Service Properties Trust 10-Q

Item 1. Financial Statements SERVICE PROPERTIES TRUST CONDENSED CONSOLIDATED BALANCE SHEETS (dollars in thousands, except per share data) (unaudited) June 30, 2026 December 31, 2025 ASSETS Real estate properties: Land $ 1,730,113 $ 1,750,799 Buildings, improvements and equipment 5,861,871 6,198,233 Total real estate properties, gross 7,591,984 7,949,032 Accumulated depreciation ( 2,432,406 ) ( 2,442,966 ) Total real estate properties, net 5,159,578 5,506,066 Acquired real estate leases and other intangibles, net 92,320 100,044 Assets of properties held for sale 121,977 94,366 Cash and cash equivalents 5,511 346,813 Restricted cash 23,165 25,275 Equity method investment 108,486 111,796 Due from related persons 17,749 241 Other assets, net 309,699 306,979 Total assets $ 5,838,485 $ 6,491,580 LIABILITIES AND SHAREHOLDERS’ EQUITY Unsecured debt, net $ 1,702,603 $ 3,233,683 Secured debt, net 2,876,434 2,100,745 Accounts payable and other liabilities 437,188 458,908 Due to related persons 12,644 46,791 Liabilities of properties held for sale 3,161 5,329 Total liabilities 5,032,030 5,845,456 Commitments and contingencies Shareholders’ equity: Common shares of beneficial interest, $ .01 par value; 900,000,000 and 200,000,000 shares authorized, respectively; 129,527,433 and 33,614,025 shares issued and outstanding, respectively 1,295 336 Additional paid in capital 5,107,313 4,564,716 Cumulative other comprehensive income 2,011 2,068 Cumulative net income 1,617,637 1,992,653 Cumulative common distributions ( 5,921,801 ) ( 5,913,649 ) Total shareholders’ equity 806,455 646,124 Total liabilities and shareholders’ equity $ 5,838,485 $ 6,491,580 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 3 Table of Contents SERVICE PROPERTIES TRUST CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (amounts in thousands, except per share data) (unaudited) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenues: Hotel operating revenues $ 320,071 $ 404,405 $ 584,646 $ 739,368 Rental income 100,903 99,031 200,779 199,247 Total revenues 420,974 503,436 785,425 938,615 Expenses: Hotel operating expenses 264,654 328,913 507,298 634,753 Net lease operating expenses 6,046 5,439 13,486 11,067 Depreciation and amortization 77,083 75,030 152,926 164,130 General and administrative 11,093 10,218 19,889 19,774 Transaction related costs 463 1,345 2,972 1,456 Loss on asset impairment 189,097 17,654 217,192 54,721 Total expenses 548,436 438,599 913,763 885,901 (Loss) gain on sale of real estate, net ( 383 ) ( 156 ) 972 590 Interest income 1,165 822 2,108 2,071 Interest expense (including amortization of debt issuance costs, discounts and premiums of $ 18,822 , $ 9,900 , $ 37,671 and $ 18,580 , respectively) ( 87,655 ) ( 102,679 ) ( 184,202 ) ( 204,196 ) Loss on early extinguishment of debt, net ( 9,383 ) — ( 61,254 ) — Loss before income tax benefit (expense) and equity in losses of an investee ( 223,718 ) ( 37,176 ) ( 370,714 ) ( 148,821 ) Income tax benefit (expense) 132 ( 457 ) ( 1,049 ) ( 1,300 ) Equity in losses of an investee ( 252 ) ( 526 ) ( 3,253 ) ( 4,473 ) Net loss ( 223,838 ) ( 38,159 ) ( 375,016 ) ( 154,594 ) Other comprehensive (loss) income: Equity interest in investee’s unrealized (losses) gains ( 71 ) 155 ( 57 ) 308 Other comprehensive (loss) income ( 71 ) 155 ( 57 ) 308 Comprehensive loss $ ( 223,909 ) $ ( 38,004 ) $ ( 375,073 ) $ ( 154,286 ) Weighted average common shares outstanding (basic and diluted) 128,085 33,148 80,944 33,135 Net loss per common share (basic and diluted) $ ( 1.75 ) $ ( 1.15 ) $ ( 4.63 ) $ ( 4.67 ) The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 4 Table of Contents SERVICE PROPERTIES TRUST CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (dollars in thousands) (unaudited) Number of Shares Common Shares Cumulative Common Distributions Additional Paid in Capital Cumulative Net Income Cumulative Other Comprehensive Income Total Balance at December 31, 2025 33,614,025 $ 336 $ ( 5,913,649 ) $ 4,564,716 $ 1,992,653 $ 2,068 $ 646,124 Net loss — — — — ( 151,178 ) — ( 151,178 ) Equity interest in investee’s unrealized gains — — — — — 14 14 Common share grants — — — 488 — — 488 Common share repurchases ( 3,111 ) — — ( 31 ) — — ( 31 ) Distributions — — ( 1,681 ) — — — ( 1,681 ) Balance at March 31, 2026 33,610,914 336 ( 5,915,330 ) 4,565,173 1,841,475 2,082 493,736 Net loss — — — — ( 223,838 ) — ( 223,838 ) Issuance of common shares, net 95,833,333 958 — 540,840 — — 541,798 Equity interest in investee’s unrealized losses — — — — — ( 71 ) ( 71 ) Common share grants 93,902 1 — 1,368 — — 1,369 Common share repurchases ( 6,076 ) — — ( 49 ) — — ( 49 ) Common share forfeitures ( 4,640 ) — — ( 19 ) — — ( 19 ) Distributions — — ( 6,471 ) — — — ( 6,471 ) Balance at June 30, 2026 129,527,433 $ 1,295 $ ( 5,921,801 ) $ 5,107,313 $ 1,617,637 $ 2,011 $ 806,455 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 5 Table of Contents SERVICE PROPERTIES TRUST CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (CONTINUED) (dollars in thousands) (unaudited) Number of Shares Common Shares Cumulative Common Distributions Additional Paid in Capital Cumulative Net Income Cumulative Other Comprehensive Income Total Balance at December 31, 2024 33,327,307 $ 333 $ ( 5,906,966 ) $ 4,561,667 $ 2,194,974 $ 1,865 $ 851,873 Net loss — — — — ( 116,435 ) — ( 116,435 ) Equity interest in investee’s unrealized gains — — — — — 153 153 Common share grants 6,498 — — 664 — — 664 Common share repurchases ( 308 ) — — ( 4 ) — — ( 4 ) Common share forfeitures ( 4,153 ) — — ( 12 ) — — ( 12 ) Distributions — — ( 1,666 ) — — — ( 1,666 ) Balance at March 31, 2025 33,329,344 333 ( 5,908,632 ) 4,562,315 2,078,539 2,018 734,573 Net loss — — — — ( 38,159 ) — ( 38,159 ) Equity interest in investee’s unrealized gains — — — — — 155 155 Common share grants 56,595 1 — 1,138 — — 1,139 Common share repurchases ( 5,683 ) — — ( 59 ) — — ( 59 ) Common share forfeitures ( 8,090 ) — — ( 38 ) — — ( 38 ) Distributions — — ( 1,667 ) — — — ( 1,667 ) Balance at June 30, 2025 33,372,166 $ 334 $ ( 5,910,299 ) $ 4,563,356 $ 2,040,380 $ 2,173 $ 695,944 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 6 Table of Contents SERVICE PROPERTIES TRUST CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (dollars in thousands) (unaudited) Six Months Ended June 30, 2026 2025 Cash flows from operating activities: Net loss $ ( 375,016 ) $ ( 154,594 ) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 152,926 164,130 Net amortization of debt issuance costs, discounts and premiums as interest 37,671 18,580 Straight line rental income ( 3,309 ) ( 6,561 ) Loss on early extinguishment of debt, net 61,254 — Loss on asset impairment 217,192 54,721 Equity in losses of an investee 3,253 4,473 Gain on sale of real estate, net ( 972 ) ( 590 ) Other non-cash income, net ( 985 ) ( 990 ) Changes in assets and liabilities: Due from related persons ( 17,508 ) ( 25,308 ) Other assets ( 242 ) 587 Accounts payable and other liabilities ( 25,286 ) ( 17,456 ) Due to related persons ( 5,136 ) 1,201 Net cash provided by operating activities 43,842 38,193 Cash flows from investing activities: Real estate improvements ( 76,863 ) ( 107,991 ) Hotel managers’ purchases with restricted cash ( 3,870 ) ( 2,064 ) Real estate acquisitions and deposits ( 9,708 ) ( 31,353 ) Net proceeds from sale of real estate 20,366 47,101 Net cash used in investing activities ( 70,075 ) ( 94,307 ) Cash flows from financing activities: Proceeds from mortgage notes payable, net of discounts 744,980 — Repayment of mortgage notes payable ( 1,489 ) ( 979 ) Repayments of senior unsecured notes ( 1,596,104 ) — Borrowings under variable funding note — 45,000 Borrowings under revolving credit facility 50,000 50,000 Repayments of revolving credit facility ( 25,000 ) ( 100,000 ) Payment of debt issuance costs ( 23,132 ) ( 5,866 ) Repurchase of common shares ( 80 ) ( 63 ) Issuance of common shares, net 541,798 — Distributions to common shareholders ( 8,152 ) ( 3,333 ) Net cash used in financing activities ( 317,179 ) ( 15,241 ) Decrease in cash and cash equivalents and restricted cash ( 343,412 ) ( 71,355 ) Cash and cash equivalents and restricted cash at beginning of period 372,088 157,386 Cash and cash equivalents and restricted cash at end of period $ 28,676 $ 86,031 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 7 Table of Contents SERVICE PROPERTIES TRUST CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) (dollars in thousands) (unaudited) Six Months Ended June 30, 2026 2025 Supplemental cash flow information: Cash paid for interest $ 158,873 $ 185,533 Cash paid for income taxes $ 1,701 $ 1,897 Non-cash investing activities: Real estate improvements accrued, not paid $ 18,204 $ 15,668 Supplemental disclosure of cash and cash equivalents and restricted cash: The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the amounts shown in the condensed consolidated statements of cash flows: As of June 30, 2026 2025 Cash and cash equivalents $ 5,511 $ 63,176 Restricted cash (1) 23,165 22,855 Total cash and cash equivalents and restricted cash $ 28,676 $ 86,031 (1) Restricted cash consists of amounts escrowed pursuant to the terms of our hotel management agreements to fund capital improvements at our hotels and amounts escrowed as required by certain of our debt agreements. The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 8 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (dollars in thousands, except per share amounts) (unaudited) Note 1. Organization and Basis of Presentation Service Properties Trust, or we, us or our, is a real estate investment trust, or REIT, organized on February 7, 1995 under the laws of the State of Maryland, which invests in service-focused retail net lease properties and hotels. At June 30, 2026, we owned, directly and through our subsidiaries, 745 service-focused retail net lease properties and 93 hotels. Basis of Presentation The accompanying condensed consolidated financial statements are unaudited. Certain information and disclosures required by U.S. generally accepted accounting principles, or GAAP, for complete financial statements have been condensed or omitted. We believe the disclosures made are adequate to make the information presented not misleading. However, the accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2025, or our 2025 Annual Report. