, which are then classified and disclosed in one of the three categories. The three levels are as follows: •Level 1 - Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities •Level 2 - Inputs include quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets in markets that are not active and model-derived valuations whose inputs are observable •Level 3 - Model-derived valuations with unobservable inputs
Property and Equipment	Property and Equipment Investment purchases of hotel properties, land, land improvements, building and furniture, fixtures and equipment and identifiable intangible assets that are not businesses are accounted for as asset acquisitions and recorded at relative fair value based upon total accumulated cost of the acquisition. Direct acquisition-related costs are capitalized as a component of the acquired assets. Property and equipment purchased after the hotel acquisition date is recorded at cost. Replacements and improvements are capitalized, while repairs and maintenance are expensed as incurred. Upon the sale or retirement of a fixed asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any resulting gain or loss is included in the statements of operations and comprehensive income. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally 5 to 40 years for buildings, land improvements, and building improvements and 1 to 10 years for furniture, fixtures and equipment. Leasehold improvements are amortized over the shorter of the lease term or the useful lives of the related assets. We review our investments in hotel properties for impairment whenever events or changes in circumstances indicate that the carrying amount of the hotel properties may not be recoverable. Events or circumstances that may cause a review include, but are not limited to, adverse changes in the demand for lodging at the properties, current or projected losses from operations, and an expectation that the property is more likely than not to be sold significantly before the end of its useful life. If present, management performs an analysis to determine if the estimated undiscounted future cash flows from operations and the proceeds from the ultimate disposition of a hotel, less costs to sell, exceed its carrying amount. If the estimated undiscounted future cash flows are less than the carrying amount of the asset, an adjustment to reduce the carrying amount to the related hotel’s estimated fair market value is recorded and an impairment loss is recognized. We will classify a hotel as held for sale in the period that we have made the decision to dispose of the hotel, a binding agreement to purchase the property has been signed under which the buyer has committed a significant amount of nonrefundable cash and no significant financing or other contingencies exist which could cause the transaction to not be completed in a timely manner. If these criteria are met, we will record an impairment loss if the fair value less costs to sell is lower than the carrying amount of the hotel and related assets and will cease recording depreciation expense. We will classify the assets and related liabilities as held for sale on the balance sheet.
Cash and Cash Equivalents	Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents.
Revenue Recognition	Revenue Recognition Revenues from hotel operations are recognized when the goods or services are provided. Revenues consist of room sales, food and beverage sales, and other hotel department revenues, such as telephone, parking, gift shop sales and resort fees. Rooms revenue is recognized over the length of stay that the hotel room is occupied by the customer. Food and beverage revenue is recognized at the point in time in which the goods and/or services are rendered to the customer, such as for restaurant dining services or banquet services. Other revenues are recognized at the point in time or over the time period that goods or services are provided to the customer. Certain ancillary services are provided by third parties and we assess whether we are the principal or agent in these arrangements. If we are the agent, revenue is recognized based upon the commission earned from the third party. If we are the principal, we recognize revenue based upon the gross sales price. Advance deposits are recorded as liabilities when a customer or group of customers provides a deposit for a future stay or banquet event at our hotels. Advance deposits are converted to revenue when the services are provided to the customer or when a customer with a noncancelable reservation fails to arrive for part or all of the reservation. Conversely, advance deposits are generally refundable upon guest cancellation of the related reservation within an established period of time prior to the reservation.
Income Taxes	Income Taxes We account for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in earnings during the period in which the new rate is enacted. However, deferred tax assets are recognized only to the extent that it is more likely than not that they will be realized based on consideration of all available evidence, including the future reversals of existing taxable temporary differences, future projected taxable income and tax planning strategies. Valuation allowances are provided if, based upon the weight of the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. As of June 30, 2023 and December 31, 2022, we had a valuation allowance of $9.8 million and $11.0 million, respectively, on our deferred tax assets. We have elected to be treated as a real estate investment trust, or REIT, under the provisions of the Internal Revenue Code of 1986, as amended, which requires that we distribute at least 90% of our taxable income annually to our stockholders and comply with certain other requirements. In addition to paying federal and state taxes on any retained income, we may be subject to taxes on “built-in gains” on sales of certain assets. Our taxable REIT subsidiaries will generally be subject to federal, state, local and/or foreign income taxes. In order for the income from our hotel property investments to constitute “rents from real properties” for purposes of the gross income tests required for REIT qualification, the income we earn cannot be derived from the operation of any of our hotels. Therefore, we lease each of our hotel properties to wholly owned taxable REIT subsidiaries. We may recognize a tax benefit from an uncertain tax position when it is more-likely-than-not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. If a tax position does not meet the more-likely-than-not recognition threshold, despite our belief that our filing position is supportable, the benefit of that tax position is not recognized in the consolidated statements of operations and comprehensive income. We recognize interest and penalties, as applicable, related to unrecognized tax benefits as a component of income tax expense. We recognize unrecognized tax benefits in the period that the uncertainty is eliminated by either affirmative agreement of the uncertain tax position by the applicable taxing authority, or by expiration of the applicable statute of limitation. We had no accruals for tax uncertainties as of June 30, 2023 and December 31, 2022.
Intangible Assets and Liabilities	Intangible Assets and LiabilitiesIntangible assets and liabilities recorded may include trade name, management or franchise agreement intangibles, right-to-manage and in-place lease intangibles assumed as part of the acquisition of certain hotels. We review the terms of agreements assumed in conjunction with the purchase of a hotel to determine if an intangible asset or liability exists. Intangible assets or liabilities are recorded at the acquisition date and amortized using the straight-line method over the expected useful life. We do not amortize intangible assets with indefinite useful lives, but we review these assets for impairment annually or at interim periods if events or circumstances indicate that the asset may be impaired.
Earnings Per Share	Earnings Per Share Basic earnings per share (“EPS”) is calculated by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted EPS is calculated by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period plus other potentially dilutive securities such as stock grants. No adjustment is made for shares that are anti-dilutive during a period.
Share-based Compensation	Share-based CompensationWe account for share-based employee compensation using the fair value based method of accounting. We record the cost of awards with service or market conditions based on the grant-date fair value of the award. That cost is recognized over the period during which an employee is required to provide service in exchange for the award. No compensation cost is recognized for equity instruments for which employees do not render the requisite service.
Comprehensive Income	Comprehensive Income The purpose of reporting comprehensive income is to report a measure of all changes in equity of an entity that result from recognized transactions and other economic events of the period other than transactions with owners in their capacity as owners. Comprehensive income consists of net income and other comprehensive income.
Derivative Instruments	Derivative Instruments In the normal course of business, we are exposed to the effects of interest rate changes. We may enter into derivative instruments, including interest rate swaps and caps, to manage or hedge interest rate risk. Derivative instruments are recorded at fair value on the balance sheet date. For derivative instruments for which we have not elected hedge accounting, changes in the fair value of derivatives are recorded each period and are included in interest expense in the consolidated statements of operations and comprehensive income. For derivative instruments for which we have elected hedge accounting treatment, unrealized gains and losses of hedging instruments are reported in other comprehensive income and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings.
Noncontrolling Interests	Noncontrolling Interests The noncontrolling interest is the portion of equity in our consolidated operating partnership not attributable, directly or indirectly, to the Company. Such noncontrolling interests are reported on the consolidated balance sheets within equity, separately from the Company’s equity. The noncontrolling interests are classified as permanent equity as we have the right to choose to settle each holder's redemption of the interest in either cash or delivery of shares of our common stock. See Note 9 for additional details. On the consolidated statements of operations and comprehensive income, revenues, expenses and net income or loss from our less-than-wholly-owned operating partnership are reported within the consolidated amounts, including both the amounts attributable to the Company and noncontrolling interests. Income or loss is allocated to noncontrolling interests based on their weighted average ownership percentage for the applicable period. Consolidated statements of equity include beginning balances, activity for the period and ending balances for stockholders’ equity, noncontrolling interests and total equity.
Restricted Cash	Restricted Cash Restricted cash primarily consists of cash held in reserve for replacement of furniture and fixtures generally held by our hotel managers and cash held in escrow pursuant to lender requirements.
Debt Issuance Costs	Debt Issuance Costs Financing costs are recorded at cost as a component of the debt carrying amount and consist of loan fees and other costs incurred in connection with the issuance of debt. Amortization of debt issuance costs is computed using a method that approximates the effective interest method over the remaining life of the debt and is included in interest expense in the accompanying consolidated statements of operations and comprehensive income. Debt issuance costs related to our Credit Agreement (defined in Note 5) are included within prepaid and other assets on the accompanying consolidated balance sheets. These debt issuance costs are amortized ratably over the term of the Credit Agreement, regardless of whether there are any outstanding borrowings, and the amortization is included in interest expense in the accompanying consolidated statements of operations and comprehensive income. If a refinancing of our debt is considered an extinguishment, unamortized debt issuance costs are included in the gain or loss on extinguishment. All fees paid to or received from creditors are included in the gain or loss on extinguishment. Fees paid to third parties are capitalized as debt issuance costs. If a refinancing of our debt is considered a modification, the net debt issuance costs at the time of modification are amortized over the remaining life of the modified debt.
Due to/from Hotel Managers	Due to/from Hotel Managers The due from hotel managers consists of hotel level accounts receivable, periodic hotel operating distributions receivable from managers and prepaid and other assets held by the hotel managers on our behalf. The due to hotel managers represents liabilities incurred by the hotel on behalf of us in conjunction with the operation of our hotels which are legal obligations of the Company.
Key Money	Key Money Key money received in conjunction with entering into hotel management or franchise agreements or completing specific capital projects is deferred and amortized over the term of the hotel management agreement, the term of the franchise agreement, or other systematic and rational period, if appropriate. Key money is classified as deferred income in the accompanying consolidated balance sheets and amortized as an offset to management fees or franchise fees.
Leases	Leases We determine if an arrangement is a lease or contains an embedded lease at inception. For agreements with both lease and nonlease components (e.g., common-area maintenance costs), we do not separate the nonlease components from the lease components, but account for these components as one. We determine the lease classification (operating or finance) at lease inception. Right-of-use assets and lease liabilities are recognized based on the present value of the future lease payments over the lease term at the commencement date. The discount rate used to determine the present value of the lease payments is our incremental borrowing rate as of the lease commencement date, as the implicit rate is not readily determinable. The right-of-use assets also include any initial direct costs and any lease payments made at or before the commencement date, and is reduced for any unrestricted incentives received at or before the commencement date. Options to extend or terminate the lease are included in the recognition of our right-of-use assets and lease liabilities when it is reasonably certain that we will exercise the option. Variable payments that are based on an index or a rate are included in the recognition of our right-of-use assets and lease liabilities using the index or rate at lease commencement; however, changes to these lease payments due to rate or index updates are recorded as rent expense in the period incurred. Contingent rentals based on a percentage of sales in excess of stipulated amounts are not included in the measurement of the lease liability and right-of-use asset but will be recognized as variable lease expense when they are incurred. Leases that contain provisions that increase the fixed minimum lease payments based on previously incurred variable lease payments related to performance will be remeasured, as these payments now represent an increase in the fixed minimum payments for the remainder of the lease term. However, leases with provisions that increase minimum lease payments based on changes in a reference index or rate (e.g. Consumer Price Index) will not be remeasured as such changes do not constitute a resolution of a contingency. If we purchase an underlying asset prior to the termination of the lease term, the right-of-use asset and related lease liability is reversed and the net gain or loss is recorded as part of the acquisition basis.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of our cash and cash equivalents. We maintain cash and cash equivalents with various financial institutions. We perform periodic evaluations of the relative credit standing of these financial institutions and limit the amount of credit exposure with any one institution.
Segment Reporting	Segment Reporting Each one of our hotels is an operating segment. We evaluate each of our properties on an individual basis to assess performance, the level of capital expenditures, and acquisition or disposition transactions. Our evaluation of individual properties is not focused on property type (e.g. urban, suburban, or resort), brand, geographic location, or industry classification. We aggregate our operating segments using the criteria established by U.S. GAAP, including the similarities of our product offering, types of customers and method of providing service. All of our properties react similarly to economic stimulus, such as business investment, changes in Gross Domestic Product, and changes in travel patterns.

