XHR / Xenia Hotels & Resorts, Inc. - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

فنادق ومنتجعات زينيا، وشركة
US ˙ NYSE ˙ US9840171030

الإحصائيات الأساسية
LEI 54930075IWIPHF5IQL62
CIK 1616000
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Xenia Hotels & Resorts, Inc.
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
August 1, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hote

August 1, 2025 EX-10.1

Xenia Hotels & Resorts, Inc. Amended and Restated Retirement Policy Effective as of May 12, 2025 ARTICLE 1 INTRODUCTION

Xenia Hotels & Resorts, Inc. Amended and Restated Retirement Policy Effective as of May 12, 2025 ARTICLE 1 INTRODUCTION Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), is establishing this Xenia Hotels & Resorts, Inc. Amended and Restated Retirement Policy (as amended from time to time as provided below, the “Retirement Policy”), effective as of May 12, 2025 (the “Effective D

August 1, 2025 EX-99.1

XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2025 RESULTS

Date: August 1, 2025 XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2025 RESULTS Orlando, FL – August 1, 2025 – Xenia Hotels & Resorts, Inc.

August 1, 2025 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2025 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

May 15, 2025 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Xenia Hotels & Resorts, Inc.

May 15, 2025 S-8

As filed with the Securities and Exchange Commission on May 15, 2025.

As filed with the Securities and Exchange Commission on May 15, 2025. Registration No. 333-    UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Xenia Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 20-0141677 (State or other jurisdiction of incorporation or organization) (

May 14, 2025 EX-10.1

FIFTH AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN

FIFTH AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN THIS FIFTH AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN (this “Fifth Amendment”), is made and adopted by the Board of Directors (the “Board”) of Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), on March 27, 2025, effective

May 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2025 Xenia Hotels & Resor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2025 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 2, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hot

May 2, 2025 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissio

May 2, 2025 EX-99.1

XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2025 RESULTS

Date: May 2, 2025 XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2025 RESULTS Orlando, FL – May 2, 2025 – Xenia Hotels & Resorts, Inc.

April 17, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other tha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

March 31, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other tha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

March 31, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other tha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

February 25, 2025 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, 2024 ☐ TRANSITION REPORT PURSUA

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, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hotels &

February 25, 2025 EX-21.1

Entity Name Domestic Jurisdiction IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP,

Subsidiaries of Xenia Hotels & Resorts, Inc. Exhibit 21.1 Entity Name Domestic Jurisdiction IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP, L.L.C. Delaware IA Lodging Austin Arboretum LP Delaware IA Lodging Austin Arboretum LP, L.L.

February 25, 2025 EX-99.2

Xenia Hotels & Resorts, Inc. Same-Property(1) Portfolio Data by Market, Ranked by Hotel EBITDA Market(2) % of 2024 Hotel EBITDA Number of Hotels Number of Rooms (3)(4) Houston, TX 16% 3 1,223 Orlando, FL 16% 2 1,027 Dallas, TX 10% 2 961 San Diego, CA

This supplemental is being furnished in conjunction with the earnings release dated February 25, 2025 which contains reconciliations of Non-GAAP measures to Total Revenues and Total Hotel Operating Expenses on a consolidated GAAP basis for the three months and years ended December 31, 2024 and 2023.

February 25, 2025 EX-99.1

XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS

Date: February 25, 2025 XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS Orlando, FL – February 25, 2025 – Xenia Hotels & Resorts, Inc.

February 25, 2025 8-K

Regulation FD Disclosure, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2025 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Com

February 25, 2025 EX-19.1

Xenia Hotels & Resorts, Inc. Insider Trading Compliance Policy

Xenia Hotels & Resorts, Inc. Insider Trading Compliance Policy Federal and state laws prohibit trading in the securities of a company while in possession of material nonpublic information and in breach of a duty of trust or confidence. These laws also prohibit anyone who is aware of material nonpublic information from providing this information to others who may trade. Xenia Hotels & Resorts, Inc.

January 31, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2025 Xenia Hotels & R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2025 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

November 26, 2024 EX-4.1

Indenture, dated November 25, 2024, among XHR LP, Xenia Hotel & Resorts, Inc., the subsidiary guarantors party thereto and Wilmington Trust, National Association, as trustee.

EX-4.1 Exhibit 4.1 XHR LP, as Issuer, XENIA HOTELS & RESORTS, INC., as Parent, THE SUBSIDIARY GUARANTORS PARTY HERETO, as Subsidiary Guarantors, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 6.625% SENIOR NOTES DUE 2030 INDENTURE DATED AS OF NOVEMBER 25, 2024 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions. 1 Section 1.02 Other Definitions.

November 26, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 25, 2024 Xenia Hotels &

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 25, 2024 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Com

November 12, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Com

November 12, 2024 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES UPSIZING AND PRICING OF SENIOR NOTES OFFERING

Exhibit 99.1 DATE: November 12, 2024 XENIA HOTELS & RESORTS ANNOUNCES UPSIZING AND PRICING OF SENIOR NOTES OFFERING Orlando, FL – November 12, 2024 - Xenia Hotels & Resorts, Inc. (NYSE: XHR) (“Xenia” or the “Company”) today announced that its operating partnership, XHR LP (the “Issuer”), has successfully priced its offering of $400 million aggregate principal amount of 6.625% senior notes due 2030

November 12, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Com

November 12, 2024 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES PROPOSED OFFERING OF SENIOR NOTES

Exhibit 99.1 DATE: November 12, 2024 XENIA HOTELS & RESORTS ANNOUNCES PROPOSED OFFERING OF SENIOR NOTES Orlando, FL – November 12, 2024 - Xenia Hotels & Resorts, Inc. (NYSE: XHR) (“Xenia” or the “Company”) today announced that its operating partnership, XHR LP (the “Issuer”), intends to offer, subject to market conditions and other factors, $365 million aggregate principal amount of senior notes d

November 7, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia

November 7, 2024 EX-10.2

AMENDED AND RESTATED PARENT GUARANTY

AMENDED AND RESTATED PARENT GUARANTY THIS AMENDED AND RESTATED PARENT GUARANTY (“Guaranty”) is executed as of November 4, 2024, by XENIA HOTELS & RESORTS, INC.

November 7, 2024 EX-10.1

AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT dated as of November 4, 2024 among XHR LP The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., BANK OF AMERICA, N.A., KEYBANK NATIONAL

AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT dated as of November 4, 2024 among XHR LP The Lenders Party Hereto and JPMORGAN CHASE BANK, N.

November 6, 2024 EX-99.1

XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2024 RESULTS

Date: November 6, 2024 XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2024 RESULTS Orlando, FL – November 6, 2024 – Xenia Hotels & Resorts, Inc.

November 6, 2024 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

August 2, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hote

August 1, 2024 EX-99.1

XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2024 RESULTS

Date: August 1, 2024 XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2024 RESULTS Orlando, FL – August 1, 2024 – Xenia Hotels & Resorts, Inc.

August 1, 2024 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2024 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

June 7, 2024 CORRESP

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June 7, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.

May 23, 2024 CORRESP

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May 23, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.