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a fair statement of results for the interim period have been included. These condensed consolidated financial statements include our accounts and the accounts of our subsidiaries, all of which are 100 % owned directly or indirectly by us. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. Our operating results for interim periods and those of our tenants and managers are not necessarily indicative of the results that may be expected for the full year. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts. Actual results could differ from those estimates. Estimates in our condensed consolidated financial statements include the allowance for credit losses, purchase price allocations, useful lives of fixed assets, certain fair value measurements and impairment of real estate and related intangibles. We have determined that each of our wholly owned taxable REIT subsidiaries, or TRSs, is a variable interest entity, or VIE, as defined under the Consolidation Topic of the Financial Accounting Standards Board, or FASB, Accounting Standards Codification ™ . We have concluded that we must consolidate each of our wholly owned TRSs because we are the entity with the power to direct the activities that most significantly impact such VIEs’ performance and we have the obligation to absorb losses or the right to receive benefits from each VIE that could be significant to the VIE and are, therefore, the primary beneficiary of each VIE. The assets of our TRSs were $ 137,981 and $ 122,004 as of June 30, 2026 and December 31, 2025, respectively, and consist primarily of our TRSs’ investment in Sonesta International Hotels Corporation’s, or, collectively with its parent and subsidiaries, Sonesta’s, common stock and amounts due from and working capital advances to certain of our hotel managers. The liabilities of our TRSs were $ 75,398 and $ 57,846 as of June 30, 2026 and December 31, 2025, respectively, and consist primarily of amounts payable to certain of our hotel managers. The assets of our TRSs are available to satisfy our TRSs’ obligations and we have guaranteed certain obligations of our TRSs. After the close of trading on July 6, 2026, we effected a 1-for-5 reverse share split of our then issued and outstanding common shares, or the Reverse Share Split. Unless otherwise noted, all impacted amounts and share information included in this Quarterly Report on Form 10-Q have been retroactively adjusted for the Reverse Share Split, as if it occurred on the first day of the first period presented. Certain adjusted amounts and amounts per share may not agree with previously reported amounts due to the rounding of fractional shares. Note 2. Recent Accounting Pronouncements In November 2024, the FASB issued Accounting Standards Update, or ASU, No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, or ASU No. 2024-03, which requires public entities to disclose specific expense categories such as employee compensation, depreciation and intangible asset amortization. These details must be presented in a tabular format in the notes to financial statements for both interim and annual reporting periods. ASU No. 2024-03 is required to be applied prospectively but can be applied retrospectively, and is effective for the first annual reporting period beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact ASU No. 2024-03 will have on our condensed consolidated financial statements. 9 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Note 3. Revenue Recognition We recognize in our condensed consolidated statements of comprehensive income (loss), hotel operating revenues, consisting primarily of room and food and beverage sales, when goods and services are provided. We recognize rental income from operating leases on a straight line basis over the terms of the lease agreements in our condensed consolidated statements of comprehensive income (loss). We increased rental income by $ 1,878 and $ 2,683 for the three months ended June 30, 2026 and 2025, respectively, and increased rental income by $ 3,309 and $ 6,561 for the six months ended June 30, 2026 and 2025, respectively, to record scheduled rent changes under certain of our leases on a straight line basis. Other assets, net, includes $ 105,138 and $ 98,729 of straight line rent receivables at June 30, 2026 and December 31, 2025, respectively. Certain of our lease agreements require additional percentage rent if gross revenues of our properties exceed certain thresholds defined in our lease agreements. We may determine percentage rent due to us under our leases monthly, quarterly or annually, depending on the specific lease terms, and recognize it when all contingencies are met and the rent is earned . We recorded percentage rent of $ 455 and $ 501 for the three months ended June 30, 2026 and 2025, respectively, and $ 1,395 and $ 1,347 for the six months ended June 30, 2026 and 2025, respectively. Note 4. Per Common Share Amounts We calculate basic earnings per common share using the two class method. We calculate diluted earnings per common share using the more dilutive of the two class method or the treasury stock method. Unvested common share awards and other potentially dilutive common shares, together with the related impact on earnings, are considered when calculating diluted earnings per common share. For the three and six months ended June 30, 2026 and 2025, there were no dilutive common shares and certain unvested common shares were not included in the calculation of diluted earnings per common share because to do so would have been antidilutive. Note 5. Real Estate Properties As of June 30, 2026, we owned 745 service-focused retail net lease properties with an aggregate of 13,553,509 square feet that are primarily subject to “triple net” leases, or net leases where the tenant is generally responsible for payment of operating expenses and capital expenditures of the property during the lease term, and 93 hotels with an aggregate of 21,110 rooms or suites. Our properties had an aggregate undepreciated book value of $ 7,848,876 , including $ 256,892 related to properties classified as held for sale as of June 30, 2026 and an aggregate undepreciated book value of $ 8,102,783 , including $ 153,751 related to properties classified as held for sale, as of December 31, 2025. We funded capital improvements to certain of our properties of $ 50,834 and $ 84,944 during the six months ended June 30, 2026 and 2025, respectively. 