Debt

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Debt

DebtThe following table sets forth information regarding the Company’s debt as of June 30, 2023 and December 31, 2022 (dollars in thousands):


			Principal Balance as of
Loan	Interest Rate as of June 30, 2023	Maturity Date	June 30, 2023		December 31, 2022




Courtyard New York Manhattan/Midtown East mortgage loan	4.40%	August 2024	75,255		76,153
Worthington Renaissance Fort Worth Hotel mortgage loan	3.66%	May 2025	74,681		75,625
Hotel Clio mortgage loan	4.33%	July 2025	56,784		57,469
Westin Boston Seaport District mortgage loan	4.36%	November 2025	176,270		178,487
Unamortized debt issuance costs			(833)		(1,079)
Total mortgage debt, net of unamortized debt issuance costs			382,157		386,655





Unsecured term loan	SOFR + 1.35%	January 2028	500,000		500,000
Unsecured term loan	SOFR + 1.35%	January 2025 (1)	300,000		300,000
Unamortized debt issuance costs			(729)		(862)
Unsecured term loans, net of unamortized debt issuance costs			799,271		799,138

Senior unsecured credit facility	SOFR + 1.40%	September 2026 (1)	—		—

Total debt, net of unamortized debt issuance costs			$	1,181,428	$	1,185,793
Weighted-Average Interest Rate (2)	4.88%

_______________________

(1)Maturity date may be extended for an additional year upon the payment of applicable fees and the satisfaction of certain customary conditions.

(2)Weighted-average interest rate as of June 30, 2023 includes effect of interest rate swaps.

Mortgage Debt

We have incurred limited recourse, property specific mortgage debt secured by certain of our hotels. In the event of default, the lender may only foreclose on the secured assets; however, in the event of fraud, misapplication of funds or other customary recourse provisions, the lender may seek payment from us. As of June 30, 2023, four of our 35 hotels were secured by mortgage debt. One of our mortgage loans matures within one year. The principal balance of this mortgage loan is $75.3 million as of June 30, 2023. We intend to repay mortgage debt using cash flow from operations or available capacity on our senior unsecured credit facility, which is sufficient to meet the principal due within the next twelve months.

Our mortgage debt contains certain property specific covenants and restrictions, including minimum debt service coverage

ratios or debt yields that trigger “cash trap” provisions, as well as restrictions on incurring additional debt without lender consent. Such cash trap provisions are triggered when the hotel’s operating results fall below a certain debt service coverage ratio or debt yield. When these provisions are triggered, all of the excess cash flow generated by the hotel is deposited directly into cash management accounts for the benefit of our lenders until a specified debt service coverage ratio or debt yield is reached and maintained for a certain period of time. Such provisions do not provide the lender the right to accelerate repayment

of the underlying debt. As of December 31, 2022, we had $2.9 million held in cash traps, which is included within the restricted cash on the accompanying consolidated balance sheet. As of June 30, 2023, all cash traps had been released.

Senior Unsecured Credit Facility and Unsecured Term Loans

We are party to a Sixth Amended and Restated Credit Agreement (the “Credit Agreement”) that provides us with a $400 million senior unsecured revolving credit facility and two term loan facilities in the aggregate amount of $800 million. The revolving credit facility matures on September 27, 2026, which we may extend for an additional year upon the payment of applicable fees and satisfaction of certain standard conditions. The term loan facilities consist of a $500 million term loan that matures on January 3, 2028 and a $300 million term loan that matures January 3, 2025. The maturity date of the $300 million term loan may be extended for an additional year upon the payment of applicable fees and satisfaction of certain standard

conditions. We have the right to increase the aggregate amount of the facilities to $1.4 billion upon the satisfaction of certain standard conditions.

Interest is paid on the periodic advances on the revolving credit facility and amounts outstanding on the term loans at varying rates, based upon the adjusted Secured Overnight Financing Rate (“SOFR”), as defined in the Credit Agreement, plus an applicable margin. The applicable margin is based upon our leverage ratio, as follows:


Leverage Ratio	Applicable Margin for Revolving Loans	Applicable Margin for Term Loans
Less than 30%	1.40%	1.35%
Greater than or equal to 30% but less than 35%	1.45%	1.40%
Greater than or equal to 35% but less than 40%	1.50%	1.45%
Greater than or equal to 40% but less than 45%	1.60%	1.55%
Greater than or equal to 45% but less than 50%	1.80%	1.75%
Greater than or equal to 50% but less than 55%	1.95%	1.85%
Greater than or equal to 55%	2.25%	2.20%

The Credit Agreement contains various financial covenants. A summary of the most significant covenants is as follows:

Actual at

Covenant

June 30, 2023

Maximum leverage ratio (1)

60%

28.0%

Minimum fixed charge coverage ratio (2)

1.50x

3.19x

Secured recourse indebtedness

Less than 45% of Total Asset Value

10.8%

Unencumbered leverage ratio

60.0%

27.6%

Unencumbered implied debt service coverage ratio

1.20x

2.70x

_____________________________

(1)Leverage ratio is net indebtedness, as defined in the Credit Agreement, divided by total asset value, defined in the Credit Agreements as the value of our owned hotels based on hotel net operating income divided by a defined capitalization rate.

(2)Fixed charge coverage ratio is Adjusted EBITDA, generally defined in the Credit Agreements as EBITDA less FF&E reserves, for the most recently ending 12 months, to fixed charges, which is defined in the Credit Agreement as interest expense, all regularly scheduled principal payments and payments on capitalized lease obligations, for the same most recently ending 12-month period.

