CDOR / Condor Hospitality Trust Inc - Depositi SEC, Relazione annuale, dichiarazione di delega

Condor Hospitality Trust, Inc. Announces Voluntary Suspension Of Its SEC Reporting

Exhibit 99.1 Condor Hospitality Trust, Inc. Announces Voluntary Suspension Of Its SEC Reporting Condor Hospitality Trust, Inc. (the ?Company?) announced today that it has filed a Form 15 with the U.S. Securities and Exchange Commission (the ?SEC?) to voluntarily deregister its common stock and suspend its reporting obligations under the Securities Exchange Act of 1934, as amended (the ?Exchange Ac

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 April 25, 2022 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-34087 Condor Hospitality Trust, Inc. (Exact name of registrant as speci?

CDOR / Condor Hospitality Trust Inc / GARDNER LEWIS ASSET MANAGEMENT L P Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 20676Y403 (CUSIP Number) December 31, 2021 Date of Event Which Requires Filing of this Statement Check the appropriate box to designate the rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K (Mark one) T ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-34087 Condor Hospital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-134822 FORM S-8 REGISTRATION STATEMENT NO. 333-181680 FORM S-8 REGISTRATION STATEMENT NO. 333-212264 FORM

S-8 POS 1 brhc10032955s-8pos.htm S-8 POS As Filed with the Securities and Exchange Commission on Registration No. 333-134822 Registration No. 333-181680 Registration No. 333-212264 Registration No. 333-225258 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333-134822 FORM S-8 REGISTRATION STATEMENT NO. 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-134822 FORM S-8 REGISTRATION STATEMENT NO. 333-181680 FORM S-8 REGISTRATION STATEMENT NO. 333-212264 FORM

S-8 POS 1 brhc10032955s-8pos.htm S-8 POS As Filed with the Securities and Exchange Commission on Registration No. 333-134822 Registration No. 333-181680 Registration No. 333-212264 Registration No. 333-225258 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333-134822 FORM S-8 REGISTRATION STATEMENT NO. 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 on Form S-1 FORM S-3 REGISTRATION STATEMENT NO. 333-138304 FORM S-3 REGISTRATION STATEMENT NO. 333-180479 FORM S-3 REGISTRATION STATEMENT NO. 333-

As Filed with the Securities and Exchange Commission on Registration No. 333-138304 Registration No. 333-180479 Registration No. 333-220182 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 on Form S-1 to FORM S-3 REGISTRATION STATEMENT NO. 333-138304 FORM S-3 REGISTRATION STATEMENT NO. 333-180479 FORM S-3 REGISTRATION STATEMENT NO. 333-220182

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 on Form S-1 FORM S-3 REGISTRATION STATEMENT NO. 333-138304 FORM S-3 REGISTRATION STATEMENT NO. 333-180479 FORM S-3 REGISTRATION STATEMENT NO. 333-

As Filed with the Securities and Exchange Commission on Registration No. 333-138304 Registration No. 333-180479 Registration No. 333-220182 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 on Form S-1 to FORM S-3 REGISTRATION STATEMENT NO. 333-138304 FORM S-3 REGISTRATION STATEMENT NO. 333-180479 FORM S-3 REGISTRATION STATEMENT NO. 333-220182

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-134822 FORM S-8 REGISTRATION STATEMENT NO. 333-181680 FORM S-8 REGISTRATION STATEMENT NO. 333-212264 FORM

As Filed with the Securities and Exchange Commission on Registration No. 333-134822 Registration No. 333-181680 Registration No. 333-212264 Registration No. 333-225258 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333-134822 FORM S-8 REGISTRATION STATEMENT NO. 333-181680 FORM S-8 REGISTRATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 on Form S-1 FORM S-3 REGISTRATION STATEMENT NO. 333-138304 FORM S-3 REGISTRATION STATEMENT NO. 333-180479 FORM S-3 REGISTRATION STATEMENT NO. 333-

As Filed with the Securities and Exchange Commission on Registration No. 333-138304 Registration No. 333-180479 Registration No. 333-220182 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 on Form S-1 to FORM S-3 REGISTRATION STATEMENT NO. 333-138304 FORM S-3 REGISTRATION STATEMENT NO. 333-180479 FORM S-3 REGISTRATION STATEMENT NO. 333-220182

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-134822 FORM S-8 REGISTRATION STATEMENT NO. 333-181680 FORM S-8 REGISTRATION STATEMENT NO. 333-212264 FORM

As Filed with the Securities and Exchange Commission on Registration No. 333-134822 Registration No. 333-181680 Registration No. 333-212264 Registration No. 333-225258 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333-134822 FORM S-8 REGISTRATION STATEMENT NO. 333-181680 FORM S-8 REGISTRATION STATEMENT

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 December 31, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934.

OMB APPROVAL OMB Number: 3235-0080 Expires: May 31, 2024 Estimated average burden hours per response: 1.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 December 13, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 December 10, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 November 12, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

CONDOR HOSPITALITY TRUST, INC.

Exhibit 99.1 CONDOR HOSPITALITY TRUST, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS The accompanying unaudited pro forma consolidated financial statements apply pro forma adjustments to our historical consolidated financial statements to give effect to the completed sale on November 19, 2021 of all of the equity interests of the Company?s 15 indirectly owned subsidiaries (the ?Portfo

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 November 19, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Condor Hospitality Trust, Inc. 1800 West Pasewalk Avenue Suite 120 Norfolk, Nebraska 68701

Condor Hospitality Trust, Inc. 1800 West Pasewalk Avenue Suite 120 Norfolk, Nebraska 68701 November 24, 2021 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 RE: Condor Hospitality Trust, Inc. Registration Statement on Form S-11, Registration No. 333-251180 Ladies and Gentlemen: Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the “

CDOR / Condor Hospitality Trust Inc / KGT Investments, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 2067

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 November 19, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 12, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 cdor-20211109xdefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934  Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitt

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 9, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

First Amendment to Hotel Purchase and Sale Agreement, dated as of October 1, 2021 by and between Condor Hospitality Trust, Inc. and B9 Cowboy Mezz A LLC

FIRST AMENDMENT TO HOTEL PURCHASE AND SALE AGREEMENT ? THIS FIRST AMENDMENT TO HOTEL PURCHASE AND SALE AGREEMENT (this ?Amendment?) is effective as of October 1, 2021 (the ?Effective Date?), by and between CONDOR HOSPITALITY TRUST, INC.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 2, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Condor Hospitality Trust Reports Third Quarter 2021 Results

? ? ? For Immediate Release ? Condor Hospitality Trust Reports Third Quarter 2021 Results ? BETHESDA, MD, November 2, 2021 ? Condor Hospitality Trust, Inc.

Second Amendment to Hotel Purchase and Sale Agreement, dated as of October 28, 2021 by and between Condor Hospitality Trust, Inc. and B9 Cowboy Mezz A LLC

SECOND AMENDMENT TO HOTEL PURCHASE AND SALE AGREEMENT ? THIS SECOND AMENDMENT TO HOTEL PURCHASE AND SALE AGREEMENT (this ?Amendment?) is effective as of October 28, 2021 (the ?Effective Date?), by and between CONDOR HOSPITALITY TRUST, INC.

NOTE 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q T QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-34087 CONDOR HOSPITA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a- 6(e)(2)) ☒

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a- 6(e)(2))  ☐

CDOR / Condor Hospitality Trust Inc / SREP III Flight - Investco, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7*) Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 20676Y403 (CUSIP Number) Matthew Lambert Deputy General Counsel 4275 Executive Square, Suite 500 La Jolla, California 92037 Telephone:

VOTING AGREEMENT

Exhibit 99.1 VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of September 22, 2021 (this ?Agreement?), is made by and among B9 COWBOY MEZZ A LLC, a Delaware limited liability company (the ?Buyer?), and the undersigned stockholders (each, a ?Stockholder?) of Condor Hospitality Trust, Inc., a Maryland corporation (the ?Company?). W I T N E S S E T H: WHEREAS, concurrently with the execution of this

Condor Hospitality Trust Announces Agreement to Sell Hotels to Blackstone Real Estate

Exhibit 99.2 Condor Hospitality Trust Announces Agreement to Sell Hotels to Blackstone Real Estate September 23, 2021 ? Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the ?Company?) announced today that it has entered into an agreement with affiliates of Blackstone Real Estate Partners to sell its entire portfolio of hotels in a $305 million transaction. This is an all cash transaction with

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 September 20, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 September 20, 2021 Date of report (Date of earliest event reported) Condor Hospitalit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 September 20, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Condor Hospitality Trust Announces Agreement to Sell Hotels to Blackstone Real Estate

Exhibit 99.2 Condor Hospitality Trust Announces Agreement to Sell Hotels to Blackstone Real Estate September 23, 2021 ? Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the ?Company?) announced today that it has entered into an agreement with affiliates of Blackstone Real Estate Partners to sell its entire portfolio of hotels in a $305 million transaction. This is an all cash transaction with

FORM OF VOTING AGREEMENT

Exhibit 99.1 FORM OF VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of September 22, 2021 (this ?Agreement?), is made by and among B9 COWBOY MEZZ A LLC, a Delaware limited liability company (the ?Buyer?), and the undersigned stockholder (the ?Stockholder?) of Condor Hospitality Trust, Inc., a Maryland corporation (the ?Company?). W I T N E S S E T H: WHEREAS, concurrently with the execution of t

Hotel Purchase and Sale Agreement, dated as of September 22, 2021, by and between, Condor Hospitality Trust, Inc. and B9 Cowboy Mezz A LLC (incorporated by reference to Exhibit 2.1 filed with the Company’s Form 8-K dated September 20, 2021 (001-34807)).