May 15, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 3, 2024 EX-10.1

TIME-BASED LTIP UNIT AGREEMENT (2024)

TIME-BASED LTIP UNIT AGREEMENT (2024) This LTIP Unit Agreement (this “Agreement”), dated as of «PARTCNAME» (the “Grant Date”), is made by and between Xenia Hotels & Resorts, Inc.

May 3, 2024 EX-10.2

CLASS A PERFORMANCE LTIP UNIT AGREEMENT (2024)

CLASS A PERFORMANCE LTIP UNIT AGREEMENT (2024) This Class A Performance LTIP Unit Agreement (2024) (this “Agreement”), dated as of «GRANTDATE» (the “Grant Date”), is made by and between Xenia Hotels & Resorts, Inc.

May 3, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hot

May 2, 2024 EX-99.1

XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2024 RESULTS

Date: May 2, 2024 XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2024 RESULTS Orlando, FL – May 2, 2024 – Xenia Hotels & Resorts, Inc.

May 2, 2024 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2024 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissio

April 1, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other tha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

April 1, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other tha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

February 27, 2024 EX-10.23

XENIA HOTELS & RESORTS, INC. FIRST AMENDMENT TO SEVERANCE AGREEMENT

XENIA HOTELS & RESORTS, INC. FIRST AMENDMENT TO SEVERANCE AGREEMENT THIS FIRST AMENDMENT TO SEVERANCE AGREEMENT (this “First Amendment”), is made as of [], 2024 (the “Amendment Effective Date”), by and between Xenia Hotels & Resorts, Inc., a Maryland corporation (“Xenia,” and, together with its direct and indirect subsidiaries, the “Company”), XHR Management, LLC, a Delaware limited liability comp

February 27, 2024 EX-97.1

XENIA HOTELS & RESORTS, INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION

XENIA HOTELS & RESORTS, INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Xenia Hotels & Resorts, Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined herein are defined in Section 11. 1.Persons Subject to Policy

February 27, 2024 EX-99.2

Xenia Hotels & Resorts, Inc. Same-Property(1) Portfolio Data by Market, Ranked by Hotel EBITDA Market(2) % of 2023 Hotel Net Income (Loss) - GAAP % of 2023 Hotel EBITDA(3) Number of Hotels Number of Rooms (4)(5) Orlando 17% 15% 2 1,026 Houston 17% 14

This supplemental is being furnished in conjunction with the earnings release dated February 27, 2024 which contains additional reconciliations of Non-GAAP measures to Total Revenues and Total Hotel Operating Expenses on a consolidated GAAP basis for the three months and years ended December 31, 2023 and 2022.

February 27, 2024 EX-21.1

Entity Name Domestic Jurisdiction IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP,

Subsidiaries of Xenia Hotels & Resorts, Inc. Exhibit 21.1 Entity Name Domestic Jurisdiction IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP, L.L.C. Delaware IA Lodging Austin Arboretum LP Delaware IA Lodging Austin Arboretum LP, L.L.

February 27, 2024 EX-99.1

XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS

Date: February 27, 2024 XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS Orlando, FL – February 27, 2024 – Xenia Hotels & Resorts, Inc.

February 27, 2024 8-K

Regulation FD Disclosure, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Com

February 27, 2024 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, 2023 ☐ TRANSITION REPORT PURSUA

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, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hotels &

February 13, 2024 SC 13G/A

XHR / Xenia Hotels & Resorts, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02312-xeniahotelsresortsin.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Xenia Hotels & Resorts Inc Title of Class of Securities: Common Stock CUSIP Number: 984017103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box

February 9, 2024 SC 13G/A

XHR / Xenia Hotels & Resorts, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* Xenia Hotels & Resorts, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 984017103 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropria

November 1, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia

October 31, 2023 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2023 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

October 31, 2023 EX-99.1

XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2023 RESULTS

Date: October 31, 2023 XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2023 RESULTS Orlando, FL – October 31, 2023 – Xenia Hotels & Resorts, Inc.

August 17, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 Xenia Hotels & Re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commi

August 16, 2023 S-3ASR

As filed with the Securities and Exchange Commission on August 16, 2023

As filed with the Securities and Exchange Commission on August 16, 2023 Registration No.

August 16, 2023 EX-FILING FEES

Calculation of Filing Fee Tables (Form Type)

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Xenia Hotels & Resorts, Inc.

August 16, 2023 EX-FILING FEES

Calculation of Filing Fee Tables Form S-3 (Form Type)

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Xenia Hotels & Resorts, Inc.

August 16, 2023 424B5

Up to $200,000,000 Common Stock

Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-274012 PROSPECTUS SUPPLEMENT (To Prospectus dated August 16, 2023) Up to $200,000,000 Common Stock This prospectus supplement relates to an equity distribution agreement that Xenia Hotels & Resorts, Inc. entered into on March 2, 2018, as amended, with Wells Fargo Securities, LLC, Robert W. Baird & Co. Incorporated, Jefferies LLC, KeyB

August 2, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hote

August 2, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 Xenia Hotels & Res

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

August 2, 2023 EX-99.1

XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2023 RESULTS

Date: August 2, 2023 XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2023 RESULTS Orlando, FL – August 2, 2023 – Xenia Hotels & Resorts, Inc.

May 19, 2023 S-8

Power of Attorney (included in the signature page to the Registration Statement).

As filed with the Securities and Exchange Commission on May 19, 2023. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Xenia Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 20-0141677 (State or other jurisdiction of incorporation or organization) (I.R

May 19, 2023 EX-FILING FEES

Filing Fee Table

EX-FILING FEES 4 d470745dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price

May 17, 2023 EX-10.1

FOURTH AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN

FOURTH AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN THIS FOURTH AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN (this “Fourth Amendment”), is made and adopted by the Board of Directors (the “Board”) of Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), on March 28, 2023, effect

May 17, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2023 Xenia Hotels & Resor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2023 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 3, 2023 10-Q

Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hot

May 2, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 Xenia Hotels & Resort

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissio

May 2, 2023 EX-99.1

XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2023 RESULTS

DATE: May 2, 2023 XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2023 RESULTS Orlando, FL – May 2, 2023 – Xenia Hotels & Resorts, Inc.

April 3, 2023 DEF 14A

Xenia Hotels & Resorts, Inc., XHR Holding, Inc. and XHR LP 2015 Incentive Award Plan (filed as Appendix A to the Company’s Proxy Statement on Form DEF 14A filed on April 3, 2023 and incorporated herein by reference).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

April 3, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other tha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

March 2, 2023 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, 2022 ☐ T

Commission File Number: 001-36594 CUSIP Number: 984017103 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

March 2, 2023 10-K

Form 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, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hotels &

March 2, 2023 EX-4.1

Exhibit 4.1

Exhibit 4.1 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a brief description of the securities of Xenia Hotels & Resorts, Inc. (“our company,” “we,” “us” or “our”) registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following description of our capital stoc

March 2, 2023 EX-21.1

Entity Name Domestic Jurisdiction IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP,

Subsidiaries of Xenia Hotels & Resorts, Inc. Exhibit 21.1 Entity Name Domestic Jurisdiction IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP, L.L.C. Delaware IA Lodging Austin Arboretum LP Delaware IA Lodging Austin Arboretum LP, L.L.

