SOTHERLY HOTELS LP (NASDAQ:SOHOM) Files An 8-K Other Events

Item 8.01 Other Events.

Stock Repurchase Program

On December 2, 2016, Sotherly Hotels Inc., a Maryland corporation
(the Company) announced that its Board of Directors authorized a
stock repurchase program under which the Company may purchase up
to $10.0 million of its outstanding common stock, par value $0.01
per share, at prevailing prices on the open market or in
privately negotiated transaction, at the discretion of
management.The Company expects to use available working capital
to fund purchases under the stock repurchase program and intends
to complete the repurchase program prior to December 31, 2017,
unless extended by the Board of Directors.

The shares will be purchased from time to time at prevailing
market prices, through open market or privately negotiated
transactions, depending upon market conditions and may be made to
one or more plans established to Rule 10b5-1 under the Securities
Exchange Act, as amended.Under the program, the purchases will be
funded from available working capital, and the repurchased shares
will be returned to the status of authorized but unissued shares
of common stock.There is no guarantee as to the exact number of
shares that will be repurchased by the Company, and the Company
may discontinue purchases at any time that management determines
additional purchases are not warranted.As of November 8, 2016,
the Company had approximately 14.9 million shares outstanding.

A copy of the Press Release announcing the stock repurchase
program is furnished as Exhibit 99.1 to this report and is
incorporated by reference herein.

Supplemental Federal Income Tax Considerations

If, to the stock repurchase program, we purchase shares of our
stock held by a U.S. stockholder, such U.S. stockholder will be
treated as having sold the shares if (1) all of the U.S.
stockholders shares of our stock are purchased by us (after
taking into consideration certain ownership attribution rules) or
(2) such purchase by us is either (i) not essentially equivalent
to a dividend or (ii) substantially disproportionate.If a
purchase of shares to the stock repurchase program is not treated
as a sale of the shares, it will be treated as a distribution
made with respect to the U.S. stockholders stock. U.S.
stockholders should consult with their own tax advisors regarding
the taxation of any purchase of shares of our stock by us.

Employee Stock Ownership Plan

The Company intends to establish an Employee Stock Ownership Plan
(the ESOP).The ESOP will purchase and hold for the benefit of the
Companys employees shares of the Companys outstanding common
stock.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

About SOTHERLY HOTELS LP (NASDAQ:SOHOM)