Exhibit 2.1 HOTEL PURCHASE AND SALE AGREEMENT by and between CONDOR HOSPITALITY TRUST, INC., a Maryland corporation, as Seller and B9 COWBOY MEZZ A LLC, a Delaware limited liability company, as Buyer Effective Date: September 22, 2021 TABLE OF CONTENTS Page ARTICLE I. Definitions 1 1.1 Definitions 1 ARTICLE II. Purchase and Sale 2 2.1 Land; Improvements 2 2.2 Personal Property 2 2.3 Contracts, Equ

HOTEL PURCHASE AND SALE AGREEMENT by and between CONDOR HOSPITALITY TRUST, INC., a Maryland corporation, as Seller B9 COWBOY MEZZ A LLC, a Delaware limited liability company, as Buyer Effective Date: September 22, 2021

Exhibit 2.1 HOTEL PURCHASE AND SALE AGREEMENT by and between CONDOR HOSPITALITY TRUST, INC., a Maryland corporation, as Seller and B9 COWBOY MEZZ A LLC, a Delaware limited liability company, as Buyer Effective Date: September 22, 2021 TABLE OF CONTENTS Page ARTICLE I. Definitions 1 1.1 Definitions 1 ARTICLE II. Purchase and Sale 2 2.1 Land; Improvements 2 2.2 Personal Property 2 2.3 Contracts, Equ

Bylaws of Condor Hospitality Trust, Inc. (incorporated by reference to Exhibit 3.1 filed with the Company’s Form 8-K dated September 20, 2021 (001-34807)).

Exhibit 3.1 BYLAWS OF CONDOR HOSPITALITY TRUST, INC. TABLE OF CONTENTS ARTICLE I 1 Section 1. Principal Office 1 Section 2. Additional Offices 1 Section 3. Fiscal and Taxable Years 1 ARTICLE II 1 Section 1. Place 1 Section 2. Annual Meeting 1 Section 3. Special Meetings 1 Section 4. Notice 1 Section 5. Scope of Notice 2 Section 6. Organization 2 Section 7. Quorum 2 Section 8. Voting 2 Section 9. P

BYLAWS OF CONDOR HOSPITALITY TRUST, INC. TABLE OF CONTENTS

Exhibit 3.1 BYLAWS OF CONDOR HOSPITALITY TRUST, INC. TABLE OF CONTENTS ARTICLE I 1 Section 1. Principal Office 1 Section 2. Additional Offices 1 Section 3. Fiscal and Taxable Years 1 ARTICLE II 1 Section 1. Place 1 Section 2. Annual Meeting 1 Section 3. Special Meetings 1 Section 4. Notice 1 Section 5. Scope of Notice 2 Section 6. Organization 2 Section 7. Quorum 2 Section 8. Voting 2 Section 9. P

PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION CONDOR HOSPITALITY TRUST, INC. PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION

Exhibit 2.2 PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION CONDOR HOSPITALITY TRUST, INC. PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION 1. Approval and Effectiveness of Plan. This Plan of Complete Liquidation and Dissolution (the ?Plan?) of Condor Hospitality Trust, Inc., a Maryland corporation (the ?Corporation?), has been approved by the Board of Directors of the Corporation (the ?Board?) as being

FORM OF VOTING AGREEMENT

Exhibit 99.1 FORM OF VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of September 22, 2021 (this ?Agreement?), is made by and among B9 COWBOY MEZZ A LLC, a Delaware limited liability company (the ?Buyer?), and the undersigned stockholder (the ?Stockholder?) of Condor Hospitality Trust, Inc., a Maryland corporation (the ?Company?). W I T N E S S E T H: WHEREAS, concurrently with the execution of t

Plan of Liquidation of the Company (incorporated herein by reference to Exhibit 2.2 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated September 20, 2021).

Exhibit 2.2 PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION CONDOR HOSPITALITY TRUST, INC. PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION 1. Approval and Effectiveness of Plan. This Plan of Complete Liquidation and Dissolution (the ?Plan?) of Condor Hospitality Trust, Inc., a Maryland corporation (the ?Corporation?), has been approved by the Board of Directors of the Corporation (the ?Board?) as being

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 12, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

NOTE 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q T QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-34087 CONDOR HOSPITALITY

Tenth Amendment to Credit Agreement dated as of August 12, 2021 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank NationalAssociation, as Administrative Agent

TENTH AMENDMENT TO CREDIT AGREEMENT THIS TENTH AMENDMENT TO CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS (this ?Amendment?), dated as of August 12, 2021, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (?Borrower?), the undersigned parties to this Amendment executing as ?Guarantors? (hereinafter referred to individually as ?Guarantor? and collectively as ?Guarantors?), KEYBANK NATIONAL ASSOCIATION (?KeyBank?), THE HUNTINGTON NATIONAL BANK (?Huntington?), BMO HARRIS BANK N.

Condor Hospitality Trust Reports Second Quarter 2021 Results

? ? ? For Immediate Release ? Condor Hospitality Trust Reports Second Quarter 2021 Results ? BETHESDA, MD, August 12, 2021 ? Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust Inc / ELSZTAIN EDUARDO S - 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 10)* Condor Hospitality Trust, Inc. (CDOR) (Name of Issuer) Common Stock (Title of Class of Securities) 20676Y403

CDOR / Condor Hospitality Trust Inc / SREP III Flight - Investco, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6*) Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 20676Y403 (CUSIP Number) Matthew Lambert Deputy General Counsel 4275 Executive Square, Suite 500 La Jolla, California 92037 Telephone:

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ? July 29, 2021 Date of report (Date of earliest event reported) ? Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust Inc / KGT Investments, LLC - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 2067

MASTER CONFIDENTIALITY AGREEMENT

MASTER CONFIDENTIALITY AGREEMENT In connection with your consideration of a possible transaction (the ?Transaction?) involving Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust Inc / SREP III Flight - Investco, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 d168643dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5*) Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 20676Y403 (CUSIP Number) Matthew Lambert Deputy General Counsel 4275 Executive Square, Suite 500

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ? June 29, 2021 Date of report (Date of earliest event reported) ? Condor Hospitality Trust, Inc.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 June 21, 2021 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Condor Hospitality Trust Evaluates Strategic Alternatives

Exhibit 99.1 For Immediate Release Condor Hospitality Trust Evaluates Strategic Alternatives NORFOLK, NE, June 21, 2021?Condor Hospitality Trust, Inc. (NYSE American: CDOR), a hotel-focused real estate investment trust (REIT), today announced that its board of directors is evaluating strategic alternatives to enhance shareholder value. The Company has engaged the firm of Hodges Ward Elliott to mar

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ? May 10, 2021 Date of report (Date of earliest event reported) ? Condor Hospitality Trust, Inc.

Condor Hospitality Trust Reports First Quarter 2021 Results

? ? ? For Immediate Release ? Condor Hospitality Trust Reports First Quarter 2021 Results ? BETHESDA, MD, May 10, 2021 ? Condor Hospitality Trust, Inc.

Quarterly Report - 10-Q

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2021 ? OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to . ? Commission file number: 001-34087 CONDOR

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ? (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission file numbe

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8?K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ? March 18, 2021 Date of report (Date of earliest event reported) ? Condor Hospitality Trust, Inc.

Jurisdiction of Incorporation

EXHIBIT 21.0 ? ? LIST OF SUBSIDIARIES ? Condor Hospitality Trust, Inc. owns, directly or indirectly, 100% of the voting securities, partnership interests or limited liability company interests of the entities listed below (unless otherwise indicated). ? ? ? Subsidiary Jurisdiction of Incorporation Condor Hospitality REIT Trust Maryland TRS Leasing, Inc. (TRS) Virginia Supertel Hospitality Manageme

Annual Report - 10-K

? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K ? ? (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission file number: 001-34087

 Condor Hospitality Trust Reports Fourth Quarter and Full Year 2020 Results

? ? ? ? For Immediate Release ? Condor Hospitality Trust Reports Fourth Quarter and Full Year 2020 Results ? BETHESDA, MD, March 18, 2021 ? Condor Hospitality Trust, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 20676Y403 (CUSIP Number) December 31, 2020 Date of Event Which Requires Filing of this Statement Check the appropriate box to designate the rule

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  January 18, 2021 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Submission of Matters to a Vote of Security Holders - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  December 15, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

- DEF 14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒     Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

BACKSTOP COMMITMENT AGREEMENT

EX-99.A Exhibit A BACKSTOP COMMITMENT AGREEMENT THIS BACKSTOP COMMITMENT AGREEMENT (this “Agreement”), dated as of December 7, 2020, is by and between Condor Hospitality Trust, Inc., a Maryland corporation (the “Company”), and SREP III Flight-Investco 2, L.P., a Delaware limited partnership (the “Backstop Investor”). RECITALS WHEREAS, the Company contemplates a Rights Offering of $10 million to it