March 1, 2023 EX-99.2

Xenia Hotels & Resorts, Inc. Same-Property(1) Portfolio Data by Top Markets, Ranked by Hotel EBITDA

This supplemental is being furnished in conjunction with the earnings release dated March 1, 2023 which contains additional reconciliations of Non-GAAP measures to Net Income (loss) on a consolidated GAAP basis for the three months and years ended December 31, 2022, 2021, & 2019.

March 1, 2023 EX-99.1

XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS

DATE: March 1, 2023 XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS Orlando, FL – March 1, 2023 – Xenia Hotels & Resorts, Inc.

March 1, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 Xenia Hotels & Reso

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commiss

February 9, 2023 SC 13G/A

XHR / Xenia Hotels & Resorts Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Xenia Hotels & Resorts Inc. Title of Class of Securities: REIT CUSIP Number: 984017103 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒

February 6, 2023 SC 13G/A

XHR / Xenia Hotels & Resorts Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* Xenia Hotels & Resorts, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 984017103 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

January 11, 2023 EX-10.2

Parent Guaranty, dated as of January 10, 2023, by Xenia Hotels & Resorts, Inc. for the benefit of JPMorgan Chase Bank, N.A., as administrative agent.

Exhibit 10.2 PARENT GUARANTY THIS PARENT GUARANTY (“Guaranty”) is executed as of January 10, 2023, by XENIA HOTELS & RESORTS, INC., a Maryland corporation (the “Guarantor”), for the benefit of JPMORGAN CHASE BANK, N.A. (“Administrative Agent”), in its capacity as the administrative agent for the Lenders under the Credit Agreement defined below, for the benefit of itself and such Lenders and the Pe

January 11, 2023 EX-99.1

XENIA HOTELS & RESORTS UPSIZES AND EXTENDS CREDIT FACILITY WITH $675 MILLION REFINANCING

Exhibit 99.1 NEWS RELEASE DATE: January 11, 2023 XENIA HOTELS & RESORTS UPSIZES AND EXTENDS CREDIT FACILITY WITH $675 MILLION REFINANCING Orlando, FL – January 11, 2023 – Xenia Hotels & Resorts, Inc. (NYSE: XHR) (“Xenia” or the “Company”) today announced that it has successfully obtained a new $675 million senior unsecured credit facility (“Credit Facility”). The Credit Facility is comprised of a

January 11, 2023 EX-10.1

Revolving Credit and Term Loan Agreement, dated as of January 10, 2023, by and among XHR LP, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders and other parties party thereto.

Exhibit 10.1 REVOLVING CREDIT AND TERM LOAN AGREEMENT dated as of JANUARY 10, 2023 among XHR LP The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent BANK OF AMERICA, N.A., KEYBANK NATIONAL ASSOCIATION PNC BANK, NATIONAL ASSOCIATION and REGIONS BANK, as Co-Syndication Agents FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Documentation Agent CRÉDIT AGRICOLE CORPORATE AND INVES

January 11, 2023 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2023 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

November 2, 2022 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2022 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

November 2, 2022 EX-99.1

XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2022 RESULTS

DATE: November 2, 2022 XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2022 RESULTS Orlando, FL ? November 2, 2022 ? Xenia Hotels & Resorts, Inc.

November 2, 2022 EX-3.6

XENIA HOTELS & RESORTS, INC. THIRD AMENDED & RESTATED BYLAWS ARTICLE I

XENIA HOTELS & RESORTS, INC. THIRD AMENDED & RESTATED BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of the Corporation in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executive office, at such places as the Board of Director

November 2, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia

August 3, 2022 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2022 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

August 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hote

August 3, 2022 EX-99.1

XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2022 RESULTS

DATE: August 3, 2022 XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2022 RESULTS Orlando, FL – August 3, 2022 – Xenia Hotels & Resorts, Inc.

May 18, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2022 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hot

May 3, 2022 EX-2.1

PURCHASE AND SALE AGREEMENT BETWEEN NASHVILLE GULCH HOTEL LLC, a Delaware limited liability company AS SELLER AND XHR ACQUISITIONS, LLC, a Delaware limited liability company AS PURCHASER DATED: February 25, 2022 TABLE OF CONTENTS

PURCHASE AND SALE AGREEMENT BETWEEN NASHVILLE GULCH HOTEL LLC, a Delaware limited liability company AS SELLER AND XHR ACQUISITIONS, LLC, a Delaware limited liability company AS PURCHASER DATED: February 25, 2022 TABLE OF CONTENTS Article 1 BASIC INFORMATION 1 Section 1.

May 3, 2022 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2022 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissio

May 3, 2022 EX-99.1

XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2022 RESULTS

DATE: May 3, 2022 XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2022 RESULTS Orlando, FL ? May 3, 2022 ? Xenia Hotels & Resorts, Inc.

April 5, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other tha

DEF 14A 1 xhrdefa2022annualproxy.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of th

April 5, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other tha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

March 29, 2022 EX-99.1

XENIA HOTELS & RESORTS COMPLETES ACQUISITION OF W NASHVILLE

DATE: March 29, 2022 XENIA HOTELS & RESORTS COMPLETES ACQUISITION OF W NASHVILLE Orlando, FL ? March 29, 2022 ? Xenia Hotels & Resorts, Inc.

March 29, 2022 8-K

Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2022 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

March 15, 2022 8-K

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, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2022 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

March 15, 2022 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES THE APPOINTMENT OF ARLENE ISAACS-LOWE TO ITS BOARD OF DIRECTORS

DATE: March 15, 2022 XENIA HOTELS & RESORTS ANNOUNCES THE APPOINTMENT OF ARLENE ISAACS-LOWE TO ITS BOARD OF DIRECTORS Orlando, FL ? March 15, 2022 - Xenia Hotels & Resorts, Inc.

March 1, 2022 EX-99.3

Investor Presentation 1 Forward-Looking Statements Company Overview 2 Corporate Strategy 3 Portfolio Composition Portfolio Characteristics Diversified Branding Key Portfolio Statistics • • • • 33 Hotels 13 States 21 Markets 14 Brands 9,468 Rooms Kimp

Investor Presentation 1 Forward-Looking Statements Company Overview 2 Corporate Strategy 3 Portfolio Composition Portfolio Characteristics Diversified Branding Key Portfolio Statistics ? ? ? ? 33 Hotels 13 States 21 Markets 14 Brands 9,468 Rooms Kimpton Hotel Palomar Philadelphia Fairmont Dallas Waldorf Astoria Atlanta Buckhead Loews New Orleans Hotel 4 Geographic Diversification 5 ? ? ? Key Leisure and Drive-To Market Hotels & Resorts 6 As of December 31, 2021 Balance Sheet Liquidity Debt Mix Debt Summary Debt Maturity Profile2 7 26% 8% 66% $1B Senior Notes $390M Property Level Debt $125M Term Loans $1.