10 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Acquisitions During the six months ended June 30, 2026, we acquired four net lease properties with a total of 11,988 square feet for a combined purchase price of $ 9,174 , excluding closing costs. We accounted for these transactions as acquisitions of assets and allocated the purchase prices based on the estimated fair value of the acquired assets as follows: Quarter Acquired Property Type Number of Properties Square Feet Purchase Price (1) Land Buildings, Improvements and Equipment Acquired Real Estate Leases Q1 2026 Net Lease 3 8,788 $ 7,485 $ 1,946 $ 4,641 $ 898 Q2 2026 Net Lease 1 3,200 1,823 307 1,300 216 4 11,988 $ 9,308 $ 2,253 $ 5,941 $ 1,114 (1) Purchase price is the gross contract price, plus closing costs of $ 134 . We have also entered into agreements to acquire five net lease properties with a total of 47,921 square feet for a combined purchase price of $ 14,245 , excluding closing costs. These pending acquisitions are subject to conditions; accordingly, we cannot be sure that we will complete these acquisitions, that these acquisitions will not be delayed or that the terms will not change. Dispositions During the six months ended June 30, 2026, we sold 20 properties for a combined sales price of $ 20,575 , excluding closing costs. The sales of these properties, as presented in the table below, do not represent a strategic shift in our business. As a result, the results of the operations of these properties are included in continuing operations through the date of sale in our condensed consolidated statements of comprehensive income (loss). Quarter Sold Property Type Number of Properties Square Feet / Rooms or Suites Gross Sales Price (1) Gain (Loss) on Sale of Real Estate, net Q1 2026 Hotel 1 133 $ 7,100 $ 1,154 Q1 2026 Net Lease 2 4,712 1,285 201 Q2 2026 Net Lease 17 111,345 12,190 ( 383 ) 20 133 / 116,057 $ 20,575 $ 972 (1) Gross sales price is the gross contract price, excluding closing costs. As of June 30, 2026, we had 14 hotels with a total of 2,761 keys and seven net lease properties with a total of 19,929 square feet classified as held for sale. See Note 14 for further information on certain of these properties. During the six months ended June 30, 2026, one hotel previously classified as held for sale was reclassified to held and used as we are no longer marketing it for sale. Upon reclassification, depreciation was resumed, and the hotel was measured at the lower of its carrying amount adjusted for depreciation that would have been recognized during the held for sale period or its fair value. No impairment was recorded and the amount subject to the reclassification was not material to our condensed consolidated financial statements. 11 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) The following table summarizes the major classes of assets and liabilities of our properties held for sale by our net lease investments and hotel investments segments as of June 30, 2026: As of June 30, 2026 Net Lease Hotels Total Assets of properties held for sale: Real estate properties, net $ 2,077 $ 111,668 $ 113,745 Other assets, net (1) 144 8,088 8,232 Total assets of properties held for sale $ 2,221 $ 119,756 $ 121,977 Liabilities of properties held for sale: Accounts payable and other liabilities $ 57 $ 3,104 $ 3,161 Total liabilities of properties held for sale $ 57 $ 3,104 $ 3,161 (1) Other assets, net includes working capital of $ 4,649 for our hotel investments segment as described in Note 6. From July 1, 2026 through August 3, 2026, we sold two net lease properties with a total of 11,220 square feet for a combined sales price of $ 1,076 , excluding closing costs, and one hotel with 133 keys for a sales price of $ 18,350 , excluding closing costs. We have also entered into agreements to sell 12 hotels with a total of 2,328 keys for a combined sales price of $ 77,350 , excluding closing costs. These pending sales are subject to conditions; accordingly, we cannot be sure that we will complete these sales, that these sales will not be delayed or that the terms will not change. We believe it is probable that the sales of these properties will be completed within one year. Note 6. Leases and Management Agreements As of June 30, 2026, we owned 745 service-focused retail properties net leased to 185 tenants, including 175 travel centers leased to TravelCenters of America Inc., or TA, our largest tenant, and 93 hotels included in four operating agreements managed by subsidiaries of the following companies: Sonesta ( 68 hotels), Hyatt Hotels Corporation, or Hyatt ( 17 hotels), Radisson Hospitality, Inc., or Radisson ( seven hotels), and InterContinental Hotels Group, plc, or IHG ( one hotel). Hereinafter, these companies are sometimes referred to as our managers and/or tenants, or collectively, operators. We do not operate any of our properties. Net Lease Portfolio As of June 30, 2026, we owned 745 service-focused retail net lease properties with an aggregate of 13,553,509 square feet with leases requiring annual minimum rents of $ 396,569 with a weighted (by annual minimum rents) average remaining lease term of 7.1 years. Our net lease properties were 96.6 % occupied and leased by 185 tenants operating under 140 brands in 21 distinct industries. 12 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) TA Leases As of June 30, 2026, TA is our largest tenant, representing 33.6 % of our total historical real estate investments. We lease to TA a total of 175 travel centers under five master leases, or our TA leases, that expire in 2033 subject to TA’s right to extend those leases, and require annual minimum rents of $ 269,547 as of June 30, 2026. TA receives a monthly rent credit totaling $ 25,000 per year over the 10-year initial term of the TA leases as a result of rent it prepaid. Our TA leases are “triple net” leases that require TA to pay all costs incurred in the operation of the leased travel centers, including personnel, utility, inventory, customer service and insurance expenses, real estate and personal property taxes, environmental related expenses, underground storage tank maintenance costs and ground lease payments at those travel centers at which we lease the property and sublease it to TA. Our TA leases generally require TA to indemnify us for certain environmental matters and for liabilities that arise during the terms of the leases from ownership or operation of the leased travel centers. TA is required to maintain the leased travel centers, including structural and non-structural components. BP Corporation North America Inc., a subsidiary of BP p.l.c., guarantees payment under each of the TA leases, limited to an aggregate cap which was $ 2,863,781 as of June 30, 2026. We recognized rental income from our TA leases of $ 67,834 for each of the three months ended June 30, 2026 and 2025, and $ 135,668 for each of the six months ended June 30, 2026 and 2025. Rental income increased by $ 1,302 and $ 2,607 for the three months ended June 30, 2026 and 2025, respectively, and $ 3,045 and $ 5,646 for the six months ended June 30, 2026 and 2025, respectively, to record the scheduled rent changes on a straight line basis. As of June 30, 2026 and December 31, 2025, we had receivables for current rent amounts owed to us by TA and straight line rent adjustments of $ 61,302 and $ 55,157 , respectively, included in other assets, net in our condensed consolidated balance sheets. Our other net lease agreements generally provide for minimum rent payments and in addition may include variable payments. Rental income from operating leases, including any payments derived by index or market-based indices, is recognized on a straight line basis over the lease term when we have determined that the collectability of substantially all of the lease payments is probable. Some of our leases have options to extend or terminate the lease exercisable at the option of our tenants, which are considered when determining the lease term. We recognized rental income from our net lease properties (excluding TA) of $ 33,069 and $ 31,197 for the three months ended June 30, 2026 and 2025, respectively, which included $ 576 and $ 76 , respectively, of adjustments to record scheduled rent changes under certain of our leases on a straight line basis. We recognized rental income from our net lease properties (excluding TA) of $ 65,111 and $ 63,579 for the six months ended June 30, 2026 and 2025, respectively, which included $ 264 and $ 915 , respectively, of adjustments to record scheduled rent changes under certain of our leases on a straight line basis. We continually review receivables related to rent, straight line rent and property operating expense reimbursements and determine collectability by taking into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. The review includes an assessment of whether substantially all of the amounts due under a tenant’s lease are probable of collection. For leases that are deemed probable of collection, revenue continues to be recorded on a straight line basis over the lease term. For leases that are deemed not probable of collection, revenue is recorded as cash is received. We recognize all changes in the collectability assessment for an operating lease as an adjustment to rental income. We recorded reserves for uncollectable amounts and reduced rental income by $ 635 and $ 2,870 for the three and six months ended June 30, 2026, respectively, based on our assessment of the collectability of rents. We recorded reserves for uncollectable amounts and reduced rental income by $ 1,142 and $ 1,377 for the three and six months ended June 30, 2025, respectively, based on our assessment of the collectability of rents. We had reserves for uncollectable rents of $ 5,567 and $ 3,115 as of June 30, 2026 and December 31, 2025, respectively, included in other assets, net in our condensed consolidated balance sheets. Hotel Agreements Sonesta Agreements As of June 30, 2026, Sonesta managed 39 of our full service hotels, 22 of our extended stay hotels and seven of our select service hotels pursuant to management agreements. As of June 30, 2026, the hotels Sonesta managed for us comprised approximately 40.9 % of our total historical real estate investments. 