The components of the Company's interest expense consisted of the following (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Mortgage debt interest	$	4,111	$	6,057	$	8,202	$	12,090
Unsecured term loan interest	10,608		3,835		20,848		7,464
Credit facility interest and unused fees	317		1,845		630		3,152
Amortization of debt issuance costs and debt premium	512		658		1,026		1,310
Interest rate swap mark-to-market	19		(2,720)		2,033		(10,222)
	$	15,567	$	9,675	$	32,739	$	13,794

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenues:
Total revenues	$ 291,247	$ 281,407	$ 534,800	$ 478,240
Operating Expenses:
Depreciation and amortization	27,840	27,389	55,312	54,044
Asset Impairment Charges	941	0	941	2,843
Corporate expenses	8,284	8,726	16,151	14,759
Business interruption insurance income	(110)	0	(110)	(499)
Total operating expenses, net	236,646	217,734	454,488	400,156
Interest expense	15,567	9,675	32,739	13,794
Interest (income) and other (income) expense, net	(522)	606	(945)	892
Total other expenses, net	15,045	10,281	31,794	14,686
Income before income taxes	39,556	53,392	48,518	63,398
Income tax expense	(422)	(691)	(196)	(637)
Net income	39,134	52,701	48,322	62,761
Less: Net income attributable to noncontrolling interests	(169)	(184)	(201)	(216)
Net income attributable to the Company	38,965	52,517	48,121	62,545
Distributions to preferred stockholders	(2,454)	(2,454)	(4,908)	(4,908)
Net income attributable to common stockholders	$ 36,511	$ 50,063	$ 43,213	$ 57,637
Earnings per share:
Earnings per share available to common stockholders—basic (in dollars per share)	$ 0.17	$ 0.24	$ 0.20	$ 0.27
Earnings per share available to common stockholders—diluted (in dollars per share)	$ 0.17	$ 0.23	$ 0.20	$ 0.27
Comprehensive Income:
Net income	$ 39,134	$ 52,701	$ 48,322	$ 62,761
Other comprehensive income:
Unrealized gain on interest rate derivative instruments	3,467	0	3,383	0
Unrealized gain on Rabbi Trust assets	210	0	447	0
Comprehensive income	42,811	52,701	52,152	62,761
Comprehensive income attributable to noncontrolling interests	(151)	(184)	(183)	(216)
Comprehensive income attributable to the Company	42,660	52,517	51,969	62,545
Rooms
Revenues:
Total revenues	197,318	193,025	357,991	325,195
Operating Expenses:
Operating expenses	45,116	42,645	85,319	76,475
Food and beverage
Revenues:
Total revenues	68,369	68,606	128,146	114,354
Operating Expenses:
Operating expenses	45,908	43,471	89,058	76,692
Other
Revenues:
Total revenues	25,560	19,776	48,663	38,691
Operating Expenses:
Operating expenses	65,445	59,521	127,413	108,058
Management fees
Operating Expenses:
Operating expenses	6,885	6,312	11,873	10,332
Franchise fees
Operating Expenses:
Operating expenses	9,403	8,693	17,480	14,503
Other property-level expenses
Operating Expenses:
Operating expenses	$ 26,934	$ 20,977	$ 51,051	$ 42,949

Debt - Schedule of Debt Covenants (Details) - Senior Unsecured Credit Facility And Unsecured Term Loans	6 Months Ended
	Jun. 30, 2023
Covenant
Line of Credit Facility [Line Items]
Maximum leverage ratio	60.00%
Minimum fixed charge coverage ratio	1.50
Secured recourse indebtedness	45.00%
Unencumbered leverage ratio	60.00%
Unencumbered implied debt service coverage ratio	1.20
Actual
Line of Credit Facility [Line Items]
Maximum leverage ratio	28.00%
Minimum fixed charge coverage ratio	3.19
Secured recourse indebtedness	10.80%
Unencumbered leverage ratio	27.60%
Unencumbered implied debt service coverage ratio	2.70

Property and Equipment (Tables)

6 Months Ended

Jun. 30, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment as of June 30, 2023 and December 31, 2022 consists of the following (in thousands):


	June 30, 2023		December 31, 2022
Land	$	579,528	$	577,861
Land improvements	7,994		7,994
Buildings and site improvements	2,834,377		2,798,654
Furniture, fixtures and equipment	551,816		525,901
Construction in progress	15,917		32,422
	3,989,632		3,942,832
Less: accumulated depreciation	(1,249,237)		(1,194,356)
	$	2,740,395	$	2,748,476

Leases - Lease Cost and Other Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Operating lease cost	$ 2,754	$ 2,787	$ 5,524	$ 5,573
Variable lease payments	417	533	757	763
Cash paid for amounts included in the measurement of operating lease liabilities	$ 978	$ 994	$ 1,961	$ 1,979

Debt - Mortgage Debt (Details) $ in Thousands	Jun. 30, 2023 USD ($) hotel	Dec. 31, 2022 USD ($)
Debt Instrument [Line Items]
Number of hotels \| hotel	35
Restricted cash	$ 37,535	$ 39,614
Mortgages
Debt Instrument [Line Items]
Number of hotels \| hotel	4
Mortgages \| Salt Lake City Marriott Downtown at City Creek mortgage loan
Debt Instrument [Line Items]
Restricted cash		2,900
Mortgages \| Courtyard New York Manhattan/Midtown East mortgage loan
Debt Instrument [Line Items]
Principal balance	$ 75,255	$ 76,153

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Debt - Senior Unsecured Credit Facility and Unsecured Term Loans (Details) - Line of Credit	Sep. 27, 2022 USD ($) facility
Line of Credit Facility [Line Items]
Right to increase facility, amount	$ 1,400,000,000
Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	400,000,000
Term Loan Facilities
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 800,000,000
Number of facilities \| facility	2

Stock Incentive Plans (Tables)

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Restricted Stock Awards

A summary of our restricted stock awards from January 1, 2023 to June 30, 2023 is as follows:


	Number of Shares	Weighted- Average Grant Date Fair Value
Unvested balance at January 1, 2023	1,356,937	$	9.47
Granted	247,762	8.94
Vested	(382,822)	9.60
Forfeited	(12,014)	9.16
Unvested balance at June 30, 2023	1,209,863	$	9.32

Schedule of Fair Value Assumptions


Award Grant Date	Volatility	Risk-Free Rate	Total Stockholder Return PSUs	Hotel Market Share PSUs
March 2, 2021	68.8%	0.26%	$9.28	$9.40
February 22, 2022	71.4%	1.74%	$9.84	$9.56
August 9, 2022	73.3%	3.20%	$9.65	$9.32
February 23, 2023	74.5%	4.40%	$9.22	$8.94

Schedule of Nonvested Performance-based Units Activity

A summary of our PSUs from January 1, 2023 to June 30, 2023 is as follows:


	Number of Target Units	Weighted- Average Grant Date Fair Value
Unvested balance at January 1, 2023	950,653	$	9.35
Granted	363,523	9.08
Additional units from dividends	10,322	$	8.50
Vested (1)	(299,766)	9.01

Unvested balance at June 30, 2023	1,024,732	$	9.35

______________________

(1)The number of shares of common stock earned for the PSUs vested in 2023 was equal to 103.36% of the PSU Target Award.

Schedule of LTIP Units

A summary of our LTIP units from January 1, 2023 to June 30, 2023 is as follows:


	Number of Units	Weighted- Average Grant Date Fair Value
Unvested balance at January 1, 2023	98,050	$	9.39
Granted	257,270	8.94
Vested (1)	(26,966)	9.58

Unvested balance at June 30, 2023	328,354	$	9.02

______________________

(1)As of June 30, 2023, all vested LTIP units have achieved economic parity with common OP units and have been converted to common OP units.

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Certain Financial Assets and Liabilities and Other Financial Instruments

The fair value of certain financial assets and liabilities and other financial instruments as of June 30, 2023 and December 31, 2022, in thousands, is as follows:


	June 30, 2023				December 31, 2022
	Carrying Amount (1)		Fair Value		Carrying Amount (1)		Fair Value
Debt	$	1,181,428	$	1,153,773	$	1,185,793	$	1,148,533

_______________

(1)The carrying amount of debt is net of unamortized debt issuance costs.

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Property and Equipment
Property and equipment, at cost	$ 3,989,632	$ 3,942,832
Less: accumulated depreciation	(1,249,237)	(1,194,356)
Property and equipment, net	2,740,395	2,748,476
Land
Property and Equipment
Property and equipment, at cost	579,528	577,861
Land improvements
Property and Equipment
Property and equipment, at cost	7,994	7,994
Buildings and site improvements
Property and Equipment
Property and equipment, at cost	2,834,377	2,798,654
Furniture, fixtures and equipment
Property and Equipment
Property and equipment, at cost	551,816	525,901
Construction in progress
Property and Equipment
Property and equipment, at cost	$ 15,917	$ 32,422

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
ASSETS
Property and equipment, net	$ 2,740,395	$ 2,748,476
Right-of-use assets	97,834	99,047
Restricted cash	37,535	39,614
Due from hotel managers	164,193	176,708
Prepaid and other assets	86,224	76,131
Cash and cash equivalents	98,556	67,564
Total assets	3,224,737	3,207,540
Liabilities:
Mortgage and other debt, net of unamortized debt issuance costs	382,157	386,655
Unsecured term loans, net of unamortized debt issuance costs	799,271	799,138
Senior unsecured credit facility	0	0
Total debt	1,181,428	1,185,793
Lease liabilities	111,233	110,875
Due to hotel managers	119,706	123,682
Deferred rent	67,260	65,097
Unfavorable contract liabilities, net	60,240	61,069
Accounts payable and accrued expenses	39,811	43,120
Distributions declared and unpaid	6,437	12,946
Deferred income related to key money, net	8,565	8,780
Total liabilities	1,594,680	1,611,362
Equity:
Preferred stock, $0.01 par value; 10,000,000 shares authorized: 8.250% Series A Cumulative Redeemable Preferred Stock (liquidation preference $25.00 per share), 4,760,000 shares issued and outstanding at March 31, 2023 and December 31, 2022	48	48
Common stock, $0.01 par value; 400,000,000 shares authorized; 209,589,638 and 209,374,830 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively	2,095	2,094
Additional paid-in capital	2,287,348	2,288,433
Accumulated other comprehensive income	3,830	0
Distributions in excess of earnings	(670,063)	(700,694)
Total stockholders’ equity	1,623,258	1,589,881
Noncontrolling interests	6,799	6,297
Total equity	1,630,057	1,596,178
Total liabilities and equity	$ 3,224,737	$ 3,207,540

