Sotherly Hotels Inc. — Director's Dealing 2013

Oct 1, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Sotherly Hotels Inc. (SOHO)
CIK: 0001301236
Period of Report: 2013-10-02

Reporting Person: Richmond Hill Investment Co., LP (10% Owner)
Reporting Person: Richmond Hill Capital Partners, LP (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-09-30	Series A Cumulative Redeemable Preferred Stock	J	800.15	$853027.95	Disposed	0	Indirect

Footnotes

F1: Redemption by Issuer

F2: The amount of securities shown in this row is owned directly by Richmond Hill Capital Partners, LP (the "Fund").

F3: As the investment adviser to the Fund, Richmond Hill Investment Co., L.P. (the "Investment Adviser") may be deemed to be a beneficial owner of the Issuer's securities held by the Fund. The Investment Adviser disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its pecuniary interest, if any.

F4: The Reporting Persons listed in this Form 4 may be deemed members of a group with Essex Illiquid, LLC and certain of its affiliates (collectively, the "Richmond Hill Entities"). Which are separately filing a Form 4 with respect to equity securities of the Issuer on the date hereof. The filing of this Form 4 shall not be deemed to be an admission that the Reporting Persons are members of such group with any of the Richmond Hill Entities and the Reporting Persons disclaim any beneficial ownership of any securities beneficially owned by the Richmond Hill Entities.

F5: The Fund and its Investment Adviser are managed by Ryan Taylor who also serves as a Member of the Board for the Issuer.