13 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) In July 2026, we sold one hotel with 133 keys managed by Sonesta and are currently at various stages of selling 14 hotels with a total of 2,889 keys managed by Sonesta. Following the completion of the hotel sales, we expect to retain 53 hotels managed by Sonesta, or the Retained Hotels. As discussed below, in August 2025, we and Sonesta amended and restated our management agreements for the Retained Hotels and certain other hotels managed by Sonesta and waived any termination fees under the existing Sonesta management agreement associated with the sale of certain hotels. Prior to August 1, 2025, all of the hotels managed by Sonesta were managed pursuant to a management agreement that was scheduled to expire on January 31, 2037, or the legacy Sonesta agreement, and provided that we would be paid an annual owner’s priority return if gross revenues of the hotels, after payment of hotel operating expenses and management and related fees (other than Sonesta’s incentive fee, if applicable), were sufficient to do so. The legacy Sonesta agreement further provided that we would be paid an additional return equal to 80 % of the operating profits, as defined therein, after paying the owner’s priority return, reimbursing owner or manager advances, funding reserves established for the regular refurbishment of our hotels, or FF&E reserves, and paying Sonesta’s incentive fee, if any. Effective August 1, 2025, we entered into new management agreements with Sonesta for most of the Retained Hotels and certain other hotels managed by Sonesta, or the Retained Hotel agreements. Each Retained Hotel agreement expires on July 31, 2040 and includes two 10-year renewal options at Sonesta’s option. Pursuant to the Retained Hotel agreements, we will pay Sonesta, after payment of hotel operating expenses, a base management fee equal to 3.0 % of gross revenues for full service hotels and 5.0 % for extended stay and select service hotels. Additionally, we are required to pay (i) an incentive fee equal to 20 % of EBITDA, as defined in the Retained Hotel agreements, in excess of the incentive threshold of each hotel, subject to caps, commencing with the 2026 calendar year, which has initially been set at $ 194,248 in the aggregate and increases based on the amount by which each hotel’s capital expenditures exceeds their respective FF&E reserve (the aggregate incentive threshold under our Retained Hotel agreements as of June 30, 2026 was $ 197,362 ); (ii) a brand promotion fee of 3.5 % of gross room revenues; (iii) a loyalty fee of the greater of (x) 1.0 % of gross room revenues or (y) 4.5 % of qualified room revenue, in the case of full service hotels, 2.5 %, in the case of extended stay hotels, and 3.0 %, in the case of select service hotels; (iv) a centralized service fee equal to $ 1,100 per year for full service hotels and $ 250 per year for extended stay and select service hotels, adjusted annually based on the Consumer Price Index; and (v) a construction management fee of 3.0 % of construction and capital expenditures managed by Sonesta. We have the right to terminate the Retained Hotel agreements for certain events of default, casualty and condemnation events and if minimum performance thresholds are not met for two consecutive calendar years beginning with the measurement period commencing with the 2028 calendar year. The Retained Hotel agreements are not subject to any pooling, cross-default or other similar contractual arrangement and the legacy Sonesta agreement will remain subject to a pooling agreement and cross-default provisions until the remainder of the hotels subject to that agreement are sold. Our legacy Sonesta agreement and the Retained Hotel agreements are collectively referred to as our Sonesta agreements. We realized returns under our Sonesta agreements of $ 43,213 and $ 65,518 during the three months ended June 30, 2026 and 2025, respectively, and $ 54,080 and $ 83,687 during the six months ended June 30, 2026 and 2025, respectively. We incurred management, reservation and system fees and reimbursement costs for certain guest loyalty, marketing programs or brand promotion fees, and third-party reservation transmission fees or centralized service fees of $ 16,328 and $ 31,883 for the three months ended June 30, 2026 and 2025, respectively, and $ 29,534 and $ 58,159 during the six months ended June 30, 2026 and 2025, respectively. We accrued estimated incentive fees of $ 887 during the six months ended June 30, 2026 based on year-to-date results of certain Sonesta managed hotels in comparison to each hotel’s respective incentive threshold. The actual amount of incentive fees incurred for 2026, if any, will be based upon individual hotels’ cumulative annual results in comparison to their respective incentive thresholds and will be payable in 2027. These fees and costs are included in hotel operating expenses in our condensed consolidated statements of comprehensive income (loss). In addition, we incurred procurement and construction supervision fees payable to Sonesta pursuant to our legacy Sonesta agreement and construction management fees payable to Sonesta pursuant to our Sonesta agreements of $ 280 and $ 625 for the three months ended June 30, 2026 and 2025, respectively, and $ 677 and $ 1,246 during the six months ended June 30, 2026 and 2025, respectively, which have been capitalized in our condensed consolidated balance sheets and are depreciated over the estimated useful lives of the related capital assets. 14 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Our Sonesta agreements require us to fund capital expenditures made at our hotels. We incurred capital expenditures for hotels included in our Sonesta agreements in an aggregate amount of $ 25,203 and $ 37,246 during the three months ended June 30, 2026 and 2025, respectively, and $ 43,900 and $ 78,807 during the six months ended June 30, 2026 and 2025, respectively. We owed Sonesta $ 7,790 and $ 39,509 for capital expenditures and other reimbursements at June 30, 2026 and December 31, 2025, respectively. Sonesta owed us $ 17,749 and $ 241 in returns under our Sonesta agreements and other amounts as of June 30, 2026 and December 31, 2025, respectively. Amounts due from Sonesta are included in due from related persons and amounts owed to Sonesta are included in due to related persons in our condensed consolidated balance sheets. Our legacy Sonesta agreement requires that 5 % of the hotel gross revenues be escrowed for future capital expenditures as FF&E reserves, subject to available cash flows after payment of the owner’s priority returns due to us. No FF&E escrow deposits were required during either of the three months or six months ended June 30, 2026 or 2025. We are required to maintain minimum working capital for each of our hotels managed by Sonesta and have advanced a fixed amount based on the number of rooms in each hotel to meet the cash needs for hotel operations. As of June 30, 2026 and December 31, 2025, we had advanced $ 31,702 and $ 31,835 , respectively, of initial working capital to Sonesta net of any working capital returned to us on termination of the applicable management agreements in connection with hotels we have sold. These amounts are included in other assets, net and assets of properties held for sale, as applicable, in our condensed consolidated balance sheets. Any remaining working capital would be returned to us upon termination in accordance with the terms of our Sonesta agreements. See Notes 7 and 11 for further information regarding our relationships, agreements and transactions with Sonesta. Hyatt Agreement As of June 30, 2026, Hyatt managed 17 of our select service hotels pursuant to a portfolio management agreement that expires on March 31, 2031, or our Hyatt agreement, and provides that, as of June 30, 2026, we are to be paid an annual owner’s priority return of $ 17,400 . Any returns we receive from Hyatt are currently limited to the hotels’ available cash flows, if any, after payment of operating expenses. Hyatt has provided us with a $ 30,000 limited guarantee for 75 % of the aggregate annual owner’s priority returns due to us. We realized returns under our Hyatt agreement of $ 3,263 during each of the three months ended June 30, 2026 and 2025, and $ 6,525 and $ 6,390 during the six months ended June 30, 2026 and 2025, respectively. During the six months ended June 30, 2026 and 2025, the hotels under this agreement generated cash flows that were less than the guaranteed owner’s priority level due to us for these periods, and we decreased hotel operating expenses by $ 744 and $ 654 , respectively, to record the guaranteed amount due from Hyatt. The available balance of the guaranty was $ 25,748 as of June 30, 2026. We did not incur capital expenditures for hotels included in our Hyatt agreement during the three months ended June 30, 2026. We incurred capital expenditures for certain