Derivatives

6 Months Ended

Jun. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

DerivativesAs of June 30, 2023 and December 31, 2022 the Company had the following derivatives that were designated as cash flow hedges of interest rate risk (in thousands):


									Fair Value of Assets (Liabilities)
Hedged Debt	Type	Fixed Rate		Index	Effective Date	Maturity Date	Notional Amount		June 30, 2023		December 31, 2022
Senior unsecured term loans	Swap (1)	2.21	%	SOFR	December 28, 2022	October 18, 2023	$	87,500	3,275		3,979
Senior unsecured term loans	Swap (1)	2.21	%	SOFR	December 28, 2022	October 18, 2023	$	87,500	3,272		3,976
Senior unsecured term loans	Swap (1)	1.63	%	SOFR	November 28, 2022	July 25, 2024	$	25,000	228		517
Senior unsecured term loans	Swap (1)	1.63	%	SOFR	November 28, 2022	July 25, 2024	$	25,000	227		515
Senior unsecured term loans	Swap	3.36	%	SOFR	March 1, 2023	January 1, 2028	$	75,000	1,751		—
Senior unsecured term loans	Swap	3.50	%	SOFR	March 1, 2023	January 1, 2027	$	75,000	1,584		—
									$	10,337	$	8,987

______________________

(1)Swap was designated as cash flow hedge as of April 1, 2023.

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

Derivative assets are included in prepaid expenses and other assets and derivative liabilities are included in accounts payable and accrued expenses in the accompanying consolidated balance sheets. The changes in the fair value of derivatives designated and that qualify as cash flow hedges are recorded in accumulated other comprehensive income and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During 2023, such derivatives were used to hedge the variable cash flows associated with variable-rate debt. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt.

The fair value of our interest rate swaps is a Level 2 measurement under the fair value hierarchy. We estimate the fair value of the interest rate swap based on the interest rate yield curve and implied market volatility as inputs and adjusted for the counterparty's credit risk. We concluded the inputs for the credit risk valuation adjustment are Level 3 inputs; however these inputs are not significant to the fair value measurement in its entirety.

The table below details the location in the consolidated financial statements of the gains and losses recognized on derivative financial statements for the three months ended June 30, 2023 and 2022 (in thousands):


		Three Months Ended June 30,				Six Months Ended June 30,
Effect of derivative instruments	Location in Statements of Operations and Comprehensive Income	2023		2022		2023		2022
Gain recognized in other comprehensive income	Unrealized loss on interest rate derivative instruments	$	3,467	$	—	$	3,383	$	—
Interest income for derivatives that were designated as cash flow hedges	Interest expense	$	(2,395)	$	—	$	(2,542)	$	—
Interest expense (income) for derivatives that were not designated as cash flow hedges	Interest expense	$	—	$	(2,099)	$	469	$	(8,643)

During the next twelve months, the Company estimates that $4.2 million will be reclassified from other comprehensive income as a decrease to interest expense.

Equity - Schedule of Dividends Payable (Details) - $ / shares	Jul. 12, 2023	Jun. 30, 2023	Apr. 12, 2023	Mar. 31, 2023	Jan. 12, 2023
Class of Stock [Line Items]
Dividends per share (in dollars per share)			$ 0.03		$ 0.06
Dividend per share (in dollars per share)		$ 0.515625		$ 0.515625
Subsequent Event
Class of Stock [Line Items]
Dividends per share (in dollars per share)	$ 0.03

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483014/272-10-45-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482987/272-10-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(d))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (e)
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27)(b))
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-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
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-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
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-Name Accounting Standards Codification
-Section S99
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

+ Details

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsOn August 1, 2023, we acquired the 117-room Chico Hot Springs Resort located in Pray, Montana for $33.0 million. The acquisition was funded with corporate cash. As of June 30, 2023, we had funded $1.5 million in purchase deposits for this acquisition.

Fair Value Measurements - Schedule of Fair Value of Certain Financial Assets and Liabilities and Other Financial Instruments (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value	$ 1,181,428	$ 1,185,793
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value	1,181,428	1,185,793
Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Fair Value	$ 1,153,773	$ 1,148,533

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Leases (Tables)

6 Months Ended

Jun. 30, 2023

Leases [Abstract]

Schedule of Components of Lease Expense and Other Information

The components of operating lease expense, which is included in other hotel expenses in our consolidated statements of operations and comprehensive income, and cash paid for amounts included in the measurement of lease liabilities, are as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Operating lease cost	$	2,754	$	2,787	$	5,524	$	5,573
Variable lease payments	$	417	$	533	$	757	$	763
Cash paid for amounts included in the measurement of operating lease liabilities	$	978	$	994	$	1,961	$	1,979

Schedule of Operating Lease Maturities

Maturities of lease liabilities as of June 30, 2023 are as follows (in thousands):


Year Ending December 31,
2023 (excluding the six months ended June 30, 2023)	$	1,963
2024	3,966
2025	4,026
2026	4,594
2027	4,737
Thereafter	752,819
Total lease payments	772,105
Less imputed interest	(660,872)
Total lease liabilities	$	111,233

Derivatives - Schedule of Derivatives (Details) - Interest Rate Swap - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Designated as Hedging Instrument
Derivative [Line Items]
Fair Value of Assets (Liabilities)	$ 10,337	$ 8,987
Unsecured Term Loan Due October 2023 \| Not Designated as Hedging Instrument
Derivative [Line Items]
Fixed Rate	2.21%
Notional Amount	$ 87,500
Fair Value of Assets (Liabilities)	$ 3,275	3,979
Unsecured Term Loan Due October 2023 - 1 \| Not Designated as Hedging Instrument
Derivative [Line Items]
Fixed Rate	2.21%
Notional Amount	$ 87,500
Fair Value of Assets (Liabilities)	$ 3,272	3,976
Unsecured Term Loan due July 2024 \| Not Designated as Hedging Instrument
Derivative [Line Items]
Fixed Rate	1.63%
Notional Amount	$ 25,000
Fair Value of Assets (Liabilities)	$ 228	517
Unsecured Term Loan due July 2024 - 1 \| Not Designated as Hedging Instrument
Derivative [Line Items]
Fixed Rate	1.63%
Notional Amount	$ 25,000
Fair Value of Assets (Liabilities)	$ 227	515
Unsecured Term Loan due January 2028 \| Designated as Hedging Instrument
Derivative [Line Items]
Fixed Rate	3.36%
Notional Amount	$ 75,000
Fair Value of Assets (Liabilities)	$ 1,751	0
Unsecured Term Loan Due January 2027 \| Designated as Hedging Instrument
Derivative [Line Items]
Fixed Rate	3.50%
Notional Amount	$ 75,000
Fair Value of Assets (Liabilities)	$ 1,584	$ 0

Leases

6 Months Ended

Jun. 30, 2023

Leases [Abstract]

Leases

We are subject to operating leases, the most significant of which are ground leases. We are the lessee to ground leases under eight of our hotels and one parking area as of June 30, 2023. The lease liabilities for our operating leases assume the exercise of all available extension options, as we believe they are reasonably certain to be exercised. As of June 30, 2023, our operating leases have a weighted-average remaining lease term of 64 years and a weighted-average discount rate of 5.77%.


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Operating lease cost	$	2,754	$	2,787	$	5,524	$	5,573
Variable lease payments	$	417	$	533	$	757	$	763
Cash paid for amounts included in the measurement of operating lease liabilities	$	978	$	994	$	1,961	$	1,979

Maturities of lease liabilities as of June 30, 2023 are as follows (in thousands):


Year Ending December 31,
2023 (excluding the six months ended June 30, 2023)	$	1,963
2024	3,966
2025	4,026
2026	4,594
2027	4,737
Thereafter	752,819
Total lease payments	772,105
Less imputed interest	(660,872)
Total lease liabilities	$	111,233

On April 20, 2023, we acquired the fee simple interest in a land parcel underlying the parking structure at the Worthington Renaissance Fort Worth Hotel, which had been subject to a ground lease, for $1.8 million.

