8-K

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):
May 11, 2015

Moody National REIT I, Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland	000-55200	26-1812865
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)

6363 Woodway Drive, Suite 110

Houston, Texas 77057

(Address of Principal Executive Offices, including Zip Code)

Registrant’s telephone number, including area code: (713) 977-7500

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 (see General Instruction A.2. below):

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

☐Soliciting material pursuant to Rule 14a-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))

Item 1.01

Entry into a Material Definitive Agreement.

On May 11, 2015, Moody National REIT I, Inc. (the “Company”) entered into an Agreement of Purchase and Sale (the “Purchase and Sale Agreement”) for the acquisition of a hotel property located in Austin, Texas, commonly known as the Residence Inn University Area Austin (the “Residence Inn Austin”), for an aggregate purchase price of $25,500,000, excluding acquisition costs and subject to adjustments as set forth in the Purchase and Sale Agreement. The Company intends to finance the acquisition of the Residence Inn Austin with a portion of the remaining proceeds from its public offering and financing secured by the Residence Inn Austin.

The Residence Inn Austin is a select-service hotel facility comprised of 112 guest rooms. The Residence Inn Austin opened on January 14, 2014, and benefits from its proximity to the University of Texas campus, Dell Children’s Hospital, Seton Medical corporate headquarters and the Texas State Capitol.

The acquisition of the Residence Inn Austin is subject to substantial conditions to closing, including: (1) the Company’s ability to obtain appropriate financing secured by the Residence Inn Austin; and (2) the absence of a material adverse change to the Residence Inn Austin prior to the date of the acquisition. There is no assurance that the Company will close the acquisition of the Residence Inn Austin on the terms described above or at all.

Item 7.01

Regulation FD

On May 15, 2015, the Company distributed a press release announcing that it is under contract for the Residence Inn Austin. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.

The information furnished under Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit	Description
99.1	Press release, dated May 15, 2015

SIGNATURES

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.

	MOODY NATIONAL REIT I, INC.
Date: May 15, 2015	By:	/s/ Brett C. Moody
		Brett C. Moody
		Chief Executive Officer and President

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit	Description
99.1	Press release, dated May 15, 2015

EX-99.1

Moody National REIT I, Inc. 8-K

Exhibit 99.1

FOR IMMEDIATE RELEASE

(Houston, TX May 15, 2015) -- Moody National REIT I, Inc. (the “REIT”), announced today it is under contract to purchase the Residence Inn Austin University for an aggregate purchase price of $25,500,000, excluding acquisition costs.

The select-service 112-room Residence Inn hotel opened in January of 2014 and is established within the mixed-use Mueller urban village. Prominently located in Austin’s University Area off I-35 and 51^st Street, the hotel benefits from its close proximity to the University of Texas campus, Dell Children’s Hospital, Seton Medical corporate headquarters, and the Texas State Capitol.

Austin, ranked consecutively by Forbes as the #1 and #2 fastest growing cities in the nation in 2014 and 2015 respectively, includes several features which the REIT targets – a major university and a skilled and growing labor force - and is home to the Texas State Government.

“The Austin economy is experiencing vigorous growth, and we think that the diversified economic demand base - including high-tech, medical, state government and education - favor continued robust growth in the long-term,” said Brett Moody, CEO and Chairman of the REIT.

The acquisition of the Residence Inn Austin University is subject to substantial conditions to closing, including (1) the REIT’s ability to obtain financing for the acquisition of the Residence Inn Austin University; and (2) the absence of a material adverse change to the Residence Inn Austin University prior to the date of the acquisition. There is no assurance that the REIT will close the acquisition of the Residence Inn on the terms described above or at all.

About Moody National REIT I, Inc.

Moody National REIT I, Inc. is a real estate investment trust that owns select-service hotels in major markets across the United States. The REIT is sponsored by Moody REIT Sponsor, LLC, an affiliate of the Moody National Companies, which is a full-service commercial real estate company inclusive of mortgage, development, realty and title divisions. Founded in 1996, Moody National Companies has managed over $2B in commercial real estate.

This release contains certain forward-looking statements. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from those expressed or implied by such forward-looking statements and you should not place undue reliance on any such statements. A number of important factors could cause actual results to differ materially from the forward-looking statements contained in this release. Such factors include those described in the Risk Factors sections of Moody National REIT I, Inc.’s annual report on Form 10-K and other reports filed with the Securities and Exchange Commission. Forward-looking statements in this document speak only as of the date on which such statements were made, and the company undertakes no obligation to update any such statements that may become untrue because of subsequent events. Such forward-looking statements are subject to the safe harbor protection for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY SECURITIES.

###