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5*) Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5*) Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 20676Y403 (CUSIP Number) Matthew Lambert Deputy General Counsel 4275 Executive Square, Suite 500 La Jolla, California 92037 Te

CONVERTIBLE PROMISSORY NOTE AND LOAN AGREEMENT

Exhibit 99.4 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRA

VOTING AGREEMENT

Exhibit 99.5 VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of November18, 2020 (this “Agreement”), is made between Real Estate Investment Group VII L.P., a Bermuda limited partnership, Real Estate Strategies L.P., a Bermuda limited partnership, and ENFANUR S.A., an Uruguay public limited company (collectively, the “Stockholders”) and Condor Hospitality Trust, Inc., a Maryland corporation (the “

CDOR / Condor Hospitality Trust, Inc. / ELSZTAIN EDUARDO S Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 9)* Condor Hospitality Trust, Inc. (CDOR) (Name of Issuer) Common Stock (Title of Class of Securities) 20676Y403

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8‑K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 December 7, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

[FORM OF BENEFICIAL OWNER ELECTION FORM]

Exhibit 4.10 [FORM OF BENEFICIAL OWNER ELECTION FORM] The undersigned acknowledge(s) receipt of your letter and the enclosed materials relating to the grant of non-transferable rights (the “Rights”) to purchase shares of common stock, par value $0.01 per share (the “Common Stock”), of Condor Hospitality Trust, Inc. (the “Company”). With respect to any instructions to exercise (or not to exercise)

Condor Hospitality Trust, Inc. Incorporated under the laws of the State of Maryland NON-TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATE Evidencing Non-Transferable Subscription Rights to Purchase Shares of Common Stock of Condor Hospitality Trust, Inc.

Exhibit 4.5 RIGHTS CERTIFICATE #: NUMBER OF RIGHTS THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE COMPANY’S PROSPECTUS DATED , 20 (THE “PROSPECTUS”) AND ARE INCORPORATED HEREIN BY REFERENCE. COPIES OF THE PROSPECTUS ARE AVAILABLE UPON REQUEST FROM BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC., THE INFORMATION AGENT. Condor Hospitality Trust, Inc. Incorporated under the laws of

[FORM OF NOMINEE HOLDER ELECTION FORM]

EX-4.11 8 nt10017562x1ex4-11.htm EXHIBIT 4.11 Exhibit 4.11 [FORM OF NOMINEE HOLDER ELECTION FORM] The undersigned, a bank, broker, trustee, depositary or other nominee of non-transferable subscription rights (the “Rights”) to purchase shares of common stock, par value $0.01 per share (the “Common Stock”), of Condor Hospitality Trust, Inc. (the “Company”), pursuant to the rights offering (the “Righ

[FORM OF NOTICE OF GUARANTEED DELIVERY] CONDOR HOSPITALITY TRUST, INC. NOTICE OF GUARANTEED DELIVERY RELATING TO SHARES SUBSCRIBED FOR PURSUANT TO THE SUBSCRIPTION RIGHT

Exhibit 4.9 [FORM OF NOTICE OF GUARANTEED DELIVERY] CONDOR HOSPITALITY TRUST, INC. NOTICE OF GUARANTEED DELIVERY RELATING TO SHARES SUBSCRIBED FOR PURSUANT TO THE SUBSCRIPTION RIGHT As set forth in Condor Hospitality Trust, Inc.’s (the “Company’s”) Prospectus, dated , 2021, under “The Rights Offering—Payment for Shares,” this form (or one substantially equivalent hereto) may be used as a means of

CONDOR HOSPITALITY TRUST, INC. [FORM OF NOTICE TO SHAREHOLDERS WHO ARE RECORD HOLDERS] Up to 4,000,000 Shares of Common Stock Issuable Upon Exercise of Non-Transferable Rights

EX-4.6 3 nt10017562x1ex4-6.htm EXHIBIT 4.6 Exhibit 4.6 CONDOR HOSPITALITY TRUST, INC. [FORM OF NOTICE TO SHAREHOLDERS WHO ARE RECORD HOLDERS] Up to 4,000,000 Shares of Common Stock Issuable Upon Exercise of Non-Transferable Rights Enclosed for your consideration is a prospectus, dated , 2021 (the “Prospectus”), relating to the offering by Condor Hospitality Trust, Inc. (the “Company”) of non-trans

BACKSTOP COMMITMENT AGREEMENT

EX-10.16 11 nt10017562x1ex10-16.htm EXHIBIT 10.16 Exhibit 10.16 BACKSTOP COMMITMENT AGREEMENT THIS BACKSTOP COMMITMENT AGREEMENT (this “Agreement”), dated as of December 7, 2020, is by and between Condor Hospitality Trust, Inc., a Maryland corporation (the “Company”), and SREP III Flight-Investco 2, L.P., a Delaware limited partnership (the “Backstop Investor”). RECITALS WHEREAS, the Company conte

CONDOR HOSPITALITY TRUST, INC. [FORM OF NOTICE TO SHAREHOLDERS WHO ARE ACTING AS NOMINEES] Up to Shares of Common Stock Issuable Upon Exercise of Non-Transferable Rights

EX-4.7 4 nt10017562x1ex4-7.htm EXHIBIT 4.7 Exhibit 4.7 CONDOR HOSPITALITY TRUST, INC. [FORM OF NOTICE TO SHAREHOLDERS WHO ARE ACTING AS NOMINEES] Up to Shares of Common Stock Issuable Upon Exercise of Non-Transferable Rights This letter is being distributed to broker-dealers, trust companies, banks and other nominees in connection with the offering by Condor Hospitality Trust, Inc. (the “Company”)

[FORM OF NOTICE TO BENEFICIAL STOCKHOLDERS OF COMMON STOCK] CONDOR HOSPITALITY TRUST, INC. NOTICE TO CLIENTS OF STOCKHOLDERS WHO ARE ACTING AS NOMINEES Up to 4,000,000 Shares of Common Stock Issuable Upon Exercise of Non-Transferable Rights

Exhibit 4.8 [FORM OF NOTICE TO BENEFICIAL STOCKHOLDERS OF COMMON STOCK] CONDOR HOSPITALITY TRUST, INC. NOTICE TO CLIENTS OF STOCKHOLDERS WHO ARE ACTING AS NOMINEES Up to 4,000,000 Shares of Common Stock Issuable Upon Exercise of Non-Transferable Rights Enclosed for your consideration is a prospectus, dated , 2021 (the “Prospectus”), relating to the offering by Condor Hospitality Trust, Inc. (the “

- S-11

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 7, 2020 Registration No.

Backstop Commitment Agreement dated as of December 7, 2020 between the Company and SREP III Flight-Investco 2, L.P. (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated December 7, 2020).

Exhibit 10.1 BACKSTOP COMMITMENT AGREEMENT THIS BACKSTOP COMMITMENT AGREEMENT (this “Agreement”), dated as of December 7, 2020, is by and between Condor Hospitality Trust, Inc., a Maryland corporation (the “Company”), and SREP III Flight-Investco 2, L.P., a Delaware limited partnership (the “Backstop Investor”). RECITALS WHEREAS, the Company contemplates a Rights Offering of $10 million to its sha

December 4, 2020

Exhibit 99.1 December 4, 2020 CONDOR HOSPITALITY SCHEDULES ANNUAL MEETING OF SHAREHOLDERS NORFOLK, NEBRASKA –– December 4, 2020 –– Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the “Company”), a hotel-focused real estate investment trust (REIT) headquartered and incorporated in the state of Maryland, today announced that it has set January 18, 2021 as the date of a Special Meeting (the “Me

- PRE 14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒     Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Financial Statements and Exhibits, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 December 4, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

- FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 December 4, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

December 4, 2020

Exhibit 99.1 December 4, 2020 CONDOR HOSPITALITY SCHEDULES ANNUAL MEETING OF SHAREHOLDERS NORFOLK, NEBRASKA –– December 4, 2020 –– Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the “Company”), a hotel-focused real estate investment trust (REIT) headquartered and incorporated in the state of Maryland, today announced that it has set January 18, 2021 as the date of a Special Meeting (the “Me

CONVERTIBLE PROMISSORY NOTE AND LOAN AGREEMENT

EX-99.B EXHIBIT B THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REG

VOTING AGREEMENT

EX-99.C EXHIBIT C VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of November 18, 2020 (this “Agreement”), is made by and among StepStone Group Real Estate LP, a Delaware limited partnership, StepStone Rep III (GP), LLC, a Delaware limited liability company, StepStone Group Real Estate Holdings LLC, a Delaware limited liability company, and SREP Flight-Investco, L.P. (collectively, the “Stockhold

CDOR / Condor Hospitality Trust, Inc. / SREP III Flight - Investco, L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4*) Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 20676Y403 (CUSIP Number) Matthew Lambert Deputy General Counsel 4275 Executive Square, Suite 500 La Jolla, California 92037 Te

JOINT FILING AGREEMENT

EX-99.A EXHIBIT A JOINT FILING AGREEMENT We, the undersigned, hereby express our agreement that the attached Schedule 13D is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934. This agreement may be terminated with respect to the obligation

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 November 18, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Voting Agreement dated as of November 18, 2020 between Real Estate Investment Group VII L.P., Real Estate Strategies L.P., Efanur S.A. and the Company (incorporated herein by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated November 18, 2020).