Derivatives - Schedule of Gains and Losses Recognized on Derivative Financial Statements (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Derivative [Line Items]
Decrease to interest expense expected to be reclassified in the next twelve months (less than)			$ 4,200
Designated as Hedging Instrument \| Unrealized loss on interest rate derivative instruments
Derivative [Line Items]
Gain (loss) recognized	$ 3,467	$ 0	3,383	$ 0
Designated as Hedging Instrument \| Interest expense
Derivative [Line Items]
Gain (loss) recognized	(2,395)	0	(2,542)	0
Not Designated as Hedging Instrument \| Interest expense
Derivative [Line Items]
Gain (loss) recognized	$ 0	$ (2,099)	$ 469	$ (8,643)

Acquisitions (Details) $ in Thousands				1 Months Ended	3 Months Ended		6 Months Ended
Acquisitions (Details) $ in Thousands	Nov. 21, 2022 USD ($) room	Apr. 01, 2022 USD ($) room	Jan. 06, 2022 USD ($) hotel unit	Mar. 31, 2022 USD ($) unit	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)	Apr. 07, 2022 unit	Mar. 23, 2022 unit
Asset Acquisition [Line Items]
Right-of-use assets					$ 97,834		$ 97,834		$ 99,047
Tranquility Bay Beachfront Resort
Asset Acquisition [Line Items]
Number of hotel rooms acquired \| hotel			103
Payments to acquire productive assets			$ 62,400	$ 4,100
Impairment loss				$ 2,800
Amortization expense expected annually for remaining useful life					$ 1,100		$ 1,100
Tranquility Bay Beachfront Resort \| Rental Management Agreements
Asset Acquisition [Line Items]
Intangible asset useful life (in years)					38 years 6 months		38 years 6 months
Intangible asset, accumulated amortization					$ 1,600		$ 1,600		1,100
Intangible assets, net					40,800		40,800		$ 41,300
Amortization expense					$ 300	$ 300	$ 500	$ 600
Tranquility Bay Beachfront Resort \| Third Parties
Asset Acquisition [Line Items]
Number of units owned \| unit			84
Number of units to be acquired \| unit			4	4
Number of units acquired \| unit										2	2
Right-of-use assets			$ 45,200
Tranquility Bay Beachfront Resort \| Third Parties \| Rental Management Agreements
Asset Acquisition [Line Items]
Intangible asset useful life (in years)			40 years
Tranquility Bay Beachfront Resort \| Third Parties \| Rental Management Agreements \| Measurement Input, Discount Rate \| Valuation Technique, Discounted Cash Flow
Asset Acquisition [Line Items]
Servicing asset, measurement input			0.12
Tranquility Bay Beachfront Resort \| Third Parties \| Rental Management Agreements \| Measurement Input, Reversion Rate \| Valuation Technique, Discounted Cash Flow
Asset Acquisition [Line Items]
Servicing asset, measurement input			0.0925
Tranquility Bay Beachfront Resort \| Vacation Ownership Intervals
Asset Acquisition [Line Items]
Number of units owned \| unit			3
Kimpton Fort Lauderdale Beach Resort \| Fort Lauderdale, Florida
Asset Acquisition [Line Items]
Number of hotel rooms acquired \| room		96
Payments to acquire productive assets		$ 35,600
Lake Austin Spa Resort \| Fort Lauderdale, Florida
Asset Acquisition [Line Items]
Number of hotel rooms acquired \| room	40
Payments to acquire productive assets	$ 75,800

Summary of Significant Accounting Policies	6 Months Ended
Summary of Significant Accounting Policies	Jun. 30, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation Our financial statements include all of the accounts of the Company and its subsidiaries in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. If the Company determines that it has an interest in a variable interest entity within the meaning of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, Consolidation, the Company will consolidate the entity when it is determined to be the primary beneficiary of the entity. Our operating partnership meets the criteria of a variable interest entity. The Company is the primary beneficiary and, accordingly, we consolidate our operating partnership. In our opinion, the accompanying unaudited consolidated financial statements reflect all adjustments necessary to present fairly our financial position, the results of our operations, the statements of equity, and cash flows. Interim results are not necessarily indicative of full-year performance because of the impact of seasonal and short-term variations. We believe the disclosures made are adequate to prevent the information presented from being misleading. However, the unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2022, included in our Annual Report on Form 10-K filed on February 24, 2023. Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. These reclassifications did not effect the Company's financial position, results of operations, or cash flows. An adjustment has been made to the consolidated statements of operations for the year ended December 31, 2022 for presentation of other department and support expenses and other property-level expenses. Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Risks and Uncertainties The state of the overall economy can significantly impact hotel operational performance and thus, impact our financial position. Currently, some of the most significant risks and uncertainties relate to the impact of rising inflation and increasing interest rates on the overall economy. Should any of our hotels experience a significant decline in operational performance, it may affect our ability to make distributions to our stockholders and service debt or meet other financial obligations. Fair Value Measurements In evaluating fair value, U.S. GAAP outlines a valuation framework and creates a fair value hierarchy that distinguishes between assumptions based on market data (observable inputs) and a reporting entity’s own assumptions (unobservable inputs). The hierarchy ranks the quality and reliability of inputs used to determine fair value, which are then classified and disclosed in one of the three categories. The three levels are as follows: •Level 1 - Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities •Level 2 - Inputs include quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets in markets that are not active and model-derived valuations whose inputs are observable •Level 3 - Model-derived valuations with unobservable inputs Property and Equipment Investment purchases of hotel properties, land, land improvements, building and furniture, fixtures and equipment and identifiable intangible assets that are not businesses are accounted for as asset acquisitions and recorded at relative fair value based upon total accumulated cost of the acquisition. Direct acquisition-related costs are capitalized as a component of the acquired assets. Property and equipment purchased after the hotel acquisition date is recorded at cost. Replacements and improvements are capitalized, while repairs and maintenance are expensed as incurred. Upon the sale or retirement of a fixed asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any resulting gain or loss is included in the statements of operations and comprehensive income. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally 5 to 40 years for buildings, land improvements, and building improvements and 1 to 10 years for furniture, fixtures and equipment. Leasehold improvements are amortized over the shorter of the lease term or the useful lives of the related assets. We review our investments in hotel properties for impairment whenever events or changes in circumstances indicate that the carrying amount of the hotel properties may not be recoverable. Events or circumstances that may cause a review include, but are not limited to, adverse changes in the demand for lodging at the properties, current or projected losses from operations, and an expectation that the property is more likely than not to be sold significantly before the end of its useful life. If present, management performs an analysis to determine if the estimated undiscounted future cash flows from operations and the proceeds from the ultimate disposition of a hotel, less costs to sell, exceed its carrying amount. If the estimated undiscounted future cash flows are less than the carrying amount of the asset, an adjustment to reduce the carrying amount to the related hotel’s estimated fair market value is recorded and an impairment loss is recognized. We will classify a hotel as held for sale in the period that we have made the decision to dispose of the hotel, a binding agreement to purchase the property has been signed under which the buyer has committed a significant amount of nonrefundable cash and no significant financing or other contingencies exist which could cause the transaction to not be completed in a timely manner. If these criteria are met, we will record an impairment loss if the fair value less costs to sell is lower than the carrying amount of the hotel and related assets and will cease recording depreciation expense. We will classify the assets and related liabilities as held for sale on the balance sheet. Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Revenue Recognition Revenues from hotel operations are recognized when the goods or services are provided. Revenues consist of room sales, food and beverage sales, and other hotel department revenues, such as telephone, parking, gift shop sales and resort fees. Rooms revenue is recognized over the length of stay that the hotel room is occupied by the customer. Food and beverage revenue is recognized at the point in time in which the goods and/or services are rendered to the customer, such as for restaurant dining services or banquet services. Other revenues are recognized at the point in time or over the time period that goods or services are provided to the customer. Certain ancillary services are provided by third parties and we assess whether we are the principal or agent in these arrangements. If we are the agent, revenue is recognized based upon the commission earned from the third party. If we are the principal, we recognize revenue based upon the gross sales price. Advance deposits are recorded as liabilities when a customer or group of customers provides a deposit for a future stay or banquet event at our hotels. Advance deposits are converted to revenue when the services are provided to the customer or when a customer with a noncancelable reservation fails to arrive for part or all of the reservation. Conversely, advance deposits are generally refundable upon guest cancellation of the related reservation within an established period of time prior to the reservation. Income Taxes We account for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in earnings during the period in which the new rate is enacted. However, deferred tax assets are recognized only to the extent that it is more likely than not that they will be realized based on consideration of all available evidence, including the future reversals of existing taxable temporary differences, future projected taxable income and tax planning strategies. Valuation allowances are provided if, based upon the weight of the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. As of June 30, 2023 and December 31, 2022, we had a valuation allowance of $9.8 million and $11.0 million, respectively, on our deferred tax assets. We have elected to be treated as a real estate investment trust, or REIT, under the provisions of the Internal Revenue Code of 1986, as amended, which requires that we distribute at least 90% of our taxable income annually to our stockholders and comply with certain other requirements. In addition to paying federal and state taxes on any retained income, we may be subject to taxes on “built-in gains” on sales of certain assets. Our taxable REIT subsidiaries will generally be subject to federal, state, local and/or foreign income taxes. In order for the income from our hotel property investments to constitute “rents from real properties” for purposes of the gross income tests required for REIT qualification, the income we earn cannot be derived from the operation of any of our hotels. Therefore, we lease each of our hotel properties to wholly owned taxable REIT subsidiaries. We may recognize a tax benefit from an uncertain tax position when it is more-likely-than-not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. If a tax position does not meet the more-likely-than-not recognition threshold, despite our belief that our filing position is supportable, the benefit of that tax position is not recognized in the consolidated statements of operations and comprehensive income. We recognize interest and penalties, as applicable, related to unrecognized tax benefits as a component of income tax expense. We recognize unrecognized tax benefits in the period that the uncertainty is eliminated by either affirmative agreement of the uncertain tax position by the applicable taxing authority, or by expiration of the applicable statute of limitation. We had no accruals for tax uncertainties as of June 30, 2023 and December 31, 2022. Intangible Assets and Liabilities Intangible assets and liabilities recorded may include trade name, management or franchise agreement intangibles, right-to-manage and in-place lease intangibles assumed as part of the acquisition of certain hotels. We review the terms of agreements assumed in conjunction with the purchase of a hotel to determine if an intangible asset or liability exists. Intangible assets or liabilities are recorded at the acquisition date and amortized using the straight-line method over the expected useful life. We do not amortize intangible assets with indefinite useful lives, but we review these assets for impairment annually or at interim periods if events or circumstances indicate that the asset may be impaired. Earnings Per Share Basic earnings per share (“EPS”) is calculated by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted EPS is calculated by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period plus other potentially dilutive securities such as stock grants. No adjustment is made for shares that are anti-dilutive during a period. Share-based Compensation We account for share-based employee compensation using the fair value based method of accounting. We record the cost of awards with service or market conditions based on the grant-date fair value of the award. That cost is recognized over the period during which an employee is required to provide service in exchange for the award. No compensation cost is recognized for equity instruments for which employees do not render the requisite service. Comprehensive Income The purpose of reporting comprehensive income is to report a measure of all changes in equity of an entity that result from recognized transactions and other economic events of the period other than transactions with owners in their capacity as owners. Comprehensive income consists of net income and other comprehensive income. Derivative Instruments In the normal course of business, we are exposed to the effects of interest rate changes. We may enter into derivative instruments, including interest rate swaps and caps, to manage or hedge interest rate risk. Derivative instruments are recorded at fair value on the balance sheet date. For derivative instruments for which we have not elected hedge accounting, changes in the fair value of derivatives are recorded each period and are included in interest expense in the consolidated statements of operations and comprehensive income. For derivative instruments for which we have elected hedge accounting treatment, unrealized gains and losses of hedging instruments are reported in other comprehensive income and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. Noncontrolling Interests The noncontrolling interest is the portion of equity in our consolidated operating partnership not attributable, directly or indirectly, to the Company. Such noncontrolling interests are reported on the consolidated balance sheets within equity, separately from the Company’s equity. The noncontrolling interests are classified as permanent equity as we have the right to choose to settle each holder's redemption of the interest in either cash or delivery of shares of our common stock. See Note 9 for additional details. On the consolidated statements of operations and comprehensive income, revenues, expenses and net income or loss from our less-than-wholly-owned operating partnership are reported within the consolidated amounts, including both the amounts attributable to the Company and noncontrolling interests. Income or loss is allocated to noncontrolling interests based on their weighted average ownership percentage for the applicable period. Consolidated statements of equity include beginning balances, activity for the period and ending balances for stockholders’ equity, noncontrolling interests and total equity. Restricted Cash Restricted cash primarily consists of cash held in reserve for replacement of furniture and fixtures generally held by our hotel managers and cash held in escrow pursuant to lender requirements. Debt Issuance Costs Financing costs are recorded at cost as a component of the debt carrying amount and consist of loan fees and other costs incurred in connection with the issuance of debt. Amortization of debt issuance costs is computed using a method that approximates the effective interest method over the remaining life of the debt and is included in interest expense in the accompanying consolidated statements of operations and comprehensive income. Debt issuance costs related to our Credit Agreement (defined in Note 5) are included within prepaid and other assets on the accompanying consolidated balance sheets. These debt issuance costs are amortized ratably over the term of the Credit Agreement, regardless of whether there are any outstanding borrowings, and the amortization is included in interest expense in the accompanying consolidated statements of operations and comprehensive income. If a refinancing of our debt is considered an extinguishment, unamortized debt issuance costs are included in the gain or loss on extinguishment. All fees paid to or received from creditors are included in the gain or loss on extinguishment. Fees paid to third parties are capitalized as debt issuance costs. If a refinancing of our debt is considered a modification, the net debt issuance costs at the time of modification are amortized over the remaining life of the modified debt. Due to/from Hotel Managers The due from hotel managers consists of hotel level accounts receivable, periodic hotel operating distributions receivable from managers and prepaid and other assets held by the hotel managers on our behalf. The due to hotel managers represents liabilities incurred by the hotel on behalf of us in conjunction with the operation of our hotels which are legal obligations of the Company. Key Money Key money received in conjunction with entering into hotel management or franchise agreements or completing specific capital projects is deferred and amortized over the term of the hotel management agreement, the term of the franchise agreement, or other systematic and rational period, if appropriate. Key money is classified as deferred income in the accompanying consolidated balance sheets and amortized as an offset to management fees or franchise fees. Leases We determine if an arrangement is a lease or contains an embedded lease at inception. For agreements with both lease and nonlease components (e.g., common-area maintenance costs), we do not separate the nonlease components from the lease components, but account for these components as one. We determine the lease classification (operating or finance) at lease inception. Right-of-use assets and lease liabilities are recognized based on the present value of the future lease payments over the lease term at the commencement date. The discount rate used to determine the present value of the lease payments is our incremental borrowing rate as of the lease commencement date, as the implicit rate is not readily determinable. The right-of-use assets also include any initial direct costs and any lease payments made at or before the commencement date, and is reduced for any unrestricted incentives received at or before the commencement date. Options to extend or terminate the lease are included in the recognition of our right-of-use assets and lease liabilities when it is reasonably certain that we will exercise the option. Variable payments that are based on an index or a rate are included in the recognition of our right-of-use assets and lease liabilities using the index or rate at lease commencement; however, changes to these lease payments due to rate or index updates are recorded as rent expense in the period incurred. Contingent rentals based on a percentage of sales in excess of stipulated amounts are not included in the measurement of the lease liability and right-of-use asset but will be recognized as variable lease expense when they are incurred. Leases that contain provisions that increase the fixed minimum lease payments based on previously incurred variable lease payments related to performance will be remeasured, as these payments now represent an increase in the fixed minimum payments for the remainder of the lease term. However, leases with provisions that increase minimum lease payments based on changes in a reference index or rate (e.g. Consumer Price Index) will not be remeasured as such changes do not constitute a resolution of a contingency. If we purchase an underlying asset prior to the termination of the lease term, the right-of-use asset and related lease liability is reversed and the net gain or loss is recorded as part of the acquisition basis. Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of our cash and cash equivalents. We maintain cash and cash equivalents with various financial institutions. We perform periodic evaluations of the relative credit standing of these financial institutions and limit the amount of credit exposure with any one institution. Segment Reporting Each one of our hotels is an operating segment. We evaluate each of our properties on an individual basis to assess performance, the level of capital expenditures, and acquisition or disposition transactions. Our evaluation of individual properties is not focused on property type (e.g. urban, suburban, or resort), brand, geographic location, or industry classification. We aggregate our operating segments using the criteria established by U.S. GAAP, including the similarities of our product offering, types of customers and method of providing service. All of our properties react similarly to economic stimulus, such as business investment, changes in Gross Domestic Product, and changes in travel patterns.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ 38,965	$ 52,517	$ 48,121	$ 62,545

