UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

January 30, 2012

Date of report (Date of earliest event reported)

Supertel Hospitality, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Virginia

(State or Other Jurisdiction of Incorporation)

(402) 371-2520

(Registrant’s Telephone Number, Including Area Code)

(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):

Purchase Agreement. As previously announced, Supertel Hospitality, Inc. (the “Company” or “Supertel”) entered into a Purchase Agreement dated November 16, 2011 for the issuance and sale of Supertel’s Series C Cumulative Convertible Preferred Stock (the “Preferred Stock”) under a private transaction to Real Estate Strategies, L.P. (“RES”), an investment vehicle indirectly controlled by IRSA Inversiones y Representaciones Sociedad Anónima (“IRSA”), an Argentina-based publicly traded company. On January 31, 2012 at a special meeting, the shareholders of Supertel, by the requisite vote, approved the issuance and sale of up to 3,000,000 shares of the Preferred Stock of Supertel, up to 30,000,000 shares of common stock of Supertel which may be issued upon conversion of the Preferred Stock, and warrants (the “Warrants”) to purchase up to an additional 30,000,000 shares of common stock, to RES pursuant to the Purchase Agreement.

On February 1, 2012, Supertel issued and sold 2,100,000 shares of Preferred Stock to RES for $21,000,000. The remaining 900,000 shares of Preferred Stock are expected by the parties be issued and sold to RES within two weeks.

The principal terms of the Preferred Stock are set forth below:

Warrants. On February 1, 2012, RES received Warrants to purchase 21,000,000 shares of Supertel common stock. RES will receive additional Warrants to purchase 9,000,000 shares of Supertel common stock with the issuance and sale of the additional Preferred Stock. Subject to the Beneficial Ownership Limitation, the Warrants are exercisable at any time on or before January 31, 2017 at an exercise price of $1.20 per share of common stock. If the conversion price of the Preferred Stock is adjusted, then the exercise price of the Warrants will be reduced to equal 120% of the adjusted conversion price. The exercise price may be paid in cash, or the holder may also elect to pay the exercise price by having Supertel withhold a sufficient number of shares from the exercise with a market value equal to the exercise price.

Supertel may require a holder to exercise Warrants using the cashless exercise procedure at any time the volume weighted average price of the common stock exceeds $2.63 per share for the 30 consecutive trading days immediately prior to the date of the notice of required exercise. If the Warrants cannot be fully exercised because of the Beneficial Ownership Limitation, the holder will exercise the remaining Warrants thereafter at such times when the Beneficial Ownership would not be exceeded.

Investor Rights and Conversion Agreement. The Company entered into an Investor Rights and Conversion Agreement (the “Investor Rights and Conversion Agreement”) dated February 1, 2012 with RES and IRSA pursuant to which the Company granted RES and its affiliates and their respective subsidiaries, among other rights, the right to purchase equity shares or securities convertible into equity shares in future Company offerings on a pro rata basis based on their combined ownership of common stock and Preferred Stock, provided that such purchase would not cause RES and its affiliates to exceed the Beneficial Ownership Limitation.

In the agreement, RES agreed to certain standstill provisions including that neither RES nor its affiliates will acquire any securities that would result in RES and its affiliates owning more than 34% of the voting stock of the Company. Pursuant to the agreement, the Company would have the right to require RES to convert its Preferred Stock, up to the Beneficial Ownership Limit, after the Company has paid regular dividends on the Common Stock of $0.075 per share in dividend payments in a 12-month period.

Registration Rights Agreement. The Company entered into a registration rights agreement (the “Registration Rights Agreement”) dated February 1, 2012 with RES and IRSA. The Registration Rights Agreement requires the Company to register for resale by the holders the common stock issued upon conversion of the Preferred Stock and upon exercise of the Warrants, and the Warrants and the Preferred Stock. The Registration Rights Agreement also grants RES the right to participate in certain future underwritten offerings of securities by the Company.

Directors Designation Agreement. The Company entered into a directors designation agreement (the “Directors Designation Agreement”) dated February 1, 2012 with RES and IRSA pursuant to which the Company will appoint up to four directors designated by RES and IRSA to the Supertel Board of Directors and to maintain the Supertel Board of Directors at no more than nine members.

Pursuant to the agreement, RES agreed to vote for the election of the current Supertel Board of Directors who remain on the Supertel Board of Directors and their successors as nominated by the nominating committee of the Supertel Board of Directors. One of the directors designated by RES will be appointed to the nominating committee. As long as RES beneficially owns 7% or more of the voting power of the capital stock of Supertel, the RES designees will be nominated and recommended for election at each annual meeting of Supertel shareholders.

RES may appoint up to four directors for the Supertel Board of Directors at the time the Preferred Stock is issued based on RES’s voting power on a fully diluted basis, exclusive of the Warrants. RES may appoint the following number of directors if it owns the indicated percentage of voting power: (a) four directors if it holds 34% of the outstanding voting power, (b) three directors if it holds 22% or more but less than 34% of the outstanding voting power, (c) two directors if it holds 14% or more but less than 22% of the outstanding voting power, and (d) one director if it holds 7% or more but less than 14% of the outstanding voting power.

The information contained in Item 1.01 is hereby incorporated by reference. The securities sold and to be sold were offered and are being offered and sold in a transaction exempt from registration under the Securities Act of 1933, in reliance on Section 4(2) thereof and Rule 506 of Regulation D thereunder. Each investor represented that it was an “accredited investor” as defined in Regulation D.

Section 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) Paul J. Schulte, Richard A. Frandeen, Jeffrey M. Zwerdling, and Patrick J. Jung resigned as members of the Supertel Board of Directors effective January 31, 2012.

(d) Pursuant to the Directors Designation Agreement, the Supertel Board of Directors on February 1, 2012 appointed Daniel Elsztain, Jim Friend, Donald J. Landry, and John M. Sabin as members of the Supertel Board of Directors. Directors receive an annual retainer of $20,000. Additionally, directors receive $1,000 per meeting attended in person and $500 per telephonic meeting. Although none of the directors have as of yet been appointed to committees, pursuant to the Directors Designation Agreement, one of the new directors will be appointed to the nominating committee of the Board of Directors.

On January 30, 2012, the Company amended its Second Amended and Restated Articles of Incorporation by adding Article XII thereto, which states the designation and number of shares and fixes the preferences, limitations and relative rights of the Company’s Series C Cumulative Convertible Preferred Stock.

The Company held a special meeting of shareholders on January 31, 2012. The vote for each matter voted upon at the meeting is set forth below.

“Proposal No. 1: To approve the issuance and sale of up to 3,000,000 shares of Series C Cumulative Convertible Preferred Stock (the “Preferred Stock”) of Supertel, up to 30,000,000 shares of common stock of Supertel Hospitality, Inc. (“Supertel” or the “Company”) which may be issued upon conversion of the Preferred Stock, and warrants (the “Warrants”) to purchase an additional 30,000,000 shares of Common Stock, to Real Estate Strategies L.P. (“RES”) pursuant to the Purchase Agreement dated November 16, 2011.”

“Proposal No. 2: To approve adjournment of the Meeting, if necessary, to solicit additional proxies, if there are not sufficient votes at the time of the Meeting to approve Proposal No. 1.”

Both proposals received the required numbers of votes for approval.

(d) Exhibits.

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.

EXHIBIT INDEX