March 1, 2022 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, 2021 ☐ TRANSITION REPORT PURSUA

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, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hotels &

March 1, 2022 EX-99.2

XENIA HOTELS & RESORTS ANNOUNCES AGREEMENT TO ACQUIRE W NASHVILLE

DATE: March 1, 2022 XENIA HOTELS & RESORTS ANNOUNCES AGREEMENT TO ACQUIRE W NASHVILLE Orlando, FL ? March 1, 2022 ? Xenia Hotels & Resorts, Inc.

March 1, 2022 EX-21.1

Entity Name Domestic Jurisdiction IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP,

Subsidiaries of Xenia Hotels & Resorts, Inc. Exhibit 21.1 Entity Name Domestic Jurisdiction IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP, L.L.C. Delaware IA Lodging Austin Arboretum LP Delaware IA Lodging Austin Arboretum LP, L.L.

March 1, 2022 8-K

Regulation FD Disclosure, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2022 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commiss

March 1, 2022 EX-99.1

XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2021 RESULTS

DATE: March 1, 2022 XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2021 RESULTS Orlando, FL ? March 1, 2022 ? Xenia Hotels & Resorts, Inc.

February 10, 2022 SC 13G/A

XHR / Xenia Hotels & Resorts Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Xenia Hotels & Resorts Inc. Title of Class of Securities: REIT CUSIP Number: 984017103 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒

February 4, 2022 SC 13G/A

XHR / Xenia Hotels & Resorts Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Xenia Hotels & Resorts, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 984017103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

December 3, 2021 EX-99.1

XENIA HOTELS & RESORTS PROVIDES BUSINESS UPDATE

DATE: December 3, 2021 XENIA HOTELS & RESORTS PROVIDES BUSINESS UPDATE Orlando, FL ? December 3, 2021 - Xenia Hotels & Resorts, Inc.

December 3, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

November 2, 2021 EX-99.1

XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2021 RESULTS

DATE: November 2, 2021 XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2021 RESULTS Orlando, FL ? November 2, 2021 ? Xenia Hotels & Resorts, Inc.

November 2, 2021 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

November 2, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? 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 ended to Commission file number 001-36594 Xenia

August 3, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? 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 ended to Commission file number 001-36594 Xenia Hote

August 3, 2021 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

August 3, 2021 EX-99.1

XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2021 RESULTS

DATE: August 3, 2021 XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2021 RESULTS Orlando, FL ? August 3, 2021 ? Xenia Hotels & Resorts, Inc.

June 3, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

June 3, 2021 EX-99.1

XENIA HOTELS & RESORTS PROVIDES BUSINESS UPDATE

DATE: June 3, 2021 XENIA HOTELS & RESORTS PROVIDES BUSINESS UPDATE Orlando, FL ? June 3, 2021 - Xenia Hotels & Resorts, Inc.

May 27, 2021 EX-4.4

Amendment No. 6 to Term Loan Agreement, dated May 20, 2021, among XHR LP, as borrower, Company and certain subsidiaries of the Company, as guarantors, KeyBank National Association, as administrative agent, and the lenders party thereto.

Exhibit 4.4 AMENDMENT NO. 6 TO TERM LOAN AGREEMENT This AMENDMENT NO. 6 TO TERM LOAN AGREEMENT (this ?Amendment?), dated as of May 20, 2021, is by and among XHR LP, a Delaware limited partnership (the ?Borrower?), the other Loan Parties party hereto, KEYBANK NATIONAL ASSOCIATION (?KeyBank?), in its capacity as administrative agent (the ?Administrative Agent?) for the Lenders, and the Lenders party

May 27, 2021 EX-4.1

Indenture, dated May 27, 2021, among XHR LP, Xenia Hotels & Resorts, Inc., the subsidiary guarantors party thereto and Wilmington Trust, National Association, as trustee.

Exhibit 4.1 XHR LP, as Issuer, XENIA HOTELS & RESORTS, INC., as Parent, THE SUBSIDIARY GUARANTORS PARTY HERETO, as Subsidiary Guarantors, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 4.875% SENIOR SECURED NOTES DUE 2029 INDENTURE DATED AS OF MAY 27, 2021 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 52 Sec

May 27, 2021 EX-4.3

Amendment No. 4 to Amended and Restated Revolving Credit Agreement, dated May 20, 2021, among XHR LP, as borrower, Company and certain subsidiaries of the Company, as guarantors, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.

Exhibit 4.3 AMENDMENT NO. 4 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This AMENDMENT NO. 4 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this ?Amendment?), dated as of May 20, 2021, is by and among XHR LP, a Delaware limited partnership (the ?Borrower?), the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A. (?JPMorgan?), in its capacity as administrative agent (the ?Adminis

May 27, 2021 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 26, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 26, 2021 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES THE APPOINTMENT OF TERRENCE MOOREHEAD TO ITS BOARD OF DIRECTORS

DATE: May 26, 2021 XENIA HOTELS & RESORTS ANNOUNCES THE APPOINTMENT OF TERRENCE MOOREHEAD TO ITS BOARD OF DIRECTORS Orlando, FL ? May 26, 2021 - Xenia Hotels & Resorts, Inc.

May 21, 2021 424B5

CALCULATION OF REGISTRATION FEE Title Of Each Class Of Securities To Be Registered Proposed Maximum Aggregate Offering Price(1) Amount Of Registration Fee(2) Common Stock, $0.01 par value per share $200,000,000 $14,991.79(3)

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-248120 CALCULATION OF REGISTRATION FEE Title Of Each Class Of Securities To Be Registered Proposed Maximum Aggregate Offering Price(1) Amount Of Registration Fee(2) Common Stock, $0.01 par value per share $200,000,000 $14,991.79(3) (1) We previously registered shares of common stock having an aggregate offering price

May 21, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 21, 2021 EX-1.1

Amendment No. 3 to Equity Distribution Agreement, dated May 21, 2021, by and among Xenia Hotels & Resorts, Inc., Wells Fargo Securities, LLC, Robert W. Baird & Co. Incorporated, Jefferies LLC, KeyBanc Capital Markets Inc. and Raymond James & Associates, Inc.

Exhibit 1.1 XENIA HOTELS & RESORTS, INC. COMMON STOCK ($0.01 PAR VALUE PER SHARE) AMENDMENT NO. 3 TO EQUITY DISTRIBUTION AGREEMENT May 21, 2021 AMENDMENT NO. 3 TO EQUITY DISTRIBUTION AGREEMENT AMENDMENT NO. 3, dated as of May 21, 2021 (the ?Amendment No. 3?), by and among Xenia Hotels & Resorts, Inc., a Maryland corporation (the ?Company?), XHR LP, a Delaware limited partnership (the ?Operating Pa

May 20, 2021 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES PROPOSED OFFERING OF SENIOR SECURED NOTES

DATE: May 20, 2021 XENIA HOTELS & RESORTS ANNOUNCES PROPOSED OFFERING OF SENIOR SECURED NOTES Orlando, FL ? May 20, 2021 - Xenia Hotels & Resorts, Inc.

