{"url_path":"/sec/iht/10-k/2026/item-16","section_key":"item-16","section_title":"Item 16 FORM 10-K SUMMARY","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-05-19","source_url":"https://www.sec.gov/Archives/edgar/data/82473/0001493152-26-024361-index.html","accession_number":"0001493152-26-024361","cik":"0000082473","ticker":"IHT","issuer_name":"INNSUITES HOSPITALITY TRUST","edgar_url":"https://www.sec.gov/Archives/edgar/data/82473/0001493152-26-024361-index.html","primary_entity_key":"0000082473","primary_entity_name":"INNSUITES HOSPITALITY TRUST"},"word_count":2457,"has_tables":true,"body_markdown":"Item\n16. FORM 10-K SUMMARY\n\n \n\nNone.\n\n \n\n**Exhibit**\n\n**Number**\n\n \n**Exhibit**\n\n3.1\n \n[Second Amended and Restated Declaration of Trust of InnSuites Hospitality Trust, dated June 16, 1998, as further amended on July 12, 1999 (incorporated by reference to Exhibit 3.1 of the Registrant’s Annual Report on Form 10-K for the Fiscal Year ended January 31, 2005, filed with the Securities and Exchange Commission on May 16, 2005).](https://www.sec.gov/Archives/edgar/data/82473/000110465905023903/a05-7650_1ex3d1.htm)\n\n \n \n \n\n10.1\n \n[Second Amended and Restated Agreement of Limited Partnership of RRF Limited Partnership, dated March 24, 2014 (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on March 26, 2014).](https://www.sec.gov/Archives/edgar/data/82473/000143774914005130/ex10-2.htm)\n\n \n \n \n\n10.2*\n \n[Form of Indemnification Agreement between InnSuites Hospitality Trust and each Trustee and executive officer (incorporated by reference to Exhibit 10.3 of the Registrant’s Annual Report on Form 10-K/A for the Fiscal Year ended January 31, 2006, filed with the Securities and Exchange Commission on May 12, 2006).](https://www.sec.gov/Archives/edgar/data/82473/000008247306000017/ex-10d3.htm)\n\n \n \n \n\n10.3*\n \n[InnSuites Hospitality Trust 1997 Stock Incentive and Option Plan (incorporated by reference to Exhibit 4(a) of the Registrant’s Registration Statement on Form S-8, filed with the Securities and Exchange Commission on September 18, 2000).](https://www.sec.gov/Archives/edgar/data/82473/000110465900500017/0001104659-00-500017-0002.txt)\n\n \n \n \n\n10.5*\n \n[InnSuites Hospitality Trust 2017 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on January 31, 2018).](https://www.sec.gov/Archives/edgar/data/82473/000149315218001317/ex10-1.htm)\n\n \n\n60\n\n \n\n \n\n**Exhibit**\n\n**Number**\n\n \n**Exhibit**\n\n10.6*\n \n[Form of Nonqualified Stock Option Agreement under the InnSuites Hospitality Trust 2017 Equity Incentive Plan (incorporated by reference to Exhibit 4.3 of the Registrant’s Registration Statement on Form S-8, filed with the Securities and Exchange Commission on January 31, 2018).](https://www.sec.gov/Archives/edgar/data/82473/000149315218001320/ex4-3.htm)\n\n \n \n \n\n10.7*\n \n[Form of Restricted Share Agreement under the InnSuites Hospitality Trust 2017 Equity Incentive Plan (incorporated by reference to Exhibit 4.4 of the Registrant’s Registration Statement on Form S-8, filed with the Securities and Exchange Commission on January 31, 2018).](https://www.sec.gov/Archives/edgar/data/82473/000149315218001320/ex4-4.htm)\n\n \n \n \n\n10.21\n \n[Albuquerque Suite Hospitality LLC Restructuring Agreement, dated August 30, 2010, by and among RRF Limited Partnership, Rare Earth Financial, LLC, InnSuites Hospitality Trust, James F. Wirth, and Albuquerque Suite Hospitality LLC (incorporated by reference to Exhibit 10.2 of the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 31, 2010, filed with the Securities and Exchange Commission on September 3, 2010).](https://www.sec.gov/Archives/edgar/data/82473/000008247310000008/ex_10d2.htm)\n\n \n \n \n\n10.22\n \n[Addendum to Albuquerque Suite Hospitality LLC Amended Restructuring Agreement, dated December 9, 2013, by and among RRF Limited Partnership, Rare Earth Financial, LLC, InnSuites Hospitality Trust, James F. Wirth, and Albuquerque Suite Hospitality LLC (incorporated by reference to Exhibit 10.21 of the Registrant’s Annual Report on Form 10-K for the Fiscal Year ended January 31, 2016, filed with the Securities and Exchange Commission on April 29, 2016).](https://www.sec.gov/Archives/edgar/data/82473/000149315216009294/ex10-21.htm)\n\n \n \n \n\n10.23\n \n[Tucson Hospitality Properties LP Restructuring Agreement, dated February 17, 2011, by and among Rare Earth Financial, LLC, RRF Limited Partnership, InnSuites Hospitality Trust, Tucson Hospitality Properties LP, and James F. Wirth (incorporated by reference to Exhibit 10.8 of the Registrant’s Annual Report on Form 10-K for the Fiscal Year ended January 31, 2011, filed with the Securities and Exchange Commission on April 29, 2011).](https://www.sec.gov/Archives/edgar/data/82473/000008247311000002/ex10d8.htm)\n\n \n \n \n\n10.24\n \n[Tucson Hospitality Properties LLLP Updated Restructuring Agreement, dated as of October 1, 2013, by and among Rare Earth Financial, LLC, RRF Limited Partnership, InnSuites Hospitality Trust, and Tucson Hospitality Properties LLLP (incorporated by reference to Exhibit 10.2 of the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 2013, filed with Securities and Exchange Commission on December 6, 2013).](https://www.sec.gov/Archives/edgar/data/82473/000143774913015764/ex10-2.htm)\n\n \n \n \n\n10.27\n \n[Agreement for Purchase and Sale and Escrow Instructions, dated October 15, 2014, by and between Tucson Hospitality Properties, LLLP and Joseph R. Cesare and Hugh M. Caldwell, Jr., acting in his capacity as Trustee of Trust B under the Hugh M. and SallyAnn Caldwell Trust (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on October 21, 2014).](https://www.sec.gov/Archives/edgar/data/82473/000143774914018590/ex10-1.htm)\n\n \n \n \n\n10.28\n \n[Deed of Trust, dated November 18, 2014, by and among Tucson Hospitality Properties, LLLP, as Trustor, and Kansas State Bank of Manhattan, as Lender (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 26, 2014).](https://www.sec.gov/Archives/edgar/data/82473/000143774914021436/ex10-2.htm)\n\n \n \n \n\n10.29\n \n[Promissory Note, dated November 18, 2014, executed by Tucson Hospitality Properties, LLLP, as Borrower, in favor of Kansas State Bank of Manhattan, as Lender (incorporated by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 26, 2014).](https://www.sec.gov/Archives/edgar/data/82473/000143774914021436/ex10-3.htm)\n\n \n \n \n\n10.31\n \n[Promissory Demand Note, dated December 29, 2014, executed by InnSuites Hospitality Trust and RRF Limited Partnership, as Borrowers, in favor of Guy C. Hayden, III, as Lender (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on January 5, 2015).](https://www.sec.gov/Archives/edgar/data/82473/000143774915000210/ex10-1.htm)\n\n \n \n \n\n10.32\n \n[Demand/Revolving Line of Credit/Promissory Note, dated December 1, 2014, executed by InnSuites Hospitality Trust and its affiliates, as Borrowers, in favor of Rare Earth Financial, LLC and its affiliates, as Lenders (incorporated by reference to Exhibit 10.41 of the Registrant’s Annual Report on Form 10-K for the Fiscal Year ended January 31, 2015, filed with the Securities and Exchange Commission on April 30, 2015).](https://www.sec.gov/Archives/edgar/data/82473/000143774915008493/ex10-41.htm)\n\n \n \n \n\n10.35\n \n[Securities Purchase Agreement, dated November 30, 2015, by and between InnSuites Hospitality Trust and Rare Earth Financial, LLC (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 3, 2015).](https://www.sec.gov/Archives/edgar/data/82473/000149315215006037/ex10-1.htm)\n\n \n \n \n\n10.36\n \n[Securities Purchase Agreement, dated December 22, 2015, by and between InnSuites Hospitality Trust and Charles Strickland (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 23, 2015).](https://www.sec.gov/Archives/edgar/data/82473/000149315215006391/ex10-1.htm)\n\n \n\n61\n\n \n\n \n\n**Exhibit**\n\n**Number**\n\n \n**Exhibit**\n\n10.37\n \n[Securities Purchase Agreement, dated December 22, 2015, by and between InnSuites Hospitality Trust and Rare Earth Financial, LLC (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 23, 2015).](https://www.sec.gov/Archives/edgar/data/82473/000149315215006391/ex10-2.htm)\n\n \n \n \n\n10.38\n \n[Line of Credit/Promissory Note, dated December 22, 2015, by and between InnSuites Hospitality Trust, as Lender, and Tempe/Phoenix Airport Resort, LLC, as Borrower, and Line of Credit/Promissory Note, dated December 22, 2015, by and between InnSuites Hospitality Trust, as Lender, and Phoenix Northern Resort LLC, as Borrower (incorporated by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 23, 2015).](https://www.sec.gov/Archives/edgar/data/82473/000149315215006391/ex10-3.htm)\n\n \n \n \n\n10.40\n \n[Securities Purchase Agreement, dated January 28, 2016, by and between InnSuites Hospitality Trust and Guy Hayden, III and Rare Earth Financial, LLC (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on February 2, 2016).](https://www.sec.gov/Archives/edgar/data/82473/000149315216007093/ex10-1.htm)\n\n \n \n \n\n10.42\n \n[Business Loan and Security Agreement, dated September 20, 2016, executed by Albuquerque Suite Hospitality L.L.C., as Borrower, in favor of American Express Bank, FSB, as Lender (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 23, 2016).](https://www.sec.gov/Archives/edgar/data/82473/000149315216013537/ex10-1.htm)\n\n \n \n \n\n10.44\n \n[Eight Promissory Demand Notes, dated December 5, 2016, executed by InnSuites Hospitality Trust and RRF Limited Partnership, as Borrower, in favor of H. W. Hayes Trust, as Lender, and two Promissory Demand Notes, dated December 5, 2016, executed by InnSuites Hospitality Trust and RRF Limited Partnership, as Borrower, in favor of Lita M. Sweitzer, as Lender (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 8, 2016).](https://www.sec.gov/Archives/edgar/data/82473/000149315216015774/ex10-1.htm)\n\n \n \n \n\n10.45\n \n[Business Loan and Security Agreement, dated December 19, 2016, executed by Tucson Hospitality Properties, LLLP, as Borrower, in favor of American Express Bank, FSB, as Lender (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 21, 2016).](https://www.sec.gov/Archives/edgar/data/82473/000149315216016108/ex10-1.htm)\n\n \n \n \n\n10.48\n \n[Securities Purchase Agreement, dated February 28, 2017, by and between InnSuites Hospitality Trust and Charles Strickland and Rare Earth Financial, LLC (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on March 6, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217002162/ex10-1.htm)\n\n \n \n \n\n10.49\n \n[Securities Purchase Agreement, dated May 4, 2017, by and among InnSuites Hospitality Trust, Rare Earth Financial, LLC and Charles E. Strickland (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 12, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217005087/ex10-1.htm)\n\n \n \n \n\n10.53\n \n[Albuquerque Suite Hospitality Restructuring Agreement – Second Addendum, dated June 19, 2017, executed by InnSuites Hospitality Trust, as Majority Owner, and Rare Earth Financial, LLC, Administrative Member (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K/A filed with