Filed Pursuant to Rule 424(b)(3)
 Registration No. 333-260442
Prospectus Supplement No. 7
(To Prospectus dated November 2, 2021 as amended by
Prospectus Supplement No. 1 dated November 8, 2021
Prospectus Supplement No. 2 dated November 17, 2021
Prospectus Supplement No. 3 dated November 23, 2021
Prospectus Supplement No. 4 dated December 17, 2021
Prospectus Supplement No. 5 dated December 28, 2021 and
Prospectus Supplement No. 6 dated January 6, 2022)

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ASHFORD HOSPITALITY TRUST, INC.

This is Prospectus Supplement No. 7 (this “Prospectus Supplement”) to our Prospectus, dated November 2, 2021, as amended by Prospectus Supplement No. 1, dated November 8, 2021, Prospectus Supplement No. 2, dated November 17, 2021, Prospectus Supplement No. 3, dated November 23, 2021, Prospectus Supplement No. 4, dated December 17, 2021, Prospectus Supplement No. 5, dated December 28, 2021 and Prospectus Supplement No. 6, dated January 6, 2022 (the “Prospectus”), relating to the offer and sale of up to 1,745,260 shares of common stock, par value $0.01 (“Common Stock”), of Ashford Hospitality Trust, Inc. (the “Company”), by Oaktree Capital Management, L.P. Terms used but not defined in this Prospectus Supplement have the meanings ascribed to them in the Prospectus.

We have attached to this Prospectus Supplement our current report on Form 8-K filed January 18, 2022. The attached information updates and supplements, and should be read together with, the Prospectus, as supplemented from time to time.

Investing in our Common Stock involves a high degree of risk. You should review carefully the risks and uncertainties described under the heading “Risk Factors” beginning on page 16 of the Prospectus, and under similar headings in any amendments or supplements to the Prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of the Prospectus. Any representation to the contrary is a criminal offense.

The date of this Prospectus Supplement is January 18, 2022.



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 18, 2022

ASHFORD HOSPITALITY TRUST, INC.
(Exact name of registrant as specified in its charter)

Maryland 001-31775 86-1062192
(State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS employer identification number)
14185 Dallas Parkway, Suite 1200
Dallas
Texas 75254
(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (972) 490-9600

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14-a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company    
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock AHT New York Stock Exchange
Preferred Stock, Series D AHT-PD New York Stock Exchange
Preferred Stock, Series F AHT-PF New York Stock Exchange
Preferred Stock, Series G AHT-PG New York Stock Exchange
Preferred Stock, Series H AHT-PH New York Stock Exchange
Preferred Stock, Series I AHT-PI New York Stock Exchange



ITEM 8.01     OTHER EVENTS.
As previously disclosed, in June 2020, Ashford Hospitality Trust, Inc. (the “Company” or “Ashford Trust”), Braemar Hotels & Resorts Inc. (“Braemar”), Ashford Inc., and Lismore Capital II LLC, a subsidiary of Ashford Inc., each received an administrative subpoena from the staff of the Securities and Exchange Commission (the “SEC”).

On January 18, 2022, the Company issued a press release announcing that, on January 11, 2022, the Company received a letter from the staff of the SEC stating that the SEC’s investigation is concluded, and that the SEC enforcement staff does not intend to recommend any action by the SEC against Ashford Trust. The press release also states that Braemar and Ashford Inc. also each received a letter stating that the SEC’s investigation is concluded, and that the SEC enforcement staff does not intend to recommend any action against the respective company. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS.

(d)    Exhibits
Exhibit Number        Description

104    Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)







SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



ASHFORD HOSPITALITY TRUST, INC.
Dated: January 18, 2022 By: /s/ Alex Rose
Alex Rose
Executive Vice President, General Counsel & Secretary


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