Brookfield REIT Reports Unregistered Equity Sales

Brookfield Real Estate Income Trust Inc. 8-K Filing Summary
FieldDetail
CompanyBrookfield Real Estate Income Trust Inc.
Form Type8-K
Filed DateNov 25, 2025
Risk Levelmedium
Pages3
Reading Time3 min
Key Dollar Amounts$1,055,213, $106,109, $20,156, $280,943,347, $65,117
Sentimentneutral

Sentiment: neutral

Topics: unregistered-sales, equity-securities, real-estate

TL;DR

Brookfield REIT sold unregistered equity, potentially raising capital.

AI Summary

Brookfield Real Estate Income Trust Inc. filed an 8-K on November 25, 2025, reporting unregistered sales of equity securities as of November 19, 2025. The filing indicates the company, formerly known as Oaktree Real Estate Income Trust, Inc., is involved in real estate investment trusts.

Why It Matters

This filing signals potential new capital infusion or