hotels included in our Hyatt agreement in an aggregate amount of $ 349 during the three months ended June 30, 2025, and $ 55 and $ 1,968 , during the six months ended June 30, 2026 and 2025, respectively. Radisson Agreement As of June 30, 2026, Radisson managed seven of our full service hotels pursuant to a portfolio management agreement that expires on July 31, 2031, or our Radisson agreement, and provides that we are to be paid an annual owner’s priority return of $ 10,975 . Radisson has provided us with a $ 22,000 limited guarantee for 75 % of the aggregate annual owner’s priority returns due to us. We realized returns under our Radisson agreement of $ 2,430 and $ 2,038 during the three months ended June 30, 2026 and 2025, respectively, and $ 4,477 and $ 3,441 during the six months ended June 30, 2026 and 2025, respectively. During the six months ended June 30, 2026, the hotels under this agreement generated cash flows in excess of the guaranteed owner’s priority level due to us for the period. During the six months ended June 30, 2025, the hotels under this agreement generated cash flows that were less than the guaranteed owner’s priority level due to us for the period, and we decreased hotel operating expenses by $ 2,820 to record the guaranteed amount due from Radisson. The available balance of the guaranty was $ 16,585 as of June 30, 2026. During the three and six months ended June 30, 2026, we incurred capital expenditures of $ 924 and $ 1,062 , respectively, for the hotels included in our Radisson agreement, which resulted in increases in our contractual owner’s priority returns of $ 55 and $ 64 , respectively. We did not incur any capital expenditures during the three or six months ended June 30, 2025 for the hotels included in our Radisson agreement. 15 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) IHG Agreement Our management agreement with IHG, or our IHG agreement, for one hotel expires on January 31, 2027. We realized returns under our IHG agreement of $ 1,675 and $ 776 during the three months ended June 30, 2026 and 2025, respectively, and $ 2,806 and $ 3,019 during the six months ended June 30, 2026 and 2025, respectively. Any returns we receive from IHG are limited to the hotel’s available cash flows, if any, after payment of operating expenses. We incurred capital expenditures for the one hotel included in our IHG agreement in an aggregate amount of $ 366 and $ 48 during the three months ended June 30, 2026 and 2025, respectively, and $ 637 and $ 1,023 during the six months ended June 30, 2026 and 2025, respectively. Note 7. Equity Method Investment As of both June 30, 2026 and December 31, 2025, we owned 34 % of Sonesta’s outstanding common stock. We account for our 34 % non-controlling interest in Sonesta under the equity method of accounting. As of June 30, 2026 and December 31, 2025, our investment in Sonesta had a carrying value of $ 108,486 and $ 111,796 , respectively. On the date of acquisition of our initial equity interest in Sonesta (February 27, 2020), the cost basis of our investment in Sonesta exceeded our proportionate share of Sonesta’s total stockholders’ equity book value by an aggregate of $ 8,000 . As required under GAAP, we are amortizing this difference to equity in earnings of an investee over 31 years, the weighted average remaining useful life of the real estate assets and intangible assets and liabilities owned by Sonesta as of the date of our acquisition. We recorded amortization of the basis difference of $ 65 in both of the three months ended June 30, 2026 and 2025 and $ 130 in both of the six months ended June 30, 2026 and 2025. We recognized losses related to our investment in Sonesta of $ 252 and $ 526 for the three months ended June 30, 2026 and 2025, respectively, and $ 3,253 and $ 4,473 for the six months ended June 30, 2026 and 2025, respectively. These amounts, which include amortization of the basis difference, are included in equity in losses of an investee in our condensed consolidated statements of comprehensive income (loss). We recorded a liability of $ 42,000 for the fair value of our initial investment in Sonesta, as no cash consideration was exchanged related to the modification of our management agreement with, and investment in, Sonesta. This liability for our investment in Sonesta is included in accounts payable and other liabilities in our condensed consolidated balance sheets and is being amortized on a straight-line basis through the initial term of the legacy Sonesta agreement, January 31, 2037, as a reduction to hotel operating expenses in our condensed consolidated statements of comprehensive income (loss). We reduced hotel operating expenses by $ 621 for each of the three months ended June 30, 2026 and 2025 and $ 1,242 for each of the six months ended June 30, 2026 and 2025, for amortization of this liability. As of June 30, 2026 and December 31, 2025, the unamortized balance of this liability was $ 26,269 and $ 27,511 , respectively. See Notes 6 and 11 for further information regarding our relationships, agreements and transactions with Sonesta. Note 8. Indebtedness Our principal debt obligations at June 30, 2026 were: (1) $ 25,000 of outstanding borrowings under our $ 650,000 revolving credit facility; (2) $ 1,725,000 aggregate outstanding principal amount of senior unsecured notes; (3) $ 1,580,155 aggregate outstanding principal amount of senior secured notes; (4) $ 1,348,166 aggregate outstanding principal amount of net lease mortgage notes; and (5) $ 45,000 of outstanding borrowings under our $ 45,000 variable funding note, or the VFN. Revolving Credit Facility Our $ 650,000 secured revolving credit facility is available for general business purposes, including acquisitions. We can borrow, repay and reborrow funds available under our revolving credit facility until maturity and no principal repayments are due until maturity. Availability of borrowings under our credit agreement is subject to ongoing minimum performance and market values of the collateral properties, satisfying certain financial covenants and other credit facility conditions. The maturity date of our revolving credit facility is June 29, 2027, and, subject to the payment of an extension fee and meeting certain other conditions, we have an option to extend the stated maturity date of the facility by two additional six-month periods. 16 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Interest payable on drawings under our revolving credit facility is based on the secured overnight financing rate, or SOFR, plus a margin ranging from 1.50 % to 3.00 % based on our leverage ratio, as defined in our credit agreement, which was 2.75 % as of June 30, 2026. We also pay unused commitment fees of 20 to 30 basis points per annum on the total amount of lending commitments under our revolving credit facility based on amounts outstanding. As of June 30, 2026 and 2025, the annual interest rate payable on borrowings under our revolving credit facility was 6.43 % and 6.89 %, respectively. The weighted average annual interest rate for borrowings under our revolving credit facility was 6.45 % for both the three and six months ended June 30, 2026, and 6.91 % and 6.93 % for the three and six months ended June 30, 2025, respectively. As of June 30, 2026, we had $ 25,000 outstanding under our revolving credit facility and $ 625,000 available for borrowing. As of August 3, 2026, we had no amounts outstanding under our revolving credit facility and $ 650,000 available for borrowing. As collateral for all loans and other obligations under our revolving credit facility, certain of our subsidiaries pledged all of their respective equity interests in certain of our direct and indirect property owning subsidiaries, and our pledged subsidiaries provided first mortgage liens on certain properties. As of June 30, 2026, our revolving credit facility was secured by 55 properties, including 38 net lease properties and 17 hotels, with an aggregate undepreciated book value of $ 879,676 . Our debt agreements provide for acceleration of payment of all amounts outstanding upon the occurrence and continuation of certain events of default, such as, in the case of our credit agreement, a change of control of us, which includes The RMR Group LLC, or RMR, ceasing to act as our business manager. Our debt agreements also contain covenants, including those that restrict our ability to incur debts or to make distributions under certain circumstances and generally require us to maintain certain financial ratios. Borrowings under our revolving credit facility are subject to meeting ongoing minimum performance and market values of the collateral properties, satisfying certain financial covenants and other credit facility conditions. We believe we were in compliance with the terms and conditions of our debt agreements as of June 30, 2026. Redemption of Senior Unsecured Notes During the six months ended June 30, 2026, we redeemed all $ 400,000 of our outstanding 4.95 % senior unsecured