EX-10.7 Exhibit 10.7 VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of November18, 2020 (this “Agreement”), is made between Real Estate Investment Group VII L.P., a Bermuda limited partnership, Real Estate Strategies L.P., a Bermuda limited partnership, and ENFANUR S.A., an Uruguay public limited company (collectively, the “Stockholders”) and Condor Hospitality Trust, Inc., a Maryland corporatio

Voting Agreement dated as of November 18, 2020 between StepStone Group Real Estate LP, StepStone Rep III (GP), LLC, StepStone Group Real Estate Holdings LLC, SREP Flight-Investco, L.P. and the Company (incorporated herein by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated November 18, 2020).

EX-10.6 7 d34941dex106.htm EX-10.6 Exhibit 10.6 VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of November 18, 2020 (this “Agreement”), is made by and among StepStone Group Real Estate LP, a Delaware limited partnership, StepStone Rep III (GP), LLC, a Delaware limited liability company, StepStone Group Real Estate Holdings LLC, a Delaware limited liability company, and SREP Flight-Investco, L.P.

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 November 19, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Convertible Promissory Note and Loan Agreement dated as of November 18, 2020 by the Company in favor of Efanur S.A. (incorporated herein by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated November 18, 2020).

EX-10.5 Exhibit 10.5 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE

Ninth Amendment to Credit Agreement dated as of November 18, 2020 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated November 18, 2020).

EX-10.1 Exhibit 10.1 NINTH AMENDMENT TO CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS THIS NINTH AMENDMENT TO CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS (this “Amendment”), dated as of November 18, 2020, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (“Borrower”), the undersigned parties to this Amendment executing as “Guarantors” (hereinafter referred to individual

Exhibit A to Ninth Amendment to Credit Agreement dated as of November 18, 2020 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated November 18, 2020).

EX-10.2 3 d34941dex102.htm EX-10.2 Exhibit 10.2 (Composite Credit Agreement (including amendments 1-8)) EXHIBIT A REVISED CREDIT AGREEMENT CREDIT AGREEMENT DATED AS OF MARCH 1, 2017 by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, AS THE BORROWER, KEYBANK NATIONAL ASSOCIATION, THE OTHER LENDERS WHICH ARE PARTIES TO THIS AGREEMENT AND OTHER LENDERS THAT MAY BECOME PARTIES TO THIS AGREEMENT, KEY

Exhibit B to Ninth Amendment to Credit Agreement dated as of November 18, 2020 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated November 18, 2020).

EX-10.3 Exhibit 10.3 CASH COLLATERAL ACCOUNT AGREEMENT THIS CASH COLLATERAL ACCOUNT AGREEMENT (this “Agreement”), dated as of March 1, 2017 by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (“Borrower”), EACH OF THE ENTITIES IDENTIFIED AS “GUARANTORS” ON THE SIGNATURE PAGES OF THIS AGREEMENT (the “Initial Guarantors”) and each Additional Guarantor (as defined in t

Safe Harbor Statement All statements included in this presentation, other than statements of historical fact, are or may be deemed to be “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Liti

EX-99.1 Exhibit 99.1 Condor Hospitality Trust, Inc. November Investor Presentation | November 2020 NYSE AMERICAN: CDORExhibit 99.1 Condor Hospitality Trust, Inc. November Investor Presentation | November 2020 NYSE AMERICAN: CDOR Safe Harbor Statement All statements included in this presentation, other than statements of historical fact, are or may be deemed to be “forward-looking statements” withi

Convertible Promissory Note and Loan Agreement dated as of November 18, 2020 by the Company in favor of SREP III Flight-Investco 2, L.P. (incorporated herein by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated November 18, 2020).

EX-10.4 Exhibit 10.4 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE

UNITED STATES

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2020  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to .  Commission file number: 001-34087 CO

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  November 16, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Eighth Amendment to Credit Agreement dated as of November 16, 2020 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q (Commission file number 001-34087) for the quarter ended September 30, 2020).

Exhibit 10.1 EIGHTH AMENDMENT TO CREDIT AGREEMENT THIS EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of November 16, 2020, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (“Borrower”), the undersigned parties to this Amendment executing as “Guarantors” (hereinafter referred to individually as “Guarantor” and collectively as “Guarantors”), KEY

- DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Pro

 Condor Hospitality Trust Reports Third Quarter 2020 Results

     For Immediate Release  Condor Hospitality Trust Reports Third Quarter 2020 Results  NORFOLK, NE, November 16, 2020 – Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust, Inc. / KGT Investments, LLC - SCHEDULE 13D (AMENDMENT NO. 1) Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 2067

JOINT FILING AGREEMENT

EXHIBIT 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock, par value $0.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  October 30, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

TRANSACTIONS DURING PAST 60 DAYS

Exhibit 1 EXHIBIT 1 TRANSACTIONS DURING PAST 60 DAYS The Reporting Persons engaged in the following transactions in shares of Common Stock of the Issuer during the past 60 days.

JOINT FILING AGREEMENT

Exhibit 2 EXHIBIT 2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock, par value $0.

CDOR / Condor Hospitality Trust, Inc. / KGT Investments, LLC - SC 13D Activist Investment

SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities

Safe Harbor Statement All statements included in this presentation, other than statements of historical fact, are or may be deemed to be “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Liti

EX-99.1 Exhibit 99.1 Condor Hospitality Trust, Inc. Supplemental Investor Presentation | October 2020 NYSE AMERICAN: CDORExhibit 99.1 Condor Hospitality Trust, Inc. Supplemental Investor Presentation | October 2020 NYSE AMERICAN: CDOR Safe Harbor Statement All statements included in this presentation, other than statements of historical fact, are or may be deemed to be “forward-looking statements”

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 October 27, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

2

Exhibit 99.1 October 23, 2020 CONDOR HOSPITALITY SCHEDULES ANNUAL MEETING OF SHAREHOLDERS NORFOLK, NEBRASKA –– October 23, 2020 –– Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the “Company”), a hotel-focused real estate investment trust (REIT) headquartered and incorporated in the state of Maryland, today announced that it has set December 15, 2010 as the date of the Annual Meeting of Sha

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events, Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549  FORM 8-K  CURRENT REPORT  Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  October 21, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Bylaws of Condor Hospitality Trust, Inc.

EX-3.1 2 cdor-20201021xex31.htm EX-3.1 Exhibit 3.1 BYLAWS OF CONDOR HOSPITALITY TRUST, INC. TABLE OF CONTENTS   ARTICLE I 1 Section 1. Principal Office 1 Section 2. Additional Offices 1 Section 3. Fiscal and Taxable Years 1 ARTICLE II 1 Section 1. Place 1 Section 2. Annual Meeting 1 Section 3. Special Meetings 1 Section 4. Notice 1 Section 5. Scope of Notice 2 Section 6. Organization

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 October 22, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Condor Hospitality Trust, Inc. Investor Presentation | October 2020

EX-99.1 Exhibit 99.1 Condor Hospitality Trust, Inc. Investor Presentation | October 2020 Safe Harbor Statement All statements included in this presentation, other than statements of historical fact, are or may be deemed to be “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be

October 1

October 15, 2020 CONDOR HOSPITALITY SIGNS SETTLEMENT AGREEMENT WITH NHT PARTIES WITH RESPECT TO TERMINATED MERGER AGREEMENT NORFOLK, NEBRASKA –– October 15, 2020 –– Condor Hospitality Trust, Inc.

Financial Statements and Exhibits, Other Events, 8-K - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  October 14, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Regulation FD Disclosure, Termination of a Material Definitive Agreement, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  September 18, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Press Release, dated September 18, 2020

September 18, 2020 CONDOR HOSPITALITY ANNOUNCES TERMINATION OF MERGER AGREEMENT WITH NHT OPERATING PARTNERSHIP NORFOLK, NEBRASKA ––September 18, 2020 –– Condor Hospitality Trust, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  August 24, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Quarterly Report - 10-Q

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2020  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to .  Commission file number: 001-34087 CONDOR

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  August 13, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

 Condor Hospitality Trust Reports Second Quarter 2020 Results

EX-99.1 2 cdor-20200630xex991.htm EX-99.1     For Immediate Release  Condor Hospitality Trust Reports Second Quarter 2020 Results  BETHESDA, MD, August 13, 2020 – Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the “Company”) today announced results for the second quarter ended June 30, 2020.  SECOND QUARTER RELEASE FINANCIAL HIGHLIGHTS  · Revenue in the second quarter 2020 of $4.8 m

Fourth Amendment to Loan Agreement, effective as of June 30, 2020, among CDOR KCI Loft, LLC and TRS KCI Loft, LLC, as Borrowers, and Great Western Bank, as Lender (incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K (Commission file number 001-34087) dated July 20, 2020).

