UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 15, 2016
Ashford Hospitality Prime, Inc.
(Exact Name of Registrant as Specified in Charter)
| Maryland | 001-35972 | 46-2488594 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 14185 Dallas Parkway, Suite 1100, Dallas, Texas | 75254 | |
(Address of Principal Executive Offices) | (Zip Code) | |
| (972) 490-9600 | ||
(Registrant’s telephone number, including area code) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☑ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c)) |
Item 8.01 – Other Events.
On March 15, 2016, Ashford Hospitality Prime, Inc. issued a press release in response to (a) the dismissal by Sessa Capital (“Sessa”) of a lawsuit filed by Sessa in the Circuit Court for Baltimore City, Maryland and (b) counterclaims filed by Sessa in the United States District Court for the Northern District of Texas. A copy of this press release is attached hereto as Exhibit 99.1.
Item 9.01 – Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
99.1 | Press release, dated March 15, 2016 |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ASHFORD HOSPITALITY PRIME, INC. | |||
| Date: March 15, 2016 | By: | /s/ David A. Brooks | |
| David A. Brooks | |||
| Chief Operating Officer, General Counsel and Secretary | |||
EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press release, dated March 15, 2016 |