May 20, 2021 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES UPSIZING AND PRICING OF SENIOR SECURED NOTES

DATE: May 20, 2021 XENIA HOTELS & RESORTS ANNOUNCES UPSIZING AND PRICING OF SENIOR SECURED NOTES Orlando, FL ? May 20, 2021 - Xenia Hotels & Resorts, Inc.

May 20, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 20, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 19, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 7, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

May 6, 2021 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissio

May 6, 2021 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? 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 ended to Commission file number 001-36594 Xenia Hot

May 6, 2021 EX-99.1

XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2021 RESULTS

EX-99.1 2 ex991q12021xhrearningsrele.htm EX-99.1 DATE: May 6, 2021 XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2021 RESULTS Orlando, FL – May 6, 2021 – Xenia Hotels & Resorts, Inc. (NYSE: XHR) (“Xenia” or the “Company”) today announced results for the quarter ended March 31, 2021. First Quarter 2021 Highlights •Net Loss: Net loss attributable to common stockholders was $(56.4) million, or $(0.50)

April 6, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

April 6, 2021 DEF 14A

Definitive Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

March 1, 2021 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, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hotels &

March 1, 2021 EX-21.1

Entity Name Domestic Jurisdiction 131 East Redwood (Landlord), LLC Maryland 131 East Redwood (Tenant), LLC Maryland IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Del

Exhibit 21.1 Entity Name Domestic Jurisdiction 131 East Redwood (Landlord), LLC Maryland 131 East Redwood (Tenant), LLC Maryland IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin Arboretum GP, L.L.C. Delaware IA Lodging Austin Arboretum LP Delaware

March 1, 2021 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2021 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commiss

March 1, 2021 EX-99.1

XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2020 RESULTS

EX-99.1 2 xenia991q4earnings.htm EX-99.1 DATE: March 1, 2021 XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2020 RESULTS Orlando, FL – March 1, 2021 – Xenia Hotels & Resorts, Inc. (NYSE: XHR) (“Xenia” or the “Company”) today announced results for the quarter and full year ended December 31, 2020. Fourth Quarter 2020 Highlights •Net Income: Net income attributable to common stockholder

February 10, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Xenia Hotels & Resorts Inc. Title of Class of Securities: REIT CUSIP Number: 984017103 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒

February 4, 2021 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Xenia Hotels & Resorts, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 984017103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

October 30, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ 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 ended to Commission file number 001-36594 Xenia

October 30, 2020 8-K

Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

October 30, 2020 EX-99.1

XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2020 RESULTS

DATE: October 30, 2020 XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2020 RESULTS Orlando, FL – October 30, 2020 – Xenia Hotels & Resorts, Inc.

October 20, 2020 EX-4.6

FACILITY INCREASE JOINDER TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

Exhibit 4.6 Execution Version FACILITY INCREASE JOINDER TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This FACILITY INCREASE JOINDER TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of October 14, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A. (“JPMorgan”), in its capa

October 20, 2020 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES UPSIZING AND PRICING OF SENIOR SECURED NOTES

FOR IMMEDIATE RELEASE DATE: October 14, 2020 XENIA HOTELS & RESORTS ANNOUNCES UPSIZING AND PRICING OF SENIOR SECURED NOTES Orlando, FL – October 14, 2020 - Xenia Hotels & Resorts, Inc.

October 20, 2020 EX-4.5

AMENDMENT NO. 5 TO TERM LOAN AGREEMENT

Exhibit 4.5 Execution Version AMENDMENT NO. 5 TO TERM LOAN AGREEMENT This AMENDMENT NO. 5 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of October 14, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, KEYBANK NATIONAL ASSOCIATION (“KeyBank”), in its capacity as administrative agent (the “Administrative Agent”) for the Lenders,

October 20, 2020 EX-4.3

AMENDMENT NO. 3 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

Exhibit 4.3 Execution Version AMENDMENT NO. 3 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This AMENDMENT NO. 3 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of October 14, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A. (“JPMorgan”), in its capacity as administrati

October 20, 2020 EX-4.4

AMENDMENT NO. 3 TO TERM LOAN AGREEMENT

Exhibit 4.4 Execution Version AMENDMENT NO. 3 TO TERM LOAN AGREEMENT This AMENDMENT NO. 3 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of October 14, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, PNC BANK, NATIONAL ASSOCIATION (“PNC”), in its capacity as administrative agent (the “Administrative Agent”) for the Lenders, a

October 20, 2020 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

October 14, 2020 EX-99.1

XENIA HOTELS & RESORTS PROVIDES BUSINESS UPDATE

FOR IMMEDIATE RELEASE DATE: October 14, 2020 XENIA HOTELS & RESORTS PROVIDES BUSINESS UPDATE Orlando, FL - October 14, 2020 - Xenia Hotels & Resorts, Inc.

October 14, 2020 EX-99.2

XENIA HOTELS & RESORTS ANNOUNCES PROPOSED OFFERING OF SENIOR SECURED NOTES

FOR IMMEDIATE RELEASE DATE: October 14, 2020 XENIA HOTELS & RESORTS ANNOUNCES PROPOSED OFFERING OF SENIOR SECURED NOTES Orlando, FL – October 14, 2020 - Xenia Hotels & Resorts, Inc.

October 14, 2020 8-K

Regulation FD Disclosure, Results of Operations and Financial Condition, Other Events - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

August 19, 2020 8-K

- 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commi

August 19, 2020 S-3ASR

- S-3ASR

As filed with the Securities and Exchange Commission on August 19, 2020 Registration No.

August 19, 2020 424B5

CALCULATION OF REGISTRATION FEE

Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-248120 CALCULATION OF REGISTRATION FEE Title Of Each Class Of Securities To Be Registered Proposed Maximum Aggregate Offering Price(1) Amount Of Registration Fee(2) Common Stock, $0.01 par value per share $200,000,000 — (1) Amount includes shares of common stock having an aggregate offering price of up to $200,000,000, offered pursuan

August 18, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commi

August 18, 2020 EX-4.5

AMENDMENT NO. 4 TO TERM LOAN AGREEMENT

Exhibit 4.5 Execution Version AMENDMENT NO. 4 TO TERM LOAN AGREEMENT This AMENDMENT NO. 4 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of July 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, KEYBANK NATIONAL ASSOCIATION (“KeyBank”), in its capacity as administrative agent (the “Administrative Agent”) for the Lenders, an

August 18, 2020 EX-4.3

AMENDMENT NO. 2 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

Exhibit 4.3 Execution Version AMENDMENT NO. 2 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This AMENDMENT NO. 2 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of July 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A. (“JPMorgan”), in its capacity as administrative

August 18, 2020 EX-4.4

AMENDMENT NO. 3 TO TERM LOAN AGREEMENT

Exhibit 4.4 Execution Version AMENDMENT NO. 3 TO TERM LOAN AGREEMENT This AMENDMENT NO. 3 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of July 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), in its capacity as administrative agent (the “Administrative Agent”) for t