Exhibit 10.1 FOURTH AMENDMENT TO LOAN AGREEMENT  This FOURTH AMENDMENT TO LOAN AGREEMENT (this "Amendment"), is effective as of June 30, 2020 and is entered into by and between CDOR KCI LOFT, LLC, a Delaware limited liability company ("CDOR KCI") and TRS KCI LOFT, LLC, a Delaware limited liability company ("TRS KCI", and together with CDOR KCI, individually a "Borrower" and collectively, the "Bor

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  July 20, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  May 14, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Third Amendment to Loan Agreement dated as of May 13, 2020 among CDOR KCI Loft, LLC and TRS KCI Loft, LLC, as Borrowers, and Great Western Bank, as Lender (incorporated herein by reference to Exhibit 10.8 to the Company's Quarterly Report on Form 10-Q (Commission file number 001-34087) for the quarter ended March 31, 2020).

Exhibit 10.8 THIRD AMENDMENT TO LOAN AGREEMENT  This THIRD AMENDMENT TO LOAN AGREEMENT (this "Amendment"), is effective as of May 13, 2020 and is entered into by and between CDOR KCI LOFT, LLC, a Delaware limited liability company ("CDOR KCI") and TRS KCI LOFT, LLC, a Delaware limited liability company ("TRS KCI", and together with CDOR KCI, individually a "Borrower" and collectively, the "Borrow

Quarterly Report - 10-Q

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2020  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to .  Commission file number: 001-34087 CONDOR

First Loan Modification Agreement dated as of May 12, 2020 among CDOR Jax Court, LLC, TRS Jax Court, LLC, CDOR Atl Indy, LLC, TRS Atl Indy, LLC, CDOR San Spring, LLC and TRS San Spring, LLC, as Borrowers, and Wells Fargo Bank, National Association, as Lender (incorporated herein by reference to Exhibit 10.7 to the Company's Quarterly Report on Form 10-Q (Commission file number 001-34087) for the quarter ended March 31, 2020).

EX-10.7 3 cdor-20200331xex107.htm EX-10.7 Exhibit 10.7 FIRST LOAN MODIFICATION AGREEMENT THIS FIRST LOAN MODIFICATION AGREEMENT (this “Agreement”) is dated and executed as of May 12, 2020 and effective as of April 30, 2020 (the “Effective Date”) by and among CDOR JAX COURT, LLC, a Delaware limited liability company (“Jacksonville Owner”), CDOR ATL INDY, LLC, a Delaware limited liability company (“

 Condor Hospitality Trust Reports First Quarter 2020 Results

EX-99.1 2 cdor-20200331xex991.htm EX-99.1    For Immediate Release  Condor Hospitality Trust Reports First Quarter 2020 Results  BETHESDA, MD, May 14, 2020 – Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the “Company”) today announced results for the first quarter ended March 31, 2020.  FIRST QUARTER RELEASE FINANCIAL HIGHLIGHTS  · Revenue in the first quarter 2020 of $13.2 million,

Seventh Amendment to Credit Agreement dated as of May 13, 2020 among Condor Hospitality Limited Partnership, as Borrower, the Company and the other subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.6 to the Company's Quarterly Report on Form 10-Q (Commission file number 001-34087) for the quarter ended March 31, 2020).

Exhibit 10.6 SEVENTH AMENDMENT TO CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS THIS SEVENTH AMENDMENT TO CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS (this “Amendment”), dated as of May 13, 2020, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (“Borrower”), the undersigned parties to this Amendment executing as “Guarantors” (hereinafter referred to individually as “Gu

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K/A (Amendment No. 1)   (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to Commission file numbe

CONDOR HOSPITALITY TRUST UPDATES ACTIONS TAKEN IN RESPONSE TO CHANGES IN ECONOMIC AND INDUSTRY CONDITIONS RELATING TO COVID-19

EX-99.1 2 cdor-20200409xex991.htm EX-99.1 CONDOR HOSPITALITY TRUST UPDATES ACTIONS TAKEN IN RESPONSE TO CHANGES IN ECONOMIC AND INDUSTRY CONDITIONS RELATING TO COVID-19 Condor Hospitality Trust (NYSE: CDOR) (“Condor”), owner of high-quality upper midscale and upscale hotels primarily located in secondary markets, today provided an update on measures taken to mitigate the impact on Condor and its h

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  April 9, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  April 3, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

CONDOR HOSPITALITY TRUST PROVIDES UPDATE ON

CONDOR HOSPITALITY TRUST PROVIDES UPDATE ON ITS RESPONSE TO COVID-19 BETHESDA, Md –(BUSINESS WIRE) - Condor Hospitality Trust, Inc.

Second Amendment to Loan Agreement dated as of March 30, 2020 among CDOR KCI Loft, LLC, TRS KCI Loft, LLC and Great Western Bank (incorporated herein by reference to Exhibit 10.86 to the Company’s Annual Report on Form 10-K (Commission file number 001-34087) for the year ended December 31, 2019).

Exhibit 10.86 SECOND AMENDMENT TO LOAN AGREEMENT  This SECOND AMENDMENT TO LOAN AGREEMENT (this "Amendment"), is effective as of March 30, 2020 and is entered into by and between CDOR KCI LOFT, LLC, a Delaware limited liability company ("CDOR KCI") and TRS KCI LOFT, LLC, a Delaware limited liability company ("TRS KCI", and together with CDOR KCI, individually a "Borrower" and collectively, the "B

Description of the Company’s Securities Registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (incorporated herein by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K (Commission file number 001-34087) for the year ended December 31, 2019).

DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934  Condor Hospitality Trust, Inc.

 Condor Hospitality Trust Reports Fourth Quarter and Fiscal Year 2019 Results

EX-99.1 2 cdor-20191231xex991.htm EX-99.1      For Immediate Release  Condor Hospitality Trust Reports Fourth Quarter and Fiscal Year 2019 Results  BETHESDA, MD, March 31, 2020 – Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the “Company”) today announced results for the fourth quarter ended December 31, 2019.  FOURTH QUARTER AND FISCAL YEAR 2019 RELEASE FINANCIAL HIGHLIGHTS  · Re

Exhibit B to Sixth Amendment to Credit Agreement dated as of March 30, 2020 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.85 to the Company’s Annual Report on Form 10-K (Commission file number 001-34087) for the year ended December 31, 2019).

Redline: #114533436v1 Composite: First Amendment - March 24, 2017 Second Amendment - June 21, 2017 Third Amendment - August 31, 2017 Fourth Amendment - January 17, 2018 Fifth Amendment - February 21, 2018 CASH COLLATERAL ACCOUNT AGREEMENT THIS CASH COLLATERAL ACCOUNT AGREEMENT (this “Agreement”), dated as of March 1, 2017 by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited part

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  March 31, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust, Inc. NT 10-K - - NT 10-K

NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Trans

Jurisdiction of Incorporation

EXHIBIT 21.0   LIST OF SUBSIDIARIES  Condor Hospitality Trust, Inc. owns, directly or indirectly, 100% of the voting securities, partnership interests or limited liability company interests of the entities listed below (unless otherwise indicated).    Subsidiary Jurisdiction of Incorporation Condor Hospitality REIT Trust Maryland TRS Leasing, Inc. (TRS) Virginia Supertel Hospitality Manageme

Exhibit A to Sixth Amendment to Credit Agreement dated as of March 30, 2020 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.84 to the Company’s Annual Report on Form 10-K (Commission file number 001-34087) for the year ended December 31, 2019).

EX-10.84 4 cdor-20191231xex1084.htm EX-10.84 Redline: #114540574v1 Composite Credit Agreement Includes Amendments 1 through 5 CREDIT AGREEMENT DATED AS OF MARCH 1, 2017 by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, AS THE BORROWER, KEYBANK NATIONAL ASSOCIATION, THE OTHER LENDERS WHICH ARE PARTIES TO THIS AGREEMENT AND OTHER LENDERS THAT MAY BECOME PARTIES TO THIS AGREEMENT, KEYBANK NATIONAL

CDOR / Condor Hospitality Trust, Inc. 10-K - Annual Report - 10-K

    UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K   (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to Commission file number: 001-34087

Sixth Amendment to Credit Agreement dated as of March 30, 2020 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.83 to the Company’s Annual Report on Form 10-K (Commission file number 001-34087) for the year ended December 31, 2019).

Exhibit 10.83 SIXTH AMENDMENT TO CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS THIS SIXTH AMENDMENT TO CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS (this “Amendment”), dated as of March 30, 2020, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (“Borrower”), the undersigned parties to this Amendment executing as “Guarantors” (hereinafter referred to individually as “Gua

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  March 24, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

CONDOR HOSPITALITY TRUST PROVIDES UPDATE ON ACQUISITION BY NEXPOINT HOSPITALITY TRUST

CONDOR HOSPITALITY TRUST PROVIDES UPDATE ON ACQUISITION BY NEXPOINT HOSPITALITY TRUST BETHESDA, Md –(BUSINESS WIRE) - Condor Hospitality Trust, Inc.

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 March 15, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Amendment No. 4 dated as of March 15, 2020 to Agreement and Plan of Merger dated as of July 19, 2019 by and among NHT Operating Partnership, LLC, NHT REIT Merger Sub, LLC, NHT Operating Partnership II, LLC, the Company and Condor Hospitality Limited Partnership (incorporated herein by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated March 15, 2020).

