Davinder "Sonny" Sra
About Davinder “Sonny” Sra
Independent director since 2023; age 72. Former Senior Vice President of Operations at Remington Lodging & Hospitality (acquired by AHT’s external advisor Ashford Inc. in Nov 2019), with 29+ years of senior leadership in luxury hotels, resorts, and spas. Education: B.S. Punjab University (India), MBA Georgia Southern. Current AHT committee roles: Chair—Compensation; Member—Audit; Member—Nominating & Corporate Governance; Board determined he is independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Remington Lodging & Hospitality, LLC (Ashford Inc. subsidiary) | Senior Vice President, Operations | 1995–Mar 2020 | Results-driven operations leadership across luxury brands; retired Mar 2020 |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed | — | — | No other U.S. public company boards listed for Sra |
Board Governance
- Committee assignments and independence: Sra chairs Compensation and serves on Audit and Nominating & Corporate Governance; all committees composed entirely of independent directors; Board determined Sra is independent under NYSE and AHT guidelines .
- Attendance: In 2024 the Board held 5 regular meetings; non‑executive directors held 4 sessions; all incumbent directors standing for re‑election attended at least 75% of Board and committee meetings; all directors attended the 2024 annual meeting .
- Executive sessions: Board must hold at least two regularly scheduled meetings per year of non‑executive directors without management present .
- Lead Independent Director: Amish Gupta; responsibilities include presiding over executive sessions, approving Board materials/agendas/schedules, and being available to major shareholders .
- Ownership policy: Directors must own shares exceeding 3x annual Board retainer; directors cannot sell granted stock until meeting guidelines; as of Dec 31, 2024, all directors met guidelines or were within the grace period .
- Hedging/pledging: Prohibited for directors and executives .
- Related‑party safeguards: Conflicts reviewed by independent directors and the Related Party Transactions Committee; policies require independent approval for matters involving Ashford Inc. or affiliates .
Sra’s Committee Work (2024 context)
| Committee | Role | 2024 Meetings |
|---|---|---|
| Compensation | Chair | 3 |
| Audit | Member | 5 |
| Nominating & Corporate Governance | Member | 3 |
Fixed Compensation
| Year | Component | Amount ($) | Notes |
|---|---|---|---|
| 2024 | Fees Earned or Paid in Cash | 169,200 | Director cash fees, including retainer and applicable committee/member fees |
| 2024 | Stock Awards/LTIP | 27,000 | 20,000 shares or LTIP units; immediate vesting; sized to avoid dilution (remainder paid in cash) |
| 2024 | Total | 196,200 | Sum of cash and equity for Sra in 2024 |
| Policy | Annual Director Retainer | 95,000 | 2024 base retainer for non‑executive directors |
| Policy | Committee Chair—Compensation | 15,000 | Annual chair retainer |
| Policy | Committee Member (non‑chair) | 5,000 | Annual member retainer (per committee) |
| Policy | Meeting Fees | 3,000 | Per Board meeting attended in excess of four per year |
| 2025 change | Cash Retainers & Meeting Fees | Reduced 50% | Effective Jan 1, 2025, for non‑executive directors |
Performance Compensation
- Director equity grants: Annual grants to non‑executive directors are immediately vested and not performance‑conditioned; in 2024 reset to a fixed 20,000 shares/LTIPs valued at $27,000, with remainder of the prior equity value paid in cash to reduce dilution .
- As Compensation Committee Chair, Sra oversaw the 2024 executive incentive framework tied to seven business objectives. All were achieved; long‑term awards in 2025 continued as deferred cash (no new PSUs/Performance LTIPs issued for 2024 performance) .
2024 Executive Incentive Performance Objectives (for oversight context)
| Objective | Target | Actual | Achieved? |
|---|---|---|---|
| Revenue ($M) | 1,039.3 | 1,172.5 | Yes |
| Adjusted EBITDAre ($M) | 224.2 | 237.3 | Yes |
| Oaktree paydown ($M) | 100.0 | 138.4 | Yes |
| Extend MS 17 CMBS loan | By maturity | Extended Feb 2025 | Yes |
| Complete Le Pavillon & La Concha renovations | By 12/31 | Nov 21 & Dec 6 | Yes |
| Liquidity ($M) | ≥ 50 | 236.0 | Yes |
| Investor/analyst interactions | ≥ 400 | 519 | Yes |
Other Directorships & Interlocks
| Relationship | Detail | Governance Note |
|---|---|---|
| Prior employment | Remington Lodging & Hospitality SVP Operations; Remington acquired by Ashford Inc. in Nov 2019 | Potential perceived proximity to advisor; Board nevertheless determined Sra’s independence; related‑party matters governed by independent committees/policies |
| Current public boards | None disclosed | — |
Expertise & Qualifications
- Operations leadership: 29+ years in hotel operations with luxury brands, resorts, spas; described as results‑driven operations executive .
- Education: B.S. Punjab University; MBA Georgia Southern .
- Audit expertise designation: Not listed as an audit committee “financial expert” (those are Pantermuehl and Johnson) .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class |
|---|---|---|
| Davinder “Sonny” Sra | 4,014 | <1% |
- Director ownership guideline: ≥ 3x annual Board retainer; all directors met or were within grace period as of Dec 31, 2024 .
- Hedging/pledging of Company securities by directors: Prohibited .
- Selling restrictions: Directors may not sell granted stock until ownership guideline met .
Governance Assessment
- Strengths: Independent status; chairs Compensation Committee; serves on Audit and Nominating; strong operating background enhances board oversight of hotel performance and cost initiatives; Board cut director cash retainers/meeting fees by 50% in 2025, signaling cost discipline; robust ownership guidelines and hedging/pledging prohibitions support alignment .
- Potential red flags: Prior senior role at Remington (advisor subsidiary) may raise perceived related‑party proximity; mitigated by formal independence determinations, a fully independent committee structure, and a dedicated Related Party Transactions Committee with independent oversight .
- Compensation design: Director equity grants are immediately vested and not performance‑conditioned; while typical for directors, the 2024 shift to limit equity (20,000 shares, $27,000) with remainder in cash reduced dilution; continued monitoring of equity plan amendments and dilution (2025 proposal adds 150,000 shares; ~2.6% potential dilution) is warranted for investor confidence .