Sec Form 4 Filing - Hays J Robison III @ Ashford Inc. - 2020-03-11

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Hays J Robison III 2. Issuer Name and Ticker or Trading Symbol Ashford Inc. [ AINC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Co-President and CSO (Last) (First) (Middle) 14185 DALLAS PARKWAY, SUITE 1100 3. Date of Earliest Transaction (MM/DD/YY) 03/11/2020 (Street) DALLAS, TX75254 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/11/2020 A( 1 ) 25,000 A ( 1 ) $ 0 42,263 ( 2 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Options (right to purchase) $ 61.12 02/27/2022 02/27/2029 Common Stock 35,000 35,000 D Stock Options (right to purchase) $ 94.96 03/14/2021 03/14/2028 Common Stock 27,451 27,451 D Stock Options (right to purchase) $ 57.71 10/03/2020 10/03/2027 Common Stock 17,500 17,500 D Stock Options (right to purchase) $ 57.34 04/18/2020 04/18/2027 Common Stock 17,500 17,500 D Stock Options (right to purchase) $ 45.59 03/31/2019 03/31/2026 Common Stock 35,000 35,000 D Stock Options (right to purchase) $ 85.97 12/11/2017 12/11/2022 Common Stock 30,000 30,000 D Common Units ( 3 ) $ 0 ( 3 ) ( 3 ) ( 3 ) Common Stock ( 3 ) 77.05 77.05 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Hays J Robison III 14185 DALLAS PARKWAY SUITE 1100 DALLAS, TX75254 X Co-President and CSO Signatures /s/ J. Robison Hays, III 03/13/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Reporting Person received the shares pursuant to a stock grant from the Issuer under the Issuer's 2014 Incentive Plan. Such shares vest in three (3) substantially equal installments on the first three (3) anniversaries following the date of grant. ( 2 )Reflects shares already reported as well as additional shares received in a distribution on November 5, 2019 of the Issuer's Common Stock by Ashford Hospitality Trust, Inc. and by Braemar Hotels & Resorts Inc., of which the Reporting Person is a shareholder, in an amount of 2,263 shares. ( 3 )Common units ("Common Units") in Ashford Hospitality Advisors LLC, the Issuer's operating subsidiary, owned by the Reporting Person. Common Units are redeemable for cash or, at the option of the Issuer, convertible into shares of the Issuer's common stock on a 1-for-1 basis. The Common Units have no expiration date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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