EX-2.1 Exhibit 2.1 AMENDMENT NO. 4 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 4 to the Agreement and Plan of Merger (this “Fourth Amendment”), dated March 15, 2020, is made and entered into by and among: NHT Operating Partnership, LLC, a Delaware limited liability company (“ Parent”); NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub ”); NHT Operating Partnership

Entry into a Material Definitive Agreement

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 February 21, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust, Inc. / GARDNER LEWIS ASSET MANAGEMENT L P Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 206772105 (CUSIP Number) December 31, 2019 Date of Event Which Requires Filing of this Statement Check the appropriate box to designate the rule pu

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  February 6, 2020 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

First Amendment to Term Loan Agreement dated as of February 6, 2020 by and among Condor Hospitality Limited Partnership, Spring Street Hotel Property LLC and Spring Street Hotel OpCo LLC, as Borrowers, Condor Hospitality REIT Trust and the Company, as Guarantors, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated February 6, 2020).

Exhibit 10.1 First AMENDMENT TO TERM LOAN AGREEMENT THIS FIRST AMENDMENT TO TERM LOAN AGREEMENT (this “Amendment”), dated as of February 6, 2020, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (the “Operating Partnership”), SPRING STREET HOTEL PROPERTY LLC, a Delaware limited liability company (“Spring Street Property Owner”), SPRING STREET HOTEL OPCO LLC, a De

CDOR / Condor Hospitality Trust, Inc. / Brown Trout Management, LLC - SC 13G/A Passive Investment

Chicago Capital Management, LLC - Schedule 13G - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) Under the Securities Exchange Act of 1934 CONDOR HOSPITALITY TRUST, INC. (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 20676Y403 (CUSIP Number) February 3, 2020 (Date of Event whi

Entry into a Material Definitive Agreement

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 January 30, 2020 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Amendment No. 3 dated as of January 30, 2020 to Agreement and Plan of Merger dated as of July 19, 2019 by and among NHT Operating Partnership, LLC, NHT REIT Merger Sub, LLC, NHT Operating Partnership II, LLC, the Company and Condor Hospitality Limited Partnership (incorporated herein by reference to Exhibit 2.2 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated January 30, 2020).

EX-2.2 2 d867220dex22.htm EX-2.2 Exhibit 2.2 AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 3 to the Agreement and Plan of Merger (this “Third Amendment”), dated January 30, 2020, is made and entered into by and among: NHT Operating Partnership, LLC, a Delaware limited liability company (“ Parent”); NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub “);

Entry into a Material Definitive Agreement

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 December 17, 2019 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Amendment No. 2 dated as of December 17, 2019 to Agreement and Plan of Merger dated as of July 19, 2019 by and among NHT Operating Partnership, LLC, NHT REIT Merger Sub, LLC, NHT Operating Partnership II, LLC, the Company and Condor Hospitality Limited Partnership (incorporated herein by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated December 17, 2019).

EX-2.1 Exhibit 2.1 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 2 to the Agreement and Plan of Merger (this “Second Amendment”), dated December 17, 2019, is made and entered into by and among: NHT Operating Partnership, LLC, a Delaware limited liability company (“ Parent”); NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub ”); NHT Operating Partnersh

CDOR / Condor Hospitality Trust, Inc. 10-Q - Quarterly Report - 10-Q

10-Q 1 cdor-20190930x10q.htm 10-Q   UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2019  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to .  Co

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  November 14, 2019 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

 Condor Hospitality Trust Reports Third Quarter 2019 Results

   For Immediate Release  Condor Hospitality Trust Reports Third Quarter 2019 Results  BETHESDA, MD, November 14, 2019 – Condor Hospitality Trust, Inc.

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K/A (AMENDMENT NO.

SHAREHOLDERS OF CONDOR HOSPITALITY TRUST APPROVE MERGER

EX-99.1 2 cdor-20190923xex991.htm EX-99.1   News Release SHAREHOLDERS OF CONDOR HOSPITALITY TRUST APPROVE MERGER (September 23, 2019) Condor Hospitality Trust, Inc. (NYSE American: CDOR) (“Condor”) announced today that its shareholders approved the proposed acquisition by merger of Condor by NHT Operating Partnership, LLC (“NHT OP”), the operating partnership of NexPoint Hospitality Trust (TSVX:

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 23, 2019 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Amendment No. 1 dated as of September 13, 2019 to Agreement and Plan of Merger dated as of July 19, 2019 by and among NHT Operating Partnership, LLC, NHT REIT Merger Sub, LLC, NHT Operating Partnership II, LLC, the Company and Condor Hospitality Limited Partnership (incorporated herein by reference to Exhibit 2.2 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated September 13, 2019).

EX-2.2 2 d804126dex22.htm EX-2.2 Exhibit 2.2 Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1 to the Agreement and Plan of Merger (this “Amendment”), dated September 13, 2019, is made and entered into by and among: NHT Operating Partnership, LLC, a Delaware limited liability company (“ Parent”); NHT REIT Merger Sub, LLC, a Delaware limited liability company (“

Entry into a Material Definitive Agreement, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 September 13, 2019 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Amendment No. 1 dated as of September 13, 2019 to Agreement and Plan of Merger, dated as of July 19, 2019, by and among NHT Operating Partnership, LLC, NHT REIT Merger Sub, LLC, NHT Operating Partnership II, LLC, Condor Hospitality Trust, Inc. and Condor Hospitality Limited Partnership

EX-2.2 Exhibit 2.2 Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1 to the Agreement and Plan of Merger (this “Amendment”), dated September 13, 2019, is made and entered into by and among: NHT Operating Partnership, LLC, a Delaware limited liability company (“ Parent”); NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub ”); NHT Operati

CDOR / Condor Hospitality Trust, Inc. DEFA14A - - 8-K

DEFA14A 1 d804126d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 September 13, 2019 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland (State or Other Jurisdiction of Incorporati

CDOR / Condor Hospitality Trust, Inc. DEFM14A - - DEFM14A

DEFM14A 1 d763993ddefm14a.htm DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Pre

Fifth Amendment to Credit Agreement dated as of August 9, 2019 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (Commission file number 001-34087) for the quarter ended June 30, 2019).

Exhibit 10.2 FIFTH AMENDMENT TO CREDIT AGREEMENT THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of August 9, 2019, effective as of August 9, 2019, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (“Borrower”), the undersigned parties to this Amendment executing as “Guarantors” (hereinafter referred to individually as “Guarantor” and collect

Term Loan Agreement dated as of August 9, 2019 among Condor Hospitality Limited Partnership, Spring Street Hotel Property LLC and Spring Street Hotel OpCo LLC, as Borrowers, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q (Commission file number 001-34087) for the quarter ended June 30, 2019).

Exhibit 10.3 TERM LOAN AGREEMENT DATED AS OF AUGUST 9, 2019 by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, SPRING STREET HOTEL PROPERTY LLC, SPRING STREET HOTEL OPCO LLC, EACH AS A BORROWER, KEYBANK NATIONAL ASSOCIATION, THE OTHER LENDERS WHICH ARE PARTIES TO THIS AGREEMENT AND OTHER LENDERS THAT MAY BECOME PARTIES TO THIS AGREEMENT, KEYBANK NATIONAL ASSOCIATION, AS THE AGENT, AND KEYBANC CA

Unconditional Guaranty of Payment and Performance dated as of August 9, 2019 by the Company and Condor Hospitality REIT Trust to KeyBank National Association (incorporated herein by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q (Commission file number 001-34087) for the quarter ended June 30, 2019).

EX-10.4 4 cdor-20190630xex104.htm EX-10.4 Exhibit 10.4 UNCONDITIONAL GUARANTY OF PAYMENT AND PERFORMANCE THIS UNCONDITIONAL GUARANTY OF PAYMENT AND PERFORMANCE is made as of the 9th day of August, 2019. FOR AND IN CONSIDERATION OF the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration paid or delivered to the undersigned CONDOR HOSPITALITY REIT TRUST, a Maryland real

CDOR / Condor Hospitality Trust, Inc. 10-Q - Quarterly Report - 10-Q

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to .  Commission file number: 001-34087 CONDOR

CDOR / Condor Hospitality Trust, Inc. DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  August 12, 2019 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Press Release dated August 12, 2019.

   For Immediate Release  Condor Hospitality Trust Reports Second Quarter 2019 Results  BETHESDA, MD, August 12, 2019 – Condor Hospitality Trust, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 cdor-20190630x8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  August 12, 2019 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc. (Exact Name of Registrant as Specified in Its Charter)  Maryland (State or Other Jurisdiction of Incorp

 Condor Hospitality Trust Reports Second Quarter 2019 Results

   For Immediate Release  Condor Hospitality Trust Reports Second Quarter 2019 Results  BETHESDA, MD, August 12, 2019 – Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust, Inc. PREM14A - - PREM14A

PREM14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use

Joint Filing Agreement.

EX-99.6 2 d750271dex996.htm EX-99.6 Exhibit 99.6 JOINT FILING AGREEMENT Under Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Schedule 13D with respect to the shares of common stock, par value $0.01 per share (the “Common Stock”), and the Common Stock issuable upon the conversion of the 6.25% Series E Cumulative Convertible Preferred Stock, p

CDOR / Condor Hospitality Trust, Inc. / Nexpoint Hospitality Trust - SC 13D Activist Investment

SC 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101.