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Property and Equipment - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Accrued capital expenditures			$ 6,153	$ 8,672	$ 8,000
Impairment loss	$ 941	$ 0	$ 941	$ 2,843

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Litigation We are subject to various claims, lawsuits and legal proceedings, including routine litigation arising in the ordinary course of business regarding the operation of our hotels and other Company matters. While it is not possible to ascertain the ultimate outcome of such matters, management believes that the aggregate amount of such liabilities, if any, in excess of amounts covered by insurance will not have a material adverse impact on our financial condition or results of operations and comprehensive income. The outcome of claims, lawsuits and legal proceedings brought against the Company, however, is subject to significant uncertainties.

Derivatives (Tables)

6 Months Ended

Jun. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Interest Rate Derivatives

As of June 30, 2023 and December 31, 2022 the Company had the following derivatives that were designated as cash flow hedges of interest rate risk (in thousands):


									Fair Value of Assets (Liabilities)
Hedged Debt	Type	Fixed Rate		Index	Effective Date	Maturity Date	Notional Amount		June 30, 2023		December 31, 2022
Senior unsecured term loans	Swap (1)	2.21	%	SOFR	December 28, 2022	October 18, 2023	$	87,500	3,275		3,979
Senior unsecured term loans	Swap (1)	2.21	%	SOFR	December 28, 2022	October 18, 2023	$	87,500	3,272		3,976
Senior unsecured term loans	Swap (1)	1.63	%	SOFR	November 28, 2022	July 25, 2024	$	25,000	228		517
Senior unsecured term loans	Swap (1)	1.63	%	SOFR	November 28, 2022	July 25, 2024	$	25,000	227		515
Senior unsecured term loans	Swap	3.36	%	SOFR	March 1, 2023	January 1, 2028	$	75,000	1,751		—
Senior unsecured term loans	Swap	3.50	%	SOFR	March 1, 2023	January 1, 2027	$	75,000	1,584		—
									$	10,337	$	8,987

______________________

(1)Swap was designated as cash flow hedge as of April 1, 2023.