August 18, 2020 EX-4.6

AMENDMENT NO. 2 TO TERM LOAN AGREEMENT

Exhibit 4.6 Execution Version AMENDMENT NO. 2 TO TERM LOAN AGREEMENT This AMENDMENT NO. 2 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of July 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, PNC BANK, NATIONAL ASSOCIATION (“PNC”), in its capacity as administrative agent (the “Administrative Agent”) for the Lenders, and

August 18, 2020 EX-4.7

AMENDMENT NO. 4 TO TERM LOAN AGREEMENT

Exhibit 4.7 Execution Version AMENDMENT NO. 4 TO TERM LOAN AGREEMENT This AMENDMENT NO. 4 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of July 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, KEYBANK NATIONAL ASSOCIATION (“KeyBank”), in its capacity as administrative agent (the “Administrative Agent”) for the Lenders, an

August 18, 2020 EX-4.1

XHR LP, as Issuer, XENIA HOTELS & RESORTS, INC., as Parent, THE SUBSIDIARY GUARANTORS PARTY HERETO, as Subsidiary Guarantors, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 6.375% SENIOR SECURED NOTES DUE 2025

Exhibit 4.1 EXECUTION VERSION XHR LP, as Issuer, XENIA HOTELS & RESORTS, INC., as Parent, THE SUBSIDIARY GUARANTORS PARTY HERETO, as Subsidiary Guarantors, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 6.375% SENIOR SECURED NOTES DUE 2025 INDENTURE DATED AS OF AUGUST 18, 2020 TABLE OF CONTENTS Article 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions. 1 Section 1.02 Ot

July 30, 2020 EX-10.1

SEPARATION AGREEMENT

Exhibit 10.1 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (this “Agreement”) is made and entered into as of April 21, 2020, by and between Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), XHR Management, LLC, a Delaware limited liability company (“XHR Management”), XHR LP, a Delaware limited partnership (the “Partnership”), and Philip A. Wade (“Wade”). WHEREAS, Wade is curre

July 30, 2020 EX-99.1

XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2020 RESULTS

DATE: July 30, 2020 XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2020 RESULTS Orlando, FL – July 30, 2020 – Xenia Hotels & Resorts, Inc.

July 30, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ 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 ended to Commission file number 001-36594 Xenia Hote

July 30, 2020 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commiss

July 6, 2020 EX-10.1

AMENDMENT NO. 1 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

EX-10.1 2 d802854dex101.htm EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 1 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This AMENDMENT NO. 1 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of June 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A. (“JPMorgan”

July 6, 2020 EX-10.3

AMENDMENT NO. 3 TO TERM LOAN AGREEMENT

EX-10.3 4 d802854dex103.htm EX-10.3 Exhibit 10.3 AMENDMENT NO. 3 TO TERM LOAN AGREEMENT This AMENDMENT NO. 3 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of June 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, KEYBANK NATIONAL ASSOCIATION (“KeyBank”), in its capacity as administrative agent (the “Administrative Agent”)

July 6, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commiss

July 6, 2020 EX-99.1

XENIA HOTELS & RESORTS SUCCESSFULLY AMENDS CORPORATE CREDIT AGREEMENTS AND SECURED MORTGAGE LOANS

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE DATE: July 1 , 2020 XENIA HOTELS & RESORTS SUCCESSFULLY AMENDS CORPORATE CREDIT AGREEMENTS AND SECURED MORTGAGE LOANS Orlando, FL - July 1, 2020 - Xenia Hotels & Resorts, Inc. (NYSE: XHR) (“Xenia” or the “Company”) announced today that it has finalized amendments to each of its corporate credit agreements (the “Amendments”), including its $500 million sen

July 6, 2020 EX-10.4

AMENDMENT NO. 1 TO TERM LOAN AGREEMENT

EX-10.4 5 d802854dex104.htm EX-10.4 Exhibit 10.4 Execution Version AMENDMENT NO. 1 TO TERM LOAN AGREEMENT This AMENDMENT NO. 1 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of June 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, PNC BANK, NATIONAL ASSOCIATION (“PNC”), in its capacity as administrative agent (the “Adminis

July 6, 2020 EX-10.5

AMENDMENT NO. 3 TO TERM LOAN AGREEMENT

EX-10.5 Exhibit 10.5 AMENDMENT NO. 3 TO TERM LOAN AGREEMENT This AMENDMENT NO. 3 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of June 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, KEYBANK NATIONAL ASSOCIATION (“KeyBank”), in its capacity as administrative agent (the “Administrative Agent”) for the Lenders, and the Len

July 6, 2020 EX-10.2

AMENDMENT NO. 2 TO TERM LOAN AGREEMENT

EX-10.2 3 d802854dex102.htm EX-10.2 Exhibit 10.2 Execution Version AMENDMENT NO. 2 TO TERM LOAN AGREEMENT This AMENDMENT NO. 2 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of June 30, 2020, is by and among XHR LP, a Delaware limited partnership (the “Borrower”), the other Loan Parties party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), in its capacity as administrative age

June 8, 2020 EX-10.1

TIME-BASED LTIP UNIT AGREEMENT (2020)

TIME-BASED LTIP UNIT AGREEMENT (2020) This LTIP Unit Agreement (this “Agreement”), dated as of (the “Grant Date”), is made by and between Xenia Hotels & Resorts, Inc.

June 8, 2020 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

June 1, 2020 EX-99.1

Investor Presentation June 2020 Forward-Looking Statements 1 Xenia’s Portfolio Today Portfolio Characteristics Diversified Branding Key Portfolio Statistics • 39 • Hotels 11,245 15 • Rooms Brands • 16 25 States Markets Kimpton Hotel Palomar Philadelp

ex991xhrnareitjune2020 Investor Presentation June 2020 Forward-Looking Statements 1 Xenia’s Portfolio Today Portfolio Characteristics Diversified Branding Key Portfolio Statistics • 39 • Hotels 11,245 15 • Rooms Brands • 16 25 States Markets Kimpton Hotel Palomar Philadelphia Fairmont Dallas Waldorf Astoria Atlanta Buckhead Loews New Orleans 2 Geographic Diversification Hotels located across 25 unique lodging markets including the Sunbelt region, various drive-to leisure markets, and several gateway markets.