notes due 2027 for redemption prices equal to the principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption and make whole premiums of $ 1,785 . As a result of the redemptions, we recorded a loss on early extinguishment of debt of $ 2,539 during the six months ended June 30, 2026, which represented the make whole premiums and the write-off of unamortized discounts and issuance costs related to these notes. In March 2026, we redeemed all $ 700,000 of our outstanding 8.375 % senior guaranteed unsecured notes due 2029 for a redemption price equal to the principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption and a make whole premium of $ 37,128 . As a result of the redemption, we recorded a loss on early extinguishment of debt of $ 49,697 during the six months ended June 30, 2026, which represented the make whole premium and the write-off of unamortized discounts and issuance costs related to these notes. In April 2026, we redeemed all $ 450,000 of our outstanding 5.50 % senior guaranteed unsecured notes due 2027 for a redemption price equal to the principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption and a make whole premium of $ 7,191 . As a result of the redemption, we recorded a loss on early extinguishment of debt of $ 9,018 during the six months ended June 30, 2026, which represented the make whole premium and the write-off of unamortized discounts and issuance costs related to these notes. 17 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Net Lease Mortgage Notes SVC ABS LLC, or the Initial Issuer, issued $ 610,200 in aggregate principal amount of net lease mortgage notes, or the Series 2023-1 Notes, on February 10, 2023. On March 6, 2026, the Initial Issuer, SVC 2026 ABS LLC and SVC 2026 TA ABS LLC, or collectively, the Issuers, issued $ 745,000 in aggregate principal amount of net lease mortgage notes in three classes, or the Series 2026-1 Notes. In connection with the Series 2026-1 Notes, we contributed to the Issuers 158 properties with an undepreciated book value of $ 759,147 and required minimum rents of $ 85,277 as of June 30, 2026. The Issuers are wholly owned special purpose bankruptcy remote, indirect subsidiaries that are separate legal entities and are the sole owners of their respective assets and liabilities. The assets of the Issuers are not available to pay or otherwise satisfy obligations to the creditors of any owners or affiliates of the Issuers. Our net lease mortgage notes are summarized below: Series Note Class Principal Outstanding as of June 30, 2026 Coupon Rate Initial Term (in years) Maturity 2023-1 Class A $ 299,917 5.15 % 5 February 2028 2023-1 Class B 171,558 5.55 % 5 February 2028 2023-1 Class C 132,200 6.70 % 5 February 2028 2023-1 Total / weighted average 603,675 5.60 % 2026-1 Class A 219,725 5.16 % 5 March 2031 2026-1 Class B 374,766 5.80 % 5 March 2031 2026-1 Class M 150,000 7.55 % 5 March 2031 2026-1 Total / weighted average 744,491 5.96 % Total / weighted average $ 1,348,166 5.80 % The Series 2023-1 Class A notes and the Series 2023-1 Class B notes require monthly principal repayments at an annualized rate of 0.50 % and 0.25 % of the balance outstanding, respectively, and the Series 2023-1 Class C notes require interest payments only, with balloon payments due at maturity. The Series 2023-1 Notes mature in February 2028 and may be redeemed without penalty 24 months prior to the scheduled maturity date beginning in February 2026. The Series 2026-1 Class A notes and the Series 2026-1 Class B notes require monthly principal repayments at an annualized rate of 0.50 % and 0.25 % of the balance outstanding, respectively, and the Series 2026-1 Class M notes require interest payments only, with balloon payments due at maturity. The Series 2026-1 Notes mature in March 2031 and may be redeemed without penalty 24 months prior to the scheduled maturity date beginning in March 2029. Our Series 2023-1 Notes and Series 2026-1 Notes are non-recourse and, as of June 30, 2026, were secured by 471 retail net lease properties owned by the Issuers, including 158 properties that were contributed by us in connection with the issuance of the Series 2026-1 Notes. During the six months ended June 30, 2026, the Issuers sold one retail net lease property that served as collateral under the Series 2026-1 Notes. In connection with this sale, the property was released from the collateral pool in exchange for the cash proceeds from the disposition in accordance with the terms of the Series 2026-1 Notes. As of June 30, 2026, the current leases relating to the 471 properties required annual minimum rents of $ 152,996 and had an aggregate undepreciated book value of $ 1,508,727 . The VFN is also secured by the 471 net lease properties that secure our existing $ 1,348,166 of net lease mortgage notes. The VFN permits borrowings on a revolving basis up to $ 45,000 and the Issuer can borrow, repay and reborrow funds available until maturity. The maturity date of the VFN is January 27, 2027, and, subject to the payment of an extension fee and meeting certain other conditions, can be extended by one year at the Issuer’s option. The VFN requires interest payments only on drawings under the VFN based on SOFR plus a margin of 1.75 %, and an unused commitment fee of 50 basis points per annum paid on undrawn amounts. As of June 30, 2026 and 2025, the annual interest rate payable on borrowings under the VFN was 5.48 % and 6.04 %, respectively. The weighted average annual interest rate for borrowings under the VFN was 5.42 % for both the three and six months ended June 30, 2026, and 6.05 % for both the three and six months ended June 30, 2025. As of both June 30, 2026 and August 3, 2026, we had $ 45,000 outstanding under the VFN. 18 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Note 9. Shareholders’ Equity Reverse Share Split After the close of trading on July 6, 2026, we effected the Reverse Share Split, and following such effective time of the Reverse Share Split, we changed the par value of our common shares from $ .05 per share back to $ .01 per share. No fractional shares were issued in connection with the Reverse Share Split. Instead, each shareholder who would have been entitled to receive a fractional share as a result of the Reverse Share Split received cash in lieu of such fractional share, in an amount equal to their fractional interest multiplied by the closing price of our common shares on The Nasdaq Stock Market LLC, or Nasdaq, on the effective date of the Reverse Share Split, adjusted to give effect to the Reverse Share Split, without interest. Equity Offering On March 30, 2026, we amended our amended and restated declaration of trust, as amended and supplemented, to increase our authorized common shares from 200,000,000 to 900,000,000 shares. On April 2, 2026, we issued and sold 95,833,333 common shares ( 479,166,667 common shares prior to giving effect for the Reverse Share Split), including 12,500,000 common shares ( 62,500,000 common shares prior to giving effect for the Reverse Share Split) pursuant to the exercise of the underwriters’ option to purchase additional shares, at $ 6.00 per share ($ 1.20 per share prior to giving effect for the Reverse Share Split) in an underwritten public offering. Our net proceeds from this offering were approximately $ 541,798 , after deducting the underwriters’ discount and other offering expenses. Share Awards On June 11, 2026, in accordance with our Trustee compensation arrangements, we awarded 13,414 of our common shares, valued at $ 8.20 per common share, the closing price of our common shares on Nasdaq on that day to each of our seven Trustees as part of their annual compensation. Share Purchases During the six months ended June 30, 2026, we purchased an aggregate of 9,187 of our common shares, valued at $ 8.76 per common share, from certain former employees of RMR and Sonesta, in satisfaction of tax withholding and payment obligations in connection with the vesting of prior awards of our common shares. We withheld and purchased these common shares at their fair market values based upon the trading prices of our common shares at the close of trading on Nasdaq, on the applicable purchase dates. Distributions During the six months ended June 30, 2026, we declared and paid regular quarterly distributions to common shareholders as follows: Declaration Date Record Date Paid Date Dividend Per Common Share Total Distributions January 15, 2026 January 26, 2026 February 19, 2026 $ 0.05 $ 1,681 April 9, 2026 April 21, 2026 May 14, 2026 0.05 6,471 $ 0.10 $ 8,152 On July 9, 2026, we declared a regular quarterly distribution to common shareholders of record as of July 20, 2026 of $ 0.05 per share, or approximately $ 6,476 . We expect to pay this distribution on or about August 13, 2026. Cumulative Other Comprehensive Income (Loss) Cumulative other comprehensive income (loss) represents our share of Sonesta’s other comprehensive income (loss) related to its interest rate cap through our equity method investment. See Notes 7 and 11 for further information regarding this investment. 