Schedule of Gains and Losses Recognized on Derivative Financial Statements


		Three Months Ended June 30,				Six Months Ended June 30,
Effect of derivative instruments	Location in Statements of Operations and Comprehensive Income	2023		2022		2023		2022
Gain recognized in other comprehensive income	Unrealized loss on interest rate derivative instruments	$	3,467	$	—	$	3,383	$	—
Interest income for derivatives that were designated as cash flow hedges	Interest expense	$	(2,395)	$	—	$	(2,542)	$	—
Interest expense (income) for derivatives that were not designated as cash flow hedges	Interest expense	$	—	$	(2,099)	$	469	$	(8,643)

CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands	Total	Total Stockholders' Equity	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Distributions in Excess of Earnings	Noncontrolling Interests
Beginning balance (in shares) at Dec. 31, 2021			4,760,000	210,746,895
Beginning Balance at Dec. 31, 2021	$ 1,520,964	$ 1,515,214	$ 48	$ 2,107	$ 2,293,990	$ 0	$ (780,931)	$ 5,750
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Distributions on preferred stock	(2,454)	(2,454)					(2,454)
Share-based compensation (in shares)				114,210
Share-based compensation	1,160	951			951			209
Shares redeemed to satisfy withholdings on vested share based compensation	(810)	(810)		$ 2	(812)
Other comprehensive income:
Net income	10,060	10,028					10,028	32
Ending balance (in shares) at Mar. 31, 2022			4,760,000	210,861,105
Ending Balance at Mar. 31, 2022	1,528,920	1,522,929	$ 48	$ 2,109	2,294,129	0	(773,357)	5,991
Beginning balance (in shares) at Dec. 31, 2021			4,760,000	210,746,895
Beginning Balance at Dec. 31, 2021	1,520,964	1,515,214	$ 48	$ 2,107	2,293,990	0	(780,931)	5,750
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Unrealized loss on interest rate derivative instruments	0
Other comprehensive income:
Unrealized gain on Rabbi Trust assets	0
Net income	62,761
Ending balance (in shares) at Jun. 30, 2022			4,760,000	210,923,015
Ending Balance at Jun. 30, 2022	1,581,916	1,575,727	$ 48	$ 2,109	2,296,864		(723,294)	6,189
Beginning balance (in shares) at Dec. 31, 2021			4,760,000	210,746,895
Beginning Balance at Dec. 31, 2021	1,520,964	1,515,214	$ 48	$ 2,107	2,293,990	0	(780,931)	5,750
Ending balance (in shares) at Dec. 31, 2022			4,760,000	209,374,830
Ending Balance at Dec. 31, 2022	1,596,178	1,589,881	$ 48	$ 2,094	2,288,433	0	(700,694)	6,297
Beginning balance (in shares) at Mar. 31, 2022			4,760,000	210,861,105
Beginning Balance at Mar. 31, 2022	1,528,920	1,522,929	$ 48	$ 2,109	2,294,129	0	(773,357)	5,991
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Distributions on preferred stock	(2,454)	(2,454)					(2,454)
Share-based compensation (in shares)				54,910
Share-based compensation	2,749	2,684			2,684		0	65
Redemption of operating partnership units (in shares)				7,000
Redemption of Operating Partnership units	0	51			51			(51)
Unrealized loss on interest rate derivative instruments	0
Other comprehensive income:
Unrealized gain on Rabbi Trust assets	0
Net income	52,701	52,517					52,517	184
Ending balance (in shares) at Jun. 30, 2022			4,760,000	210,923,015
Ending Balance at Jun. 30, 2022	1,581,916	1,575,727	$ 48	$ 2,109	2,296,864		(723,294)	6,189
Beginning balance (in shares) at Dec. 31, 2022			4,760,000	209,374,830
Beginning Balance at Dec. 31, 2022	1,596,178	1,589,881	$ 48	$ 2,094	2,288,433	0	(700,694)	6,297
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Distributions on common stock	(6,327)	(6,295)					(6,295)	(32)
Distributions on preferred stock	(2,454)	(2,454)					(2,454)
Share-based compensation (in shares)				804,541
Share-based compensation	1,967	1,827			1,827			140
Shares redeemed to satisfy withholdings on vested share based compensation (in shares)				(333,779)
Shares redeemed to satisfy withholdings on vested share based compensation	(3,023)	(3,023)		$ 6	(3,029)
Common stock repurchased and retired (in shares)				(56,400)
Common stock repurchased and retired	(409)	(409)		$ (2)	(407)
Unrealized loss on interest rate derivative instruments	(84)	(84)				(84)
Other comprehensive income:
Unrealized gain on Rabbi Trust assets	237	237				237
Net income	9,188	9,156					9,156	32
Ending balance (in shares) at Mar. 31, 2023			4,760,000	209,789,192
Ending Balance at Mar. 31, 2023	1,595,273	1,588,836	$ 48	$ 2,098	2,286,824	153	(700,287)	6,437
Beginning balance (in shares) at Dec. 31, 2022			4,760,000	209,374,830
Beginning Balance at Dec. 31, 2022	1,596,178	1,589,881	$ 48	$ 2,094	2,288,433	0	(700,694)	6,297
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Unrealized loss on interest rate derivative instruments	3,383
Other comprehensive income:
Unrealized gain on Rabbi Trust assets	447
Net income	48,322
Ending balance (in shares) at Jun. 30, 2023			4,760,000	209,589,638
Ending Balance at Jun. 30, 2023	1,630,057	1,623,258	$ 48	$ 2,095	2,287,348	3,830	(670,063)	6,799
Beginning balance (in shares) at Mar. 31, 2023			4,760,000	209,789,192
Beginning Balance at Mar. 31, 2023	1,595,273	1,588,836	$ 48	$ 2,098	2,286,824	153	(700,287)	6,437
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Distributions on common stock	(6,319)	(6,287)					(6,287)	(32)
Distributions on preferred stock	(2,454)	(2,454)					(2,454)
Share-based compensation (in shares)				62,500
Share-based compensation	2,760	2,535			2,535			225
Common stock repurchased and retired (in shares)				(262,054)
Common stock repurchased and retired	(2,014)	(2,014)		$ (3)	(2,011)
Unrealized loss on interest rate derivative instruments	3,467
Other comprehensive income:
Unrealized gain on interest rate derivative instruments	3,467	3,467				3,467
Unrealized gain on Rabbi Trust assets	210	210				210
Net income	39,134	38,965					38,965	169
Ending balance (in shares) at Jun. 30, 2023			4,760,000	209,589,638
Ending Balance at Jun. 30, 2023	$ 1,630,057	$ 1,623,258	$ 48	$ 2,095	$ 2,287,348	$ 3,830	$ (670,063)	$ 6,799

Debt (Tables)

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Schedule of Long Term Debt

The following table sets forth information regarding the Company’s debt as of June 30, 2023 and December 31, 2022 (dollars in thousands):


			Principal Balance as of
Loan	Interest Rate as of June 30, 2023	Maturity Date	June 30, 2023		December 31, 2022




Courtyard New York Manhattan/Midtown East mortgage loan	4.40%	August 2024	75,255		76,153
Worthington Renaissance Fort Worth Hotel mortgage loan	3.66%	May 2025	74,681		75,625
Hotel Clio mortgage loan	4.33%	July 2025	56,784		57,469
Westin Boston Seaport District mortgage loan	4.36%	November 2025	176,270		178,487
Unamortized debt issuance costs			(833)		(1,079)
Total mortgage debt, net of unamortized debt issuance costs			382,157		386,655





Unsecured term loan	SOFR + 1.35%	January 2028	500,000		500,000
Unsecured term loan	SOFR + 1.35%	January 2025 (1)	300,000		300,000
Unamortized debt issuance costs			(729)		(862)
Unsecured term loans, net of unamortized debt issuance costs			799,271		799,138

Senior unsecured credit facility	SOFR + 1.40%	September 2026 (1)	—		—

Total debt, net of unamortized debt issuance costs			$	1,181,428	$	1,185,793
Weighted-Average Interest Rate (2)	4.88%

_______________________

(1)Maturity date may be extended for an additional year upon the payment of applicable fees and the satisfaction of certain customary conditions.

(2)Weighted-average interest rate as of June 30, 2023 includes effect of interest rate swaps.

Schedule of Line of Credit Facility Leverage and Applicable Margin

The applicable margin is based upon our leverage ratio, as follows:


Leverage Ratio	Applicable Margin for Revolving Loans	Applicable Margin for Term Loans
Less than 30%	1.40%	1.35%
Greater than or equal to 30% but less than 35%	1.45%	1.40%
Greater than or equal to 35% but less than 40%	1.50%	1.45%
Greater than or equal to 40% but less than 45%	1.60%	1.55%
Greater than or equal to 45% but less than 50%	1.80%	1.75%
Greater than or equal to 50% but less than 55%	1.95%	1.85%
Greater than or equal to 55%	2.25%	2.20%

Schedule of the Most Significant Covenants

A summary of the most significant covenants is as follows:

Actual at

Covenant

June 30, 2023

Maximum leverage ratio (1)

60%

28.0%

Minimum fixed charge coverage ratio (2)

1.50x

3.19x

Secured recourse indebtedness

Less than 45% of Total Asset Value

10.8%

Unencumbered leverage ratio

60.0%

27.6%

Unencumbered implied debt service coverage ratio

1.20x

2.70x

_____________________________

Components Of Interest Expense

The components of the Company's interest expense consisted of the following (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Mortgage debt interest	$	4,111	$	6,057	$	8,202	$	12,090
Unsecured term loan interest	10,608		3,835		20,848		7,464
Credit facility interest and unused fees	317		1,845		630		3,152
Amortization of debt issuance costs and debt premium	512		658		1,026		1,310
Interest rate swap mark-to-market	19		(2,720)		2,033		(10,222)
	$	15,567	$	9,675	$	32,739	$	13,794

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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+ Details