June 1, 2020 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 27, 2020 S-8

- S-8

As filed with the Securities and Exchange Commission on May 27, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Xenia Hotels & Resorts, Inc. (Exact name of registrant as specified in its charter) Maryland 20-0141677 (State or other jurisdiction of incorporation or organization) (I.R

May 19, 2020 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 19, 2020 EX-10.1

SECOND AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN

Exhibit 10.1 SECOND AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN THIS SECOND AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN (this “Second Amendment”), is made and adopted by the Board of Directors (the “Board”) of Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), on March 26,

May 19, 2020 EX-10.2

THIRD AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN

Exhibit 10.2 THIRD AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN THIS THIRD AMENDMENT TO XENIA HOTELS & RESORTS, INC., XHR HOLDING, INC. AND XHR LP 2015 INCENTIVE AWARD PLAN (this “Third Amendment”), dated as of April 30, 2020, is made and adopted by the Board of Directors (the “Board”) of Xenia Hotels & Resorts, Inc., a Maryland corporation (the

May 11, 2020 EX-10.3

PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT (2020)

Exhibit 10.3 PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT (2020) This Restricted Stock Unit Agreement (2020) (this “Agreement”), dated as of (the “Grant Date”), is made by and between Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), and (the “Participant”). WHEREAS, the Company maintains the Xenia Hotels & Resorts, Inc., XHR Holding, Inc. and XHR LP 2015 Incentive Award P

May 11, 2020 EX-10.4

TIME-BASED LTIP UNIT AGREEMENT (2020)

Exhibit 10.4 TIME-BASED LTIP UNIT AGREEMENT (2020) This LTIP Unit Agreement (this “Agreement”), dated as of (the “Grant Date”), is made by and between Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), XHR LP, a Delaware limited partnership (the “Partnership”), and (the “Participant”). WHEREAS, the Company, XHR Holding, Inc. and the Partnership maintain the Xenia Hotels & Resort

May 11, 2020 EX-10.5

CLASS A PERFORMANCE LTIP UNIT AGREEMENT (2020)

Exhibit 10.5 CLASS A PERFORMANCE LTIP UNIT AGREEMENT (2020) This Class A Performance LTIP Unit Agreement (2020) (this “Agreement”), dated as of (the “Grant Date”), is made by and between Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), XHR LP, a Delaware limited partnership (the “Partnership”), and (the “Participant”). WHEREAS, the Company and the Partnership maintain the Xeni

May 11, 2020 EX-10.2

TIME-BASED RESTRICTED STOCK UNIT AGREEMENT (2020)

Exhibit 10.2 TIME-BASED RESTRICTED STOCK UNIT AGREEMENT (2020) This Restricted Stock Unit Agreement (this “Agreement”), dated as of (the “Grant Date”), is made by and between Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), and (the “Participant”). WHEREAS, the Company maintains the Xenia Hotels & Resorts, Inc., XHR Holding, Inc. and XHR LP 2015 Incentive Award Plan (as amende

May 11, 2020 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commissi

May 11, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ 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 ended to Commission file number 001-36594 Xenia Hot

May 11, 2020 EX-99.1

XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2020 RESULTS

DATE: May 11, 2020 XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2020 RESULTS Orlando, FL – May 11, 2020 – Xenia Hotels & Resorts, Inc.

May 5, 2020 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

April 30, 2020 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

April 22, 2020 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

April 22, 2020 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES DEPARTURE OF CHIEF INVESTMENT OFFICER

FOR IMMEDIATE RELEASE DATE: April 21, 2020 XENIA HOTELS & RESORTS ANNOUNCES DEPARTURE OF CHIEF INVESTMENT OFFICER Orlando, FL - April 21, 2020 - Xenia Hotels & Resorts, Inc.

April 17, 2020 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

April 17, 2020 EX-99.1

XENIA HOTELS & RESORTS PROVIDES TRANSACTION AND OPERATIONS UPDATE

FOR IMMEDIATE RELEASE DATE: April 17, 2020 XENIA HOTELS & RESORTS PROVIDES TRANSACTION AND OPERATIONS UPDATE Orlando, FL - April 17, 2020 - Xenia Hotels & Resorts, Inc.

April 6, 2020 DEFA14A

XHR / Xenia Hotels & Resorts Inc. DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

April 6, 2020 DEF 14A

Definitive Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

March 31, 2020 EX-99.1

XENIA HOTELS & RESORTS PROVIDES BUSINESS UPDATE

FOR IMMEDIATE RELEASE DATE: March 31, 2020 XENIA HOTELS & RESORTS PROVIDES BUSINESS UPDATE Orlando, FL - March 31, 2020 - Xenia Hotels & Resorts, Inc.

March 31, 2020 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

March 17, 2020 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

March 11, 2020 EX-99.1

XENIA HOTELS & RESORTS WITHDRAWS FULL-YEAR 2020 GUIDANCE AND PROVIDES UPDATE ON COVID-19 IMPACT

FOR IMMEDIATE RELEASE DATE: March 11, 2020 XENIA HOTELS & RESORTS WITHDRAWS FULL-YEAR 2020 GUIDANCE AND PROVIDES UPDATE ON COVID-19 IMPACT Orlando, FL - March 11, 2020 - Xenia Hotels & Resorts, Inc.

March 11, 2020 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commis

March 4, 2020 EX-99.1

XENIA HOTELS & RESORTS ANNOUNCES AGREEMENT TO SELL SEVEN-HOTEL PORTFOLIO FOR $483 MILLION

DATE: March 4, 2020 XENIA HOTELS & RESORTS ANNOUNCES AGREEMENT TO SELL SEVEN-HOTEL PORTFOLIO FOR $483 MILLION Orlando, FL - March 4, 2020 - Xenia Hotels & Resorts, Inc.

March 4, 2020 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Commiss

February 25, 2020 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 ended to Commission file number 001-36594 Xenia Hotels &

February 25, 2020 EX-4.1

DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 4.1 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a brief description of the securities of Xenia Hotels & Resorts, Inc. (“our company,” “we,” “us” or “our”) registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following description of our capital stoc

February 25, 2020 EX-3.6

XENIA HOTELS & RESORTS, INC. FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED BYLAWS (effective February 19, 2020)

Exhibit 3.6 XENIA HOTELS & RESORTS, INC. FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED BYLAWS (effective February 19, 2020) As unanimously approved by the Board of Directors, effective as of February 19, 2020, the Second Amended and Restated Bylaws of Xenia Hotels & Resorts, Inc. (the “Bylaws”) are amended as follows. 1. Article XV (Amendment of Bylaws) is hereby deleted in its entirety and r

February 25, 2020 EX-10.15

Xenia Hotels & Resorts, Inc. Retirement Policy Effective as of February 18, 2020 Article 1 INTRODUCTION

Exhibit 10.15 Xenia Hotels & Resorts, Inc. Retirement Policy Effective as of February 18, 2020 Article 1 INTRODUCTION Xenia Hotels & Resorts, Inc., a Maryland corporation (the “Company”), is establishing this Xenia Hotels & Resorts, Inc. Retirement Policy (as amended from time to time as provided below, the “Retirement Policy”), effective as of February 18, 2020 (the “Effective Date”) to provide f

February 25, 2020 EX-10.1

XENIA HOTELS & RESORTS, INC. DIRECTOR COMPENSATION PROGRAM (AS AMENDED AND RESTATED AS OF FEBRUARY 19, 2020)

Exhibit 10.11 XENIA HOTELS & RESORTS, INC. DIRECTOR COMPENSATION PROGRAM (AS AMENDED AND RESTATED AS OF FEBRUARY 19, 2020) This Xenia Hotels & Resorts, Inc. (the “Company”) Director Compensation Program (this “Program”) for non-employee directors of the Company (the “Directors”) shall be effective as of January 1, 2020 (the “Effective Date”). Cash Compensation Annual base retainers will be paid in

February 25, 2020 EX-21.1

Entity Name Domestic Jurisdiction 131 East Redwood (Landlord), LLC Maryland 131 East Redwood (Tenant), LLC Maryland 14 Barnard Street Condominium Association, Inc. Georgia 3376 Peachtree Road Master Condominium Association, Inc. Georgia Block 95 Unit

Exhibit 21.1 Entity Name Domestic Jurisdiction 131 East Redwood (Landlord), LLC Maryland 131 East Redwood (Tenant), LLC Maryland 14 Barnard Street Condominium Association, Inc. Georgia 3376 Peachtree Road Master Condominium Association, Inc. Georgia Block 95 Unit 2 Condominiums Association, Inc. Colorado IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA

February 24, 2020 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2020 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Com

February 24, 2020 EX-99.1

XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2019 RESULTS, AND PROVIDES 2020 GUIDANCE

DATE: February 24, 2020 XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2019 RESULTS, AND PROVIDES 2020 GUIDANCE Orlando, FL – February 24, 2020 – Xenia Hotels & Resorts, Inc.