the Securities and Exchange Commission on June 22, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217007030/ex10-1.htm)\n\n \n \n \n\n10.54\n \n[Line of Credit / Promissory Note Change in Terms Agreement, dated June 19, 2017, executed by Tempe/Phoenix Airport Resort, LLC, as Borrower, in favor of InnSuites Hospitality Trust, as Lender (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K/A filed with the Securities and Exchange Commission on June 22, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217007030/ex10-2.htm)\n\n \n\n62\n\n \n\n \n\n**Exhibit**\n\n**Number**\n\n \n**Exhibit**\n\n10.55\n \n[Demand / Revolving Line of Credit / Promissory Note Change in Terms Agreement, dated June 19, 2017, executed by Rare Earth Financial, LLC. as Borrower, in favor of InnSuites Hospitality Trust, as Lender (incorporated by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K/A filed with the Securities and Exchange Commission on June 22, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217007030/ex10-3.htm)\n\n \n \n \n\n10.56\n \n[Line of Credit / Promissory Note Change in Terms Agreement, dated June 19, 2017, executed by Phoenix Northern Resort, LLC, as Borrower, in favor of InnSuites Hospitality Trust, as Lender (incorporated by reference to Exhibit 10.4 of the Registrant’s Current Report on Form 8-K/A filed with the Securities and Exchange Commission on June 22, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217007030/ex10-4.htm)\n\n \n \n \n\n10.57\n \n[Business Loan Agreement, dated June 29, 2017, executed by Tucson Hospitality Properties, LLLP, as Borrower, in favor of KS State Bank, as Lender (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217007528/ex10-1.htm)\n\n \n \n \n\n10.58\n \n[Securities Purchase Agreement, dated July 10, 2017, by and between InnSuites Hospitality Trust and three individuals and Assignment of Partnership Interest Agreements, dated July 10, 2017, by and between RRF Limited Partnership and five individuals (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 10-K filed with the Securities and Exchange Commission on July 13, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217007761/ex10-1.htm)\n\n \n \n \n\n10.59\n \n[Three Promissory Note Agreements, dated July 10, 2017, by and between InnSuites Hospitality Trust and three individuals and Five Promissory Note Agreements, dated July 10, 2017, by and between RRF Limited Partnership and five individuals (incorporated herein by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 13, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217007761/ex10-2.htm)\n\n \n \n \n\n10.60\n \n[Revolving Line of Credit – Promissory Demand Note, dated July 18, 2017, by and between InnSuites Hospitality Trust and RRF Limited Partnership and Chinita Hayden, as Lender, and Promissory Demand Note – Amendment # 1, dated July 18, 2017, between RRF Limited Partnership and Guy Hayden, III, as Lender (incorporated herein by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 24, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217008125/ex10-1.htm)\n\n \n \n \n\n10.61\n \n[Promissory Note, dated August 24, 2017, executed by InnSuites Hospitality Trust, as Borrower, in favor of RepublicBankAz, N.A., as Lender (incorporated herein by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 5, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217010232/ex10-1.htm)\n\n \n \n \n\n10.63\n \n[Business Loan Agreement, dated October 31, 2017, by and between Tucson Hospitality Properties LLLP, as the Borrower, and Republic Bank of Arizona, as the Lender (incorporated herein by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 2, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217012353/ex10-2.htm)\n\n \n \n \n\n10.64\n \n[Business Loan Agreement, dated October 31, 2017, by and between Albuquerque Suite Hospitality LLC, as the Borrower, and Republic Bank of Arizona, as the Lender (incorporated herein by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 2, 2017).](https://www.sec.gov/Archives/edgar/data/82473/000149315217012353/ex10-3.htm)\n\n \n \n \n\n10.65\n \n[Purchase and Sale Agreement by and between 102037739 LTD and Rare Earth Limited Partnership (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 21, 2018).](https://www.sec.gov/Archives/edgar/data/82473/000149315218012434/ex10-1.htm)\n\n \n\n63\n\n \n\n \n\n**Exhibit**\n\n**Number**\n\n \n**Exhibit**\n\n11.05\n \n[Appointment of CFO Sylvin R, Lange by InnSuites Hospitality Trust (Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers on Form 8-K, filed with the Securities and Exchange Commission September 9, 2020).](https://www.sec.gov/Archives/edgar/data/82473/000149315220017779/form8-k.htm)\n\n \n \n \n\n21\n \n[Subsidiaries of the Registrant.](ex21.htm)\n\n \n \n \n\n22\n \n[Consent of BCRG Group, CPAS](ex22.htm)\n\n \n \n \n\n31.1\n \n[Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.](ex31-1.htm)\n\n \n \n \n\n31.2\n \n[Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.](ex31-2.htm)\n\n \n \n \n\n32.1**\n \n[Certification of Chief Executive Officer required by Section 906 of the Sarbanes-Oxley Act of 2002.](ex32-1.htm)\n\n \n \n \n\n32.2**\n \n[Certification of Chief Financial Officer required by Section 906 of the Sarbanes-Oxley Act of 2002.](ex32-2.htm)\n\n \n \n \n\n101\n \nInline\nXBRL Exhibits\n\n \n \n \n\n101.INS\n \nInline\nXBRL Instance Document.\n\n \n \n \n\n101.SCH\n \nInline\nXBRL Schema Document.\n\n \n \n \n\n101.CAL\n \nInline\nXBRL Calculation Linkbase Document.\n\n \n \n \n\n101.LAB\n \nInline\nXBRL Labels Linkbase Document.\n\n \n \n \n\n101.PRE\n \nInline\nXBRL Presentation Linkbase Document.\n\n \n \n \n\n101.DEF\n \nInline\nXBRL Definition Linkbase Document.\n\n \n \n \n\n104\n \nCover\nPage Interactive Data File (embedded within the Inline XBRL document)\n\n \n\n \n*\nManagement\ncontract or compensatory plan or arrangement.\n\n \n \n \n\n \n**\nFurnished\nherewith (not filed**)**\n\n \n\n64\n\n \n\n \n\nSIGNATURES\n\n \n\nPursuant\nto the requirements of Section 13 or 15(d) of Securities Exchange Act of 1934, as amended, the Trust has duly caused this report to be\nsigned on its behalf by the undersigned, thereunto duly authorized.\n\n \n\n \nINNSUITES\nHOSPITALITY TRUST\n\n \n \n\nDated:\nMay 15, 2026\nBy:\n*/s/\nJames F. Wirth*\n\n \n \n\nJames\nF. Wirth, Chairman and\n\nChief\nExecutive Officer\n\n(Principal\nExecutive Officer)\n\n \n \n \n\nDated:\nMay 15, 2026\nBy:\n*/s/\nSylvin Lange*\n\n \n \n\nSylvin\nLange, Chief Financial Officer and Director of Finance\n\n(Principal\nFinancial and Accounting Officer)\n\n \n\nPursuant\nto the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on\nbehalf of the Trust and in the capacities and on the dates indicated.\n\n \n\nDated:\nMay 15, 2026\nBy:\n*/s/\nJames F. Wirth*\n\n \n \n\nJames\nF. Wirth, Chairman and\n\nChief\nExecutive Officer\n\n(Principal\nExecutive Officer)\n\n \n \n \n\nDated:\nMay 15, 2026\nBy:\n*/s/\nSylvin Lange*\n\n \n \n\nSylvin\nLange, Chief Financial Officer and Director of Finance\n\n(Principal\nFinancial and Accounting Officer)\n\n \n \n \n\nDated:\nMay 15, 2026\nBy:\n*/s/\nMarc E. Berg*\n\n \n \nMarc\nE. Berg, Trustee\n\n \n \n \n\nDated:\nMay 15, 2026\nBy:\n*/s/\nSteven S. Robson*\n\n \n \nSteven\nS. Robson, Trustee\n\n \n \n \n\nDated:\nMay 15, 2026\nBy:\n*/s/\nLes Kutasi*\n\n \n \nLes\nKutasi, Trustee\n\n \n \n \n\nDated:\nMay 15, 2026\nBy:\n*/s/\nMichael G. Marchi*\n\n \n \nMichael\nG. Marchi, Trustee\n\n \n\n65"}