Cover - shares	6 Months Ended
Cover - shares	Jun. 30, 2023	Aug. 04, 2023
Entity Listings [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-32514
Entity Registrant Name	DIAMONDROCK HOSPITALITY CO
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	20-1180098
Entity Address, Address Line One	2 Bethesda Metro Center, Suite 1400,
Entity Address, City or Town	Bethesda,
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20814
City Area Code	240
Local Phone Number	744-1150
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		209,627,197
Entity Central Index Key	0001298946
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false
Common Stock
Entity Listings [Line Items]
Title of 12(b) Security	Common stock, $0.01 par value per share
Trading Symbol	DRH
Security Exchange Name	NYSE
8.250% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share
Entity Listings [Line Items]
Title of 12(b) Security	8.250% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share
Trading Symbol	DRH Pr A
Security Exchange Name	NYSE

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Stockholders' Equity:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, dividend rate (as a percent)	8.25%	8.25%
Liquidation preference per share (in dollars per share)	$ 25.00	$ 25.00
Preferred stock, shares issued (in shares)	4,760,000	4,760,000
Preferred stock, shares outstanding (in shares)	4,760,000	4,760,000
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	400,000,000	400,000,000
Common stock, shares issued (in shares)	209,589,638	209,374,830
Common stock, shares outstanding (in shares)	209,589,638	209,374,830

Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Valuation allowance	$ 9.8	$ 11.0
Accrual for tax uncertainties	$ 0.0	$ 0.0
Minimum \| Land, Buildings and Improvements
Property, Plant and Equipment [Line Items]
Useful life (in years)	5 years
Minimum \| Furniture, fixtures and equipment
Property, Plant and Equipment [Line Items]
Useful life (in years)	1 year
Maximum \| Land, Buildings and Improvements
Property, Plant and Equipment [Line Items]
Useful life (in years)	40 years
Maximum \| Furniture, fixtures and equipment
Property, Plant and Equipment [Line Items]
Useful life (in years)	10 years

Leases - Operating Lease Maturities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
2023 (excluding the six months ended June 30, 2023)	$ 1,963
2024	3,966
2025	4,026
2026	4,594
2027	4,737
Thereafter	752,819
Total lease payments	772,105
Less imputed interest	(660,872)
Total lease liabilities	$ 111,233	$ 110,875

Stock Incentive Plans - Fair Value Assumptions (Details) - Shares related to unvested PSUs - $ / shares	Feb. 23, 2023	Aug. 09, 2022	Feb. 22, 2022	Mar. 02, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility (as a percent)	74.50%	73.30%	71.40%	68.80%
Risk-free rate (as a percent)	4.40%	3.20%	1.74%	0.26%
Fair value at grant date (in dollars per share)	$ 9.22	$ 9.65	$ 9.84	$ 9.28
Fair value at grant date based on hotel market share (in dollars per share)	$ 8.94	$ 9.32	$ 9.56	$ 9.40

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Stock Incentive Plans

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock Incentive Plans

We are authorized to issue up to 6,082,664 shares of our common stock under our 2016 Equity Incentive Plan (the “2016 Plan”), of which we have issued or committed to issue 5,735,185 shares as of June 30, 2023. In addition to these shares, additional shares of common stock could be issued in connection with the performance stock unit awards as further described below.

Restricted Stock Awards

Restricted stock awards issued to our officers and employees generally vest over a three to five year period from the date of grant based on continued employment. We measure compensation expense for the restricted stock awards based upon the fair market value of our common stock at the date of grant. Compensation expense is recognized on a straight-line basis over the vesting period and is included in corporate expenses in the accompanying consolidated statements of operations and comprehensive income. A summary of our restricted stock awards from January 1, 2023 to June 30, 2023 is as follows:


	Number of Shares	Weighted- Average Grant Date Fair Value
Unvested balance at January 1, 2023	1,356,937	$	9.47
Granted	247,762	8.94
Vested	(382,822)	9.60
Forfeited	(12,014)	9.16
Unvested balance at June 30, 2023	1,209,863	$	9.32

The total unvested restricted stock awards as of June 30, 2023 are expected to vest as follows: 516,903 shares during 2024, 332,756 shares during 2025, 346,783 shares during 2026, 6,712 shares during 2027, and 6,709 shares during 2028. As of June 30, 2023, the unrecognized compensation cost related to restricted stock awards was $7.5 million and the weighted-average period over which the unrecognized compensation expense will be recorded is approximately 27 months. We recorded $1.0 million and $1.2 million of compensation expense related to restricted stock awards for each of the three months ended June 30, 2023 and 2022, respectively. We recorded $2.1 million and $2.0 million of compensation expense related to restricted stock awards for each of the six months ended June 30, 2023 and 2022, respectively.

Performance Stock Units

Performance stock units (“PSUs”) are restricted stock units that vest three or five years from the date of grant. Each executive officer is granted a target number of PSUs (the “PSU Target Award”). The actual number of shares of common stock issued to each executive officer is based on the Company's achievement of certain performance targets. Under this framework, 50% of the PSUs are based on relative total stockholder return and 50% on hotel market share improvement. The achievement of certain levels of total stockholder return relative to the total stockholder return of a peer group of publicly-traded lodging REITs is measured over a three-year performance period. There is no payout of shares of our common stock if our total stockholder return falls below the 30th percentile of the total stockholder returns of the peer group. The maximum number of shares of common stock issued to an executive officer is equal to 150% of the PSU Target Award and is earned if our total

stockholder return is equal to or greater than the 75th percentile of the total stockholder returns of the peer group. The number of PSUs earned is limited to 100% of the PSU Target Award if the Company's total stockholder return is negative for the performance period. The improvement in market share for each of our hotels is generally measured over a three-year performance period based on a report prepared for each hotel by STR Global, a well-recognized benchmarking service for the hospitality industry. There is no payout of shares of our common stock if the percentage of our hotels with market share improvements is less than 30%. The maximum number of shares of common stock issued to an executive officer is equal to 150% of the PSU Target Award and is earned if the percentage of our hotels with market share improvements is greater than or equal to 75%.

We measure compensation expense for the PSUs based upon the fair market value of the award at the grant date. Compensation expense is recognized on a straight-line basis over the vesting period and is included in corporate expenses in the accompanying consolidated statements of operations and comprehensive income. The grant date fair value of the portion of the PSUs based on our relative total stockholder return is determined using a Monte Carlo simulation performed by a third-party valuation firm. The grant date fair value of the portion of the PSUs based on hotel market share improvement is the closing price of our common stock on the grant date. The determination of the grant-date fair values of outstanding awards based on our relative stockholder return included the following assumptions:


Award Grant Date	Volatility	Risk-Free Rate	Total Stockholder Return PSUs	Hotel Market Share PSUs
March 2, 2021	68.8%	0.26%	$9.28	$9.40
February 22, 2022	71.4%	1.74%	$9.84	$9.56
August 9, 2022	73.3%	3.20%	$9.65	$9.32
February 23, 2023	74.5%	4.40%	$9.22	$8.94

A summary of our PSUs from January 1, 2023 to June 30, 2023 is as follows:


	Number of Target Units	Weighted- Average Grant Date Fair Value
Unvested balance at January 1, 2023	950,653	$	9.35
Granted	363,523	9.08
Additional units from dividends	10,322	$	8.50
Vested (1)	(299,766)	9.01

Unvested balance at June 30, 2023	1,024,732	$	9.35

______________________

(1)The number of shares of common stock earned for the PSUs vested in 2023 was equal to 103.36% of the PSU Target Award.

The total unvested PSUs as of June 30, 2023 are expected to vest as follows: 298,698 units during 2024, 325,718 units during 2025, 364,877 units during 2026, and 35,439 units during 2027. The number of shares earned upon vesting is subject to the attainment of the performance goals described above. As of June 30, 2023, the unrecognized compensation cost related to the PSUs was $5.6 million and is expected to be recognized on a straight-line basis over a weighted average period of 28 months. We recorded $0.8 million and $0.7 million of compensation expense related to the PSUs for the three months ended June 30, 2023 and 2022, respectively. We recorded $1.5 million and $0.9 million of compensation expense related to the PSUs for the six months ended June 30, 2023 and 2022, respectively

LTIP Units

LTIP units are designed to offer executives a long-term incentive comparable to restricted stock, while potentially allowing them a more favorable income tax treatment. Each LTIP unit awarded is deemed equivalent to an award of one share of common stock reserved under the 2016 Plan. At the time of award, LTIP units do not have full economic parity with common OP units, but can achieve such parity over time upon the occurrence of specified events in accordance with partnership tax rules.

A summary of our LTIP units from January 1, 2023 to June 30, 2023 is as follows:


	Number of Units	Weighted- Average Grant Date Fair Value
Unvested balance at January 1, 2023	98,050	$	9.39
Granted	257,270	8.94
Vested (1)	(26,966)	9.58

Unvested balance at June 30, 2023	328,354	$	9.02

______________________

(1)As of June 30, 2023, all vested LTIP units have achieved economic parity with common OP units and have been converted to common OP units.

The total unvested LTIP units as of June 30, 2023 are expected to vest as follows: 14,217 during 2023, 99,974 during 2024 and 2025, respectively, 99,973 during 2026, and 14,216 during 2027. As of June 30, 2023, the unrecognized compensation cost related to LTIP unit awards was $2.6 million and the weighted-average period over which the unrecognized compensation expense will be recorded is approximately 36 months. We recorded $0.2 million and $0.1 million of compensation expense related to LTIP unit awards for the three months ended June 30, 2023 and 2022, respectively. We recorded $0.4 million and $0.3 million of compensation expense related to LTIP unit awards for the six months ended June 30, 2023 and 2022, respectively.