Pulling SEC filings + quote and writing the call…

Sotherly Hotels Inc.
Next earnings Aug 10, 2026
Common was merged out and delisted Feb 12, 2026; SOHOB is an unvaluable preferred stub on top of corrupted price data — uninvestable.
Common stock final trading day February 12, 2026 · post-FY2025
The single most important fact in this filing overrides every ratio: Sotherly was acquired. The 10-K states that 'in connection with the consummation of the Merger, the final day of trading of the Company's common stock was February 12, 2026,' and that as of April 1, 2026 'there was one holder of record' — i.e., the common (SOHO) was taken private. SOHOB is a separate preferred-class stub whose economics depend entirely on the merger/liquidation terms, none of which are in the data provided. You cannot underwrite a security whose payoff is governed by deal terms you can't see, and the on-screen 'fundamentals' are corrupted: shares outstanding reads 100.00 (YoY -100%), producing an absurd $872.50 market cap and a 0.0 P/S. Those are extraction failures, not real figures, so any valuation built on them is meaningless.
Even setting the merger aside, the underlying business was deteriorating into the transaction. FY2025 revenue fell 3.0% to $176M, the company swung to a -$7.69M net loss (from +$1.30M), operating income dropped 38.5% to $12.7M, and operating cash flow collapsed 60.2% to $10.3M. The balance sheet is REIT-typical but stressed at this point: $315M long-term debt against just $28.3M of equity (13.43x liabilities/equity) and $7.01M cash, with a -$145M accumulated deficit and ROE of -27.2%. Property-level RevPAR was soft and mostly down year-over-year at the larger hotels (e.g., Jacksonville Riverfront RevPAR $87.12 vs $95.29; Hyatt Centric Arlington $149.54 vs $161.35).
| Line item | FY21 | FY22 | FY23 | FY24 | FY25 |
|---|---|---|---|---|---|
| Revenue | $128M | $166M | $174M | $182M | $176M |
| Gross profit | — | — | — | — | — |
| Operating income | -$8.06M | $20.6M | $18.9M | $20.6M | $12.7M |
| Net income | -$26.2M | $32.5M | $3.94M | $1.30M | -$7.69M |
| Diluted EPS | -$2.15 | $1.40 | -$0.22 | -$0.34 | -$0.77 |
| Net margin | -20.6% | 19.6% | 2.3% | 0.7% | -4.4% |
Annual figures from SEC 10-K XBRL filings. Open the filing links below for full statement detail.
Computed from SEC XBRL annual figures + the current quote. EV and ROIC use long-term + current debt where filed; estimates, not investment advice.
FY25 swung to $7.7M net loss; revenue -3%, RevPAR softened; merger completed
Filed late-filing notice for FY25 annual report
Post-merger: new financing agreement and Nasdaq delisting (Form 25) finalized
Other-events/Reg FD disclosure following the merger close
Merger closed: company acquired, control changed, officers departed, stock delisted
Shareholders approved the merger/buyout at special meeting
Entered definitive merger (buyout) agreement to be acquired
Disclosed annual meeting voting results
Q3'25 results filed amid pending acquisition
Sources: SEC EDGAR (CIK 0001301236, latest 10-K filed 2026-04-15) · analysis by claude-code · as of 6/30/2026, 1:06:01 PM.
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| 2026-02-12 | ZINNI ANTHONY C Director | Disposed (D) | 110K @ $2.25 | $248K |
| 2026-02-12 | Gibson George S IV Director | Disposed (D) | 76.1K @ $2.25 | $171K |
| 2026-02-12 | Caldwell Maria L Director | Disposed (D) | 48.2K @ $2.25 | $108K |
| 2026-02-12 | Robertston Walter S III Director | Disposed (D) | 5.25K @ $2.25 | $11.8K |
| 2026-02-12 | Kucinski Scott M EVP & Chief Operating Officer | Disposed (D) | 153K @ $2.25 | $345K |
| 2026-02-12 | Kucinski Scott M EVP & Chief Operating Officer | Disposed (D) | 98.2K @ $2.25 | $221K |
| 2026-02-12 | Domalski Anthony E Chief Financial Officer | Disposed (D) | 255K @ $2.25 | $574K |
| 2026-02-12 | Domalski Anthony E Chief Financial Officer | Disposed (D) | 107K @ $2.25 | $242K |
| 2026-02-12 | Folsom David R President and CEO | Disposed (D) | 114K @ $2.25 | $257K |
| 2026-02-12 | Folsom David R President and CEO | Disposed (D) | 502K @ $2.25 | $1.13M |
| 2026-02-12 | Folsom David R President and CEO | Disposed (D) | 107K @ $2.25 | $242K |
| 2026-02-12 | Sims Andrew Chairman | Disposed (D) | 827K @ $2.25 | $1.86M |
Dates from 8-K (Item 2.02); beat/miss = reported EPS vs consensus (Finnhub, recent quarters); move = prior close → close on/after.
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