19 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Note 10. Business and Property Management Agreements with RMR We have no employees. The personnel and various services we require to operate our business are provided to us by RMR. We have two agreements with RMR to provide management services to us: (1) a business management agreement, which relates to our business generally, and (2) a property management agreement, which relates to our property level operations of our net lease portfolio, the office building component of one of our hotels and major renovation or repositioning activities at our hotels that we may request RMR to manage from time to time. We are generally responsible for all of our operating expenses, including certain expenses incurred or arranged by RMR on our behalf. We are generally not responsible for payment of RMR’s employment, office or administrative expenses incurred to provide management services to us, except for the employment and related expenses of RMR’s employees assigned to work exclusively or partly at our net lease properties and the office building component of one of our hotels, our share of the wages, benefits and other related costs of RMR’s centralized accounting personnel, our share of RMR’s costs for providing our internal audit function and as otherwise agreed. Our property level operating expenses are generally incorporated into rents charged to our tenants, including certain payroll and related costs incurred by RMR. For the three and six months ended June 30, 2026 and 2025, the business management fees, property management fees and construction supervision fees and expense reimbursements recognized in our condensed consolidated financial statements were as follows: Financial Statement Three Months Ended June 30, Six Months Ended June 30, Line Item 2026 2025 2026 2025 Pursuant to business management agreement: Net business management fees (1) General and administrative $ 6,517 $ 6,900 $ 12,699 $ 13,830 Pursuant to property management agreement: Property management fees Net lease operating expenses $ 2,748 $ 2,110 $ 5,519 $ 4,197 Construction supervision fees Buildings, improvements and equipment (2) 550 465 678 1,122 $ 3,298 $ 2,575 $ 6,197 $ 5,319 Expense reimbursement Net lease operating expenses, general and administrative, and buildings, improvements and equipment (2) $ 1,002 $ 1,105 $ 2,096 $ 2,300 (1) The net business management fees we recognized for each of the three and six months ended June 30, 2026 and 2025, reflect a reduction of $ 897 and $ 1,793 , respectively, for the amortization of the liability we recorded in connection with our former investment in The RMR Group Inc., or RMR Inc. (2) Amounts capitalized as buildings, improvements and equipment are depreciated over the estimated useful lives of the related assets. Based on our common share total return, as defined in our business management agreement, as of June 30, 2026, no incentive fees are included in the net business management fees we recognized for the three and six months ended June 30, 2026. The actual amount of annual incentive fees for 2026, if any, will be based on our common share total return, as defined in our business management agreement, for the three-year period ending December 31, 2026, and will be payable in January 2027. We did not incur an incentive fee payable to RMR for the year ended December 31, 2025. Effective January 1, 2026, we amended our business management agreement with RMR to replace the benchmark index used in the calculation of incentive business management fees. Pursuant to this amendment, for periods beginning on or after January 1, 2026, the MSCI U.S. REIT Diversified Index will be used to calculate benchmark returns per share for purposes of determining any incentive business management fee payable to RMR, and for periods ending prior to January 1, 2026, the MSCI U.S. REIT/Hotel & Resort REIT Index will continue to be used. 20 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Note 11. Related Person Transactions We have relationships and historical and continuing transactions with Sonesta, RMR, RMR Inc., and others related to them, including other companies to which RMR or its subsidiaries provide management services and some of which have trustees, directors or officers who are also our Trustees or officers. RMR is a majority owned subsidiary of RMR Inc. The Chair of our Board of Trustees, or our Board, and one of our Managing Trustees, Adam D. Portnoy, is the sole trustee, an officer and the controlling shareholder of ABP Trust, which is the controlling shareholder of RMR Inc., the chair of the board of directors, a managing director and the president and chief executive officer of RMR Inc. and an officer and employee of RMR. Christopher J. Bilotto, our other Managing Trustee and our President and Chief Executive Officer, also serves as an executive officer of RMR Inc. and is an officer and employee of RMR. John G. Murray, our former Managing Trustee and our former President and Chief Executive Officer until March 9, 2025, also served as an officer and employee of RMR until March 31, 2026, and served as a director and president and chief executive officer of Sonesta until March 31, 2026, and will remain an employee of Sonesta until his retirement on September 30, 2026. Jeffrey C. Leer, an executive vice president of RMR, became a co-chief executive officer of Sonesta, effective April 1, 2026. In addition, each of our other officers serves as an officer of RMR. Some of our Independent Trustees also serve as independent trustees of other public companies to which RMR or its subsidiaries provide management services. Mr. Portnoy serves as a trustee of these public companies and as chair of the boards of certain of these public companies. Other officers of RMR, including certain of our officers, serve as managing trustees or officers of certain of these companies. Our Manager, RMR We have two agreements with RMR to provide management services to us. See Note 10 for further information regarding our management agreements with RMR. Sonesta Sonesta is a private company of which Mr. Portnoy, one of our Managing Trustees, is a director and the controlling stockholder. Mr. Murray, our other Managing Trustee until March 9, 2025, was a director and president and chief executive officer of Sonesta until March 31, 2026. Mr. Leer, an executive vice president of RMR, became a co-chief executive officer of Sonesta, effective April 1, 2026. Sonesta’s other director served as one of RMR Inc.’s managing directors, as RMR’s and RMR Inc.’s executive vice president, general counsel and secretary and as our Secretary until her resignation from these positions, effective December 31, 2025, in connection with her retirement. Certain other officers and employees of Sonesta are former officers and employees of RMR. RMR also provides certain services to Sonesta. As of June 30, 2026, we owned 34 % of Sonesta’s outstanding shares of common stock and Sonesta managed 68 of our hotels. See Notes 6 and 7 for further information regarding our relationships, agreements and transactions with Sonesta. Equity Offering On April 2, 2026, RMR, our manager, purchased 8,333,333 common shares ( 41,666,666 common shares prior to giving effect for the Reverse Share Split) in the equity offering at a price equal to the public offering price of $ 6.00 per share ($ 1.20 per share prior to giving effect for the Reverse Share Split). In addition, Mr. Bilotto, one of our Managing Trustees and our President and Chief Executive Officer, and Brian E. Donley, our Chief Financial Officer and Treasurer, as well as certain of our Trustees, purchased an aggregate of approximately 49,666 common shares ( 248,333 common shares prior to giving effect for the Reverse Share Split) at the public offering price. As of June 30, 2026, RMR beneficially owned approximately 6.4 % of our outstanding common shares and Mr. Portnoy, including through ABP Trust, beneficially owned approximately 6.7 % of our outstanding common shares. For further information about these and certain other such relationships and certain other related person transactions, refer to our 2025 Annual Report. 