February 11, 2020 SC 13G/A

XHR / Xenia Hotels & Resorts Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Xenia Hotels & Resorts Inc Title of Class of Securities: REIT CUSIP Number: 984017103 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ 

January 27, 2020 SC 13G/A

XHR / Xenia Hotels & Resorts Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Xenia Hotels & Resorts, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 984017103 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

October 31, 2019 EX-99.1

XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2019 RESULTS

DATE: October 31, 2019 XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2019 RESULTS Orlando, FL – October 31, 2019 – Xenia Hotels & Resorts, Inc.

October 31, 2019 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2019 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-36594 20-0141677 (State or Other Jurisdiction of Incorporation) (Comm

October 31, 2019 EX-10.1

FIRST AMENDMENT TO THE FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF XHR LP (a Delaware limited partnership) October 30, 2019

Exhibit 10.1 FIRST AMENDMENT TO THE FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF XHR LP (a Delaware limited partnership) October 30, 2019 Pursuant to Article XI of the Fourth Amended and Restated Agreement of Limited Partnership of XHR LP (the “Partnership Agreement”), XHR GP, Inc., a Delaware corporation, as the General Partner (as defined in the Partnership Agreement), hereby

October 31, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ 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 ended to Commission file number 001-36594 Xenia

August 1, 2019 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2019 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-36594 (Commission File N

August 1, 2019 EX-99.1

XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2019 RESULTS

DATE: August 1, 2019 XENIA HOTELS & RESORTS REPORTS SECOND QUARTER 2019 RESULTS Orlando, FL – August 1, 2019 – Xenia Hotels & Resorts, Inc.

August 1, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ 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 ended to Commission file number 001-36594 Xenia Hote

May 21, 2019 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2019 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-36594 (Commission File Num

May 2, 2019 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2019 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-36594 (Commission File Numb

May 2, 2019 EX-99.1

XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2019 RESULTS

DATE: May 2, 2019 XENIA HOTELS & RESORTS REPORTS FIRST QUARTER 2019 RESULTS Orlando, FL – May 2, 2019 – Xenia Hotels & Resorts, Inc.

May 2, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hot

April 8, 2019 DEFA14A

XHR / Xenia Hotels & Resorts Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

April 8, 2019 DEF 14A

XHR / Xenia Hotels & Resorts Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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

February 27, 2019 EX-99.1

Hyatt Regency Grand Cypress Park Hyatt Aviara Resort, Golf Club & Spa Royal Palms Resort & Spa The Ritz-Carlton, Denver Hyatt Regency Scottsdale Resort & Spa Fairmont Pittsburgh The Ritz-Carlton, Pentagon City Investor Presentation February 2019 Forw

xhripfebruary2019 Hyatt Regency Grand Cypress Park Hyatt Aviara Resort, Golf Club & Spa Royal Palms Resort & Spa The Ritz-Carlton, Denver Hyatt Regency Scottsdale Resort & Spa Fairmont Pittsburgh The Ritz-Carlton, Pentagon City Investor Presentation February 2019 Forward-Looking Statements 2 Transaction-Oriented Mindset Focus on diversification, quality, and portfolio enhancement Corporate Conserv

February 27, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2019 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-36594 (Commission Fil

February 26, 2019 EX-99.1

XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS, AND PROVIDES 2019 GUIDANCE

DATE: February 26, 2019 XENIA HOTELS & RESORTS REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS, AND PROVIDES 2019 GUIDANCE Orlando, FL – February 26, 2019 – Xenia Hotels & Resorts, Inc.

February 26, 2019 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2019 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-36594 (Commission Fil

February 26, 2019 EX-21.1

Entity Name Domestic Jurisdiction 131 East Redwood (Landlord), LLC Maryland 131 East Redwood (Tenant), LLC Maryland Evanston Hotel Associates, LLC Delaware Evanston Lessee, LLC Delaware IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexa

Exhibit 21.1 Entity Name Domestic Jurisdiction 131 East Redwood (Landlord), LLC Maryland 131 East Redwood (Tenant), LLC Maryland Evanston Hotel Associates, LLC Delaware Evanston Lessee, LLC Delaware IA Lodging Alexandria King TRS, L.L.C. Delaware IA Lodging Alexandria King, L.L.C. Delaware IA Lodging Atlanta Waverly TRS, L.L.C. Delaware IA Lodging Atlanta Waverly, L.L.C. Delaware IA Lodging Austin

February 26, 2019 10-K

XHR / Xenia Hotels & Resorts Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) þ 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia Hotels &

February 12, 2019 SC 13G

XHR / Xenia Hotels & Resorts Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Xenia Hotels & Resorts, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 984017103 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

February 11, 2019 SC 13G/A

XHR / Xenia Hotels & Resorts Inc. / VANGUARD GROUP INC Passive Investment

xeniahotelsresortsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: Xenia Hotels & Resorts Inc Title of Class of Securities: REIT CUSIP Number: 984017103 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate

January 31, 2019 SC 13G/A

XHR / Xenia Hotels & Resorts Inc. / VANGUARD SPECIALIZED FUNDS Passive Investment

xeniahotelsresortsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:3 )* Name of issuer: Xenia Hotels & Resorts Inc Title of Class of Securities: REIT CUSIP Number: 984017103 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate

November 28, 2018 EX-3.1

XENIA HOTELS & RESORTS, INC. SECOND AMENDED & RESTATED BYLAWS ARTICLE I

Exhibit 3.1 XENIA HOTELS & RESORTS, INC. SECOND AMENDED & RESTATED BYLAWS ARTICLE I OFFICES Section 1.PRINCIPAL OFFICE. The principal office of the Corporation in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2.ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executive office, at such places as the Board

November 28, 2018 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2018 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-36594 (Commission Fil

November 5, 2018 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2018 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-36594 (Commission File

November 5, 2018 EX-99.1

XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2018 RESULTS

DATE: November 5, 2018 XENIA HOTELS & RESORTS REPORTS THIRD QUARTER 2018 RESULTS Orlando, FL – November 5, 2018 – Xenia Hotels & Resorts, Inc.

November 5, 2018 10-Q

XHR / Xenia Hotels & Resorts Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended to Commission file number 001-36594 Xenia

August 2, 2018 8-K

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2018 Xenia Hotels & Resorts, Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-36594 (Commission File N

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