Voting Agreement, dated as of July 19, 2019, by and among the Parent Parties and Real Estate Strategies L.P. (incorporated by reference to Exhibit 99.2 to the Amendment No. 8 to Schedule 13D filed jointly by Mr. Eduardo S. Elsztain, Consultores Assets Management S.A., Consultores Venture Capital Uruguay S.A., Agroinvestment S.A., Consultores Venture Capital Ltd., IFIS Limited, Inversiones Financieras del Sur S.A., Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria, Helmir S.A., IRSA Inversiones y Representaciones Sociedad Anónima, Tyrus S.A., Jiwin S.A., Elsztain Managing Partners Ltd, Efanur S.A., Real Estate Strategies L.P. and Real Estate Investment Group VII L.P. on July 26, 2019).

EX-99.2 Exhibit 99.2 Execution Version VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of July 19, 2019 (this “Agreement”), is made by and among NHT Operating Partnership, LLC, a Delaware limited liability company (“Parent”), NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), NHT Operating Partnership II, LLC, a Virginia limited liability company (“Merger OP” and, toge

Voting Agreement, dated as of July 19, 2019, by and among the Parent Parties and Real Estate Investment Group VII L.P. (incorporated by reference to Exhibit 99.3 to the Amendment No. 8 to Schedule 13D filed jointly by Mr. Eduardo S. Elsztain, Consultores Assets Management S.A., Consultores Venture Capital Uruguay S.A., Agroinvestment S.A., Consultores Venture Capital Ltd., IFIS Limited, Inversiones Financieras del Sur S.A., Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria, Helmir S.A., IRSA Inversiones y Representaciones Sociedad Anónima, Tyrus S.A., Jiwin S.A., Elsztain Managing Partners Ltd, Efanur S.A., Real Estate Strategies L.P. and Real Estate Investment Group VII L.P. on July 26, 2019).

EX-99.3 4 d782440dex993.htm EX-99.3 Exhibit 99.3 Execution Version VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of July 19, 2019 (this “Agreement”), is made by and among NHT Operating Partnership, LLC, a Delaware limited liability company (“Parent”), NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), NHT Operating Partnership II, LLC, a Virginia limited liability co

CDOR / Condor Hospitality Trust, Inc. / ELSZTAIN EDUARDO S - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 8)* Condor Hospitality Trust, Inc. (CDOR) (Name of Issuer) Common Stock (Title of Class of Securities) 2

Voting Agreement, dated as of July 19, 2019, by and among the Parent Parties and Efanur S.A. (incorporated by reference to Exhibit 99.1 to the Amendment No. 8 to Schedule 13D filed jointly by Mr. Eduardo S. Elsztain, Consultores Assets Management S.A., Consultores Venture Capital Uruguay S.A., Agroinvestment S.A., Consultores Venture Capital Ltd., IFIS Limited, Inversiones Financieras del Sur S.A., Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria, Helmir S.A., IRSA Inversiones y Representaciones Sociedad Anónima, Tyrus S.A., Jiwin S.A., Elsztain Managing Partners Ltd, Efanur S.A., Real Estate Strategies L.P. and Real Estate Investment Group VII L.P. on July 26, 2019).

EX-99.1 2 d782440dex991.htm EX-99.1 Exhibit 99.1 Execution Version VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of July 19, 2019 (this “Agreement”), is made by and among NHT Operating Partnership, LLC, a Delaware limited liability company (“Parent”), NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), NHT Operating Partnership II, LLC, a Virginia limited liability co

CDOR / Condor Hospitality Trust, Inc. / Brown Trout Management, LLC - FORM SC 13G Passive Investment

Chicago Capital Management, LLC - Schedule 13G - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CONDOR HOSPITALITY TRUST, INC. (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 20676Y403 (CUSIP Number) July 22, 2019 (Date of Event which Re

CDOR / Condor Hospitality Trust, Inc. / SREP III Flight - Investco, L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3*) Condor Hospitality Trust, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 20676Y403 (CUSIP Number) Jason Ment General Counsel 4275 Executive Square, Suite 500 La Jolla, California 92037 Telephone: (85

Voting Agreement, dated as of July 19, 2019, by and among the Parent Parties, SREP III – Investco, L.P., StepStone REP III (GP), LLC, StepStone Group Real Estate LP and StepStone Group Real Estate Holdings LLC (incorporated by reference to Exhibit 99.1 to the Amendment No. 3 to Schedule 13D filed jointly by SREP III – Investco, L.P., StepStone REP III (GP), LLC, StepStone Group Real Estate LP and StepStone Group Real Estate Holdings LLC on July 23, 2019).

EX-99.1 Exhibit 99.1 Execution Version VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of July 19, 2019 (this “Agreement”), is made by and among NHT Operating Partnership, LLC, a Delaware limited liability company (“Parent”), NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), NHT Operating Partnership II, LLC, a Virginia limited liability company (“Merger OP” and, toge

Agreement and Plan of Merger, dated as of July 19, 2019, by and among NHT Operating Partnership, LLC, NHT REIT Merger Sub, LLC, NHT Operating Partnership II, LLC, the Company and Condor Hospitality Limited Partnership (incorporated by reference to Exhibit 2.1 filed with the Company’s Form 8-K dated July 18, 2019 (001-34087)).

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER BY AND AMONG NHT OPERATING PARTNERSHIP, LLC, NHT REIT MERGER SUB, LLC, NHT OPERATING PARTNERSHIP II, LLC, CONDOR HOSPITALITY TRUST, INC. and CONDOR HOSPITALITY LIMITED PARTNERSHIP Dated as of July 19, 2019 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Other Definitional and Interpretative Provisions

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

8-K 1 d781748d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 18, 2019 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 1-34087 52-1889548 (State or Other Jurisdiction of I

VOTING AGREEMENT

EX-99.1 Exhibit 99.1 VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of July [●], 2019 (this “Agreement”), is made by and among NHT Operating Partnership, LLC, a Delaware limited liability company (“Parent”), NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), NHT Operating Partnership II, LLC, a Virginia limited liability company (“Merger OP” and, together with Parent

NEXPOINT HOSPITALITY TRUST ANNOUNCES AGREEMENT TO ACQUIRE CONDOR HOSPITALITY TRUST, INC.

EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE NEXPOINT HOSPITALITY TRUST ANNOUNCES AGREEMENT TO ACQUIRE CONDOR HOSPITALITY TRUST, INC. TORONTO, On. / BETHESDA, Md., July 22, 2019 — NexPoint Hospitality Trust (TSXV: NHT.U) (“NHT”) and Condor Hospitality Trust, Inc. (NYSE American: CDOR) (“Condor”) today announced the execution of a definitive agreement (the “Merger Agreement”), under which NHT’s opera

Bylaws of the Company, as amended (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated July 18, 2019).

EX-3.1 3 d781748dex31.htm EX-3.1 Exhibit 3.1 BYLAWS OF CONDOR HOSPITALITY TRUST, INC. TABLE OF CONTENTS ARTICLE I 1 Section 1. Principal Office 1 Section 2. Additional Offices 1 Section 3. Fiscal and Taxable Years 1 ARTICLE II 1 Section 1. Place 1 Section 2. Annual Meeting 1 Section 3. Special Meetings 1 Section 4. Notice 1 Section 5. Scope of Notice 2 Section 6. Organization 2 Section 7. Quorum 2

Agreement and Plan of Merger, dated as of July 19, 2019, by and among NHT Operating Partnership, LLC, NHT REIT Merger Sub, LLC, NHT Operating Partnership II, LLC, Condor Hospitality Trust, Inc. and Condor Hospitality Limited Partnership

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER BY AND AMONG NHT OPERATING PARTNERSHIP, LLC, NHT REIT MERGER SUB, LLC, NHT OPERATING PARTNERSHIP II, LLC, CONDOR HOSPITALITY TRUST, INC. and CONDOR HOSPITALITY LIMITED PARTNERSHIP Dated as of July 19, 2019 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Other Definitional and Interpretative Provisions

Form of Voting Agreement

EX-99.1 Exhibit 99.1 VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of July [●], 2019 (this “Agreement”), is made by and among NHT Operating Partnership, LLC, a Delaware limited liability company (“Parent”), NHT REIT Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), NHT Operating Partnership II, LLC, a Virginia limited liability company (“Merger OP” and, together with Parent

Press Release, dated July 22, 2019

EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE NEXPOINT HOSPITALITY TRUST ANNOUNCES AGREEMENT TO ACQUIRE CONDOR HOSPITALITY TRUST, INC. TORONTO, On. / BETHESDA, Md., July 22, 2019 — NexPoint Hospitality Trust (TSXV: NHT.U) (“NHT”) and Condor Hospitality Trust, Inc. (NYSE American: CDOR) (“Condor”) today announced the execution of a definitive agreement (the “Merger Agreement”), under which NHT’s opera

Bylaws of Condor Hospitality Trust, Inc.