21 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Note 12. Income Taxes We have elected to be taxed as a REIT under the United States Internal Revenue Code of 1986, as amended, or the IRC, and, as such, are generally not subject to federal and most state income taxation on our operating income provided we distribute our taxable income to our shareholders and meet certain organization and operating requirements. We are subject to income tax in Canada, Puerto Rico and certain states despite our qualification for taxation as a REIT. Further, we lease our managed hotels to our wholly owned TRSs that, unlike most of our subsidiaries, file a separate consolidated tax return and are subject to federal, state and foreign income taxes. Our consolidated income tax provision (or benefit) includes the income tax provision (or benefit) related to the operations of our TRSs and certain state and foreign income taxes incurred by us despite our qualification for taxation as a REIT. During the three months ended June 30, 2026, we recognized income tax benefit of $ 132 , which includes $ 61 of state tax benefit and $ 71 of foreign tax benefit. During the three months ended June 30, 2025, we recognized income tax expense of $ 457 , which includes $ 147 of state tax expense and $ 310 of foreign tax expense. During the six months ended June 30, 2026, we recognized income tax expense of $ 1,049 , which includes $ 425 of state tax expense and $ 624 of foreign tax expense. During the six months ended June 30, 2025, we recognized income tax expense of $ 1,300 , which includes $ 500 of state tax expense and $ 800 of foreign tax expense . Note 13. Segment Information Our operating segments are based on our internal reporting structure and property type and are aligned with how our Chief Operating Decision Maker, or CODM, reviews the operating results to allocate resources and assess segment performance. The CODM is our President and Chief Executive Officer. Our two reportable segments are net lease investments and hotel investments. Our net lease investments segment consists of service-focused retail net lease properties, including travel centers leased to TA, our largest tenant. Our hotel investments segment consists of hotels managed by subsidiaries of Sonesta, Hyatt, Radisson and IHG. The significant expense categories and amounts presented below align with the segment-level information that is regularly provided to our CODM. Our CODM reviews operating and financial results, including net income (loss) and its components, to allocate resources and assess segment performance. The accounting policies of our reportable segments are the same as those described in Note 2 to our consolidated financial statements included in our 2025 Annual Report. The tables below present information about our segments. 22 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Three Months Ended June 30, 2026 2025 Net Lease Hotels Total Net Lease Hotels Total Revenues: Hotel operating revenues $ — $ 320,071 $ 320,071 $ — $ 404,405 $ 404,405 Rental income 100,903 — 100,903 99,031 — 99,031 Total revenues 100,903 320,071 420,974 99,031 404,405 503,436 Less (plus): Room expenses — 76,054 76,054 — 104,077 104,077 Food and beverage expenses — 44,338 44,338 — 44,447 44,447 Management fees 2,748 11,051 13,799 2,110 15,113 17,223 Real estate taxes and insurance 1,116 22,672 23,788 671 29,174 29,845 Other operating expenses (1) 2,182 110,539 112,721 2,658 136,102 138,760 Depreciation and amortization 33,365 43,718 77,083 36,576 38,454 75,030 Interest expense 24,558 — 24,558 12,547 — 12,547 Other segment items (2) 773 191,059 191,832 3,812 15,273 19,085 Segment profit (loss) 36,161 ( 179,360 ) ( 143,199 ) 40,657 21,765 62,422 Reconciliation of segment profit or loss: General and administrative ( 11,093 ) ( 10,218 ) Transaction related costs 1,947 — Interest income 1,107 752 Interest expense ( 63,097 ) ( 90,132 ) Loss on early extinguishment of debt, net ( 9,383 ) — Income tax benefit (expense) 132 ( 457 ) Equity in losses of an investee ( 252 ) ( 526 ) Net loss $ ( 223,838 ) $ ( 38,159 ) 23 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Six Months Ended June 30, 2026 2025 Net Lease Hotels Total Net Lease Hotels Total Revenues: Hotel operating revenues $ — $ 584,646 $ 584,646 $ — $ 739,368 $ 739,368 Rental income 200,779 — 200,779 199,247 — 199,247 Total revenues 200,779 584,646 785,425 199,247 739,368 938,615 Less (plus): Room expenses — 143,166 143,166 — 197,986 197,986 Food and beverage expenses — 84,643 84,643 — 84,766 84,766 Management fees 5,519 20,180 25,699 4,197 27,598 31,795 Real estate taxes and insurance 3,221 46,352 49,573 1,459 58,787 60,246 Other operating expenses (1) 4,746 212,957 217,703 5,411 265,616 271,027 Depreciation and amortization 66,302 86,624 152,926 71,933 92,197 164,130 Interest expense 40,350 — 40,350 24,673 — 24,673 Other segment items (2) 9,761 211,255 221,016 3,322 51,971 55,293 Segment profit (loss) 70,880 ( 220,531 ) ( 149,651 ) 88,252 ( 39,553 ) 48,699 Reconciliation of segment profit or loss: General and administrative ( 19,889 ) ( 19,774 ) Transaction related costs 1,941 ( 29 ) Interest income 1,991 1,806 Interest expense ( 143,852 ) ( 179,523 ) Loss on early extinguishment of debt, net ( 61,254 ) — Income tax expense ( 1,049 ) ( 1,300 ) Equity in losses of an investee ( 3,253 ) ( 4,473 ) Net loss $ ( 375,016 ) $ ( 154,594 ) (1) Other operating expenses for each reportable segment include expenses such as repairs and maintenance, utilities and other costs, including property level expense reimbursements for our net lease investments segment as discussed in Note 10, incurred in connection with the operation of our properties. (2) Other segment items for each reportable segment include transaction related costs, gains and losses on asset impairment and sale of real estate and interest income, as applicable. As of June 30, 2026 As of December 31, 2025 Assets: Net Lease $ 2,830,520 $ 2,902,699 Hotels 2,873,205 3,107,967 Corporate 134,760 480,914 Total assets $ 5,838,485 $ 6,491,580 Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Capital expenditures: Net Lease $ 1,280 $ 234 $ 1,860 $ 982 Hotels 28,624 38,841 48,974 83,962 Total capital expenditures $ 29,904 $ 39,075 $ 50,834 $ 84,944 24 Table of Contents SERVICE PROPERTIES TRUST NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) (unaudited) Note 14. Fair Value of Assets and Liabilities The table below presents certain of our assets carried at fair value at June 30, 2026, categorized by the level of inputs, as defined in the fair value hierarchy under GAAP, used in the valuation of each asset. Fair Value at Reporting Date Using Description Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Non-recurring Fair Value Measurement Assets: Assets of properties held for sale (1) (2) $ 113,745 $ — $ 112,961 $ 784 (1) We recorded impairment charges totaling $ 208,368 during the six months ended June 30, 2026, to reduce the carrying value of 13 hotels and two net lease properties owned as of June 30, 2026 in our condensed consolidated balance sheet to their estimated fair value, less estimated costs to sell of $ 3,230 , based on negotiated sales prices with third party buyers (Level 2 inputs as defined in the fair value hierarchy under GAAP). (2) We recorded impairment charges totaling $ 202 during the six months ended June 30, 2026, to reduce the carrying value of four net lease properties owned as of June 30, 2026 in our condensed consolidated balance sheet to their estimated fair value, less estimated costs to sell of $ 76 , based on brokers’ opinions of values (Level 3 inputs as defined in the fair value hierarchy under GAAP). In addition to the assets included in the table above, our financial instruments include our cash and cash equivalents, restricted cash, rents receivable, revolving credit facility, VFN, net lease mortgage notes, senior notes and security deposits. At June 30, 2026 and December 31, 2025, the fair values of these financial instruments approximated their carrying values in our condensed consolidated balance sheets due to their short-term nature or floating interest rates, except as follows: June 30, 2026 December 31, 2025 Carrying Value (1) Fair Value Carrying Value (1) Fair Value Senior Unsecured Notes, due 2027 at 4.95 % $ — $ — $ 399,164 $ 401,716 Senior Guaranteed Unsecured Notes, due 2027 at 5.50 % — — 447,858 442,985 Senior Secured Notes, due 2027 at zero coupon 522,798 537,926 501,256 524,263 Net Lease Mortgage Notes, due 2028 at 5.60 % 583,455 593,952 578,368 598,113 Senior Unsecured Notes, due 2028 at 3.95 % 398,210 388,008 397,645 377,596 Senior Guaranteed Unsecured Notes, due 2029 at 8.375 % — — 686,738 703,780 Senior Unsecured Notes, due 2029 at 4.95 % 422,449 400,367 422,056 368,382 Senior Unsecured Notes, due 2030 at 4.375 % 395,880 360,984 395,318 338,932 Net Lease Mortgage Notes, due 2031 at 5.96 % 722,042 724,432 — — Senior Secured Notes, due 2031 at 8.625 % 978,139 1,053,450 976,121 1,050,370 Senior Guaranteed Unsecured Notes, due 2032 at 8.875 % 486,064 514,780 484,904 493,225 Total financial liabilities $ 4,509,037 $ 4,573,899 $ 5,289,428 $ 5,299,362 (1) Carrying value includes unamortized discounts, premiums and certain debt issuance costs. At June 30, 2026 and December 31, 2025, we estimated the fair values of our senior notes using an average of the bid and ask price of our then outstanding issuances of senior notes (Level 2 inputs). At June 30, 2026 and December 31, 2025, we estimated the fair value of our net lease mortgage notes using discounted cash flow analyses and current prevailing market rates as of the measurement dates (Level 3 inputs). As Level 3 inputs are unobservable, our estimated value may differ materially from the actual fair value. 25 Table of Contents