EX-3.1 Exhibit 3.1 BYLAWS OF CONDOR HOSPITALITY TRUST, INC. TABLE OF CONTENTS ARTICLE I 1 Section 1. Principal Office 1 Section 2. Additional Offices 1 Section 3. Fiscal and Taxable Years 1 ARTICLE II 1 Section 1. Place 1 Section 2. Annual Meeting 1 Section 3. Special Meetings 1 Section 4. Notice 1 Section 5. Scope of Notice 2 Section 6. Organization 2 Section 7. Quorum 2 Section 8. Voting 2 Secti

CDOR / Condor Hospitality Trust, Inc. DEFA14A - - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 18, 2019 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 23, 2019 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 1, 2019 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  May 3, 2019 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

 Condor Hospitality Trust Reports First Quarter 2019 Results

    For Immediate Release  Condor Hospitality Trust Reports First Quarter 2019 Results  BETHESDA, MD, May 3, 2019 – Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust, Inc. 10-Q Quarterly Report 10-Q

10-Q 1 cdor-20190331x10q.htm 10-Q .   UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2019  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to .  Comm

Fourth Amendment to Credit Agreement dated as of May 3, 2019 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q (Commission file number 001-34087) for the quarter ended March 31, 2019).

Exhibit 10.3 FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 3, 2019, effective as of May 3, 2019, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (“Borrower”), the undersigned parties to this Amendment executing as “Guarantors” (hereinafter referred to individually as “Guarantor” and collectivel

CDOR / Condor Hospitality Trust, Inc. DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Pro

 Condor Hospitality Trust Reports Fourth Quarter and Fiscal Year 2018 Results

     For Immediate Release  Condor Hospitality Trust Reports Fourth Quarter and Fiscal Year 2018 Results  BETHESDA, MD, March 11, 2019 – Condor Hospitality Trust, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 cdor-20181231x8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  March 11, 2019 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc. (Exact Name of Registrant as Specified in Its Charter)  Maryland (State or Other Jurisdiction of Incorpo

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  March 5, 2019 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

Third Amendment to Credit Agreement dated as of March 9, 2019 among Condor Hospitality Limited Partnership, as Borrower, the Company and the subsidiary guarantors party thereto, as Guarantors, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Administrative Agent (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated March 5, 2019).

EX-10.1 2 cdor-20190305xex101.htm EX-10.1 THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of March 8, 2019, effective as of March 8, 2019, by and among CONDOR HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (“Borrower”), the undersigned parties to this Amendment executing as “Guarantors” (hereinafter referred to individually

First Amendment to Loan Agreement dated as of March 9, 2019 among CDOR KCI Loft, LLC, TRS KCI Loft, LLC and Great Western Bank (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated March 5, 2019)

EX-10.2 3 cdor-20190305xex102.htm EX-10.2 FIRST AMENDMENT TO LOAN AGREEMENT  This FIRST AMENDMENT TO LOAN AGREEMENT (this "Amendment"), is effective as of March 8, 2019 and is entered into by and between CDOR KCI LOFT, LLC, a Delaware limited liability company ("CDOR KCI") and TRS KCI LOFT, LLC, a Delaware limited liability company ("TRS KCI", and together with CDOR KCI, individually a "Borrower"

Jurisdiction of Incorporation

EXHIBIT 21.0   LIST OF SUBSIDIARIES  Condor Hospitality Trust, Inc. owns, directly or indirectly, 100% of the voting securities, partnership interests or limited liability company interests of the entities listed below (unless otherwise indicated).    Subsidiary Jurisdiction of Incorporation Condor Hospitality REIT Trust Maryland TRS Leasing, Inc. (TRS) Virginia Supertel Hospitality Manageme

CDOR / Condor Hospitality Trust, Inc. 10-K (Annual Report)

10-K 1 cdor-20181231x10k.htm 10-K     UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-K   (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 cdor-20181115x8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  November 15, 2018 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc. (Exact Name of Registrant as Specified in Its Charter)  Maryland (State or Other Jurisdiction of Inco

 Condor Hospitality Trust Earnings Supplement

     For Immediate Release  Condor Hospitality Trust Earnings Supplement  BETHESDA, MD, November 15, 2018—Condor Hospitality Trust, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  November 12, 2018 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

 Condor Hospitality Trust Reports Third Quarter 2018 Results

     For Immediate Release  Condor Hospitality Trust Reports Third Quarter 2018 Results  BETHESDA, MD, November 12, 2018 – Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust, Inc. 10-Q (Quarterly Report)

10-Q 1 cdor-20180930x10q.htm 10-Q .   UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2018  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to . 

 Condor Hospitality Trust Announces Launching of Strategic Alternatives Process

EX-99.1 2 cdor-20180927xex991.htm EX-99.1    For Immediate Release  Condor Hospitality Trust Announces Launching of Strategic Alternatives Process  BETHESDA, MD, September 27, 2018—Condor Hospitality Trust, Inc. (NYSE American: CDOR), a hotel-focused real estate investment trust (REIT) headquartered and incorporated in the state of Maryland, today announced that the Board has initiated a proc

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 27, 2018 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 August 28, 2018 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

 Condor Hospitality Trust Reports Second Quarter 2018 Results

EX-99.1 2 cdor-20180807xex991.htm EX-99.1      For Immediate Release  Condor Hospitality Trust Reports Second Quarter 2018 Results  BETHESDA, MD, August 7, 2018 – Condor Hospitality Trust, Inc. (NYSE American: CDOR) (the “Company”) today announced results for the second quarter ended June 30, 2018.  SECOND QUARTER RELEASE FINANCIAL HIGHLIGHTS  · Revenue of $17.8 million a 25% Increase to

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  August 7, 2018 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust, Inc. 10-Q (Quarterly Report)

.   UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2018  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to .  Commission file number: 001-34087 CONDO

Joinder Agreement dated June 29, 2018 by and among the Company, Real Estate Strategies L.P., IRSA Inversiones y Representaciones Sociedad Anonima, and Real Estate Investment Group VII L.P. (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated June 29, 2018).

JOINDER AGREEMENT This Joinder Agreement (this "Agreement") is dated June 29, 2018 (the "Effective Date") and is being entered into by and among Condor Hospitality Trust, Inc.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8‑K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 June 29, 2018 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

JOINDER AGREEMENT

EX-10.9 Exhibit 10.9 JOINDER AGREEMENT This Joinder Agreement (this “Agreement”) is dated June 29, 2018 (the “Effective Date”) and is being entered into by and among Condor Hospitality Trust, Inc., a Maryland corporation (the “Company”), Real Estate Strategies L.P., a Bermuda limited partnership (“RES”) and an affiliate of IRSA Inversiones y Representaciones Sociedad Anónima, an Argentine sociedad

CDOR / Condor Hospitality Trust, Inc. / ELSZTAIN EDUARDO S - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 7)* Condor Hospitality Trust, Inc. (CDOR) (Name of Issuer) Common Stock (Title of Class of Securities) 2

CDOR / Condor Hospitality Trust, Inc. S-8

S-8 As Filed with the Securities and Exchange Commission on May 29, 2018 Registration No.

Amendment to the Company’s 2016 Stock Plan (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated May 17, 2018.

Exhibit 10.1 Amendment to Condor Hospitality Trust 2016 Stock Plan The first sentence of Section 5.1 of the Condor Hospitality Trust 2016 Stock Plan is hereby amended and replaced in its entirety with the following: “The number of shares of Stock subject to Awards under the Plan may not exceed 761,538 shares of Stock.” Effective May 17, 2018

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 17, 2018 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Code of Business Conduct and Ethics and Whistleblower Policy (incorporated herein by reference to Exhibit 14.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated May 17, 2018.

Exhibit 14.1 Condor Hospitality Trust, Inc.Code of Business Conduct and Ethics and Whistleblower Policy  Policy – Ethical Conduct Condor Hospitality Trust, Inc. (the “Company”) will operate in an ethical manner at all times without compromise. The Company’s directors, employees, and the third-party management companies operating its hotels (its “Agents”), are also expected to consistently promote

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EX-99.1 2 d568822dex991.htm EX-99.1 Exhibit 99.1 Condor hospitality trust, inc. Investor presentation may 2018 Safe Harbor Statement All statements included in this presentation, other than statements of historical fact, are or may be deemed to be “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-look

Regulation FD Disclosure, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 May 11, 2018 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  May 9, 2018 Date of report (Date of earliest event reported)  Condor Hospitality Trust, Inc.

 Condor Hospitality Trust Reports First Quarter 2018 Results

     For Immediate Release  Condor Hospitality Trust Reports First Quarter 2018 Results  BETHESDA, MD, May 9, 2018 – Condor Hospitality Trust, Inc.

CDOR / Condor Hospitality Trust, Inc. 10-Q (Quarterly Report)

.   UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2018  OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to .  Commission file number: 001-34087 COND

CDOR / Condor Hospitality Trust, Inc. DEF 14A

DEF 14A 1 d530326ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

Amendment of Employment Agreement dated April 10, 2018 between J. William Blackham and the Company (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-34087) dated April 10, 2018.

Exhibit 10.1 AMENDMENT OF EMPLOYMENT AGREEMENT Amendment of Employment Agreement dated effective April 10, 2018 (the “Amendment”) by and between Condor Hospitality Trust, Inc., a Maryland corporation (the “Company”) and J. William Blackham (the “Executive”). WHEREAS, the Company and the Executive entered into an employment agreement dated effective March 2, 2015, and amended September 1, 2016 and

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 10, 2018 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8‑K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 March 23, 2018 Date of report (Date of earliest event reported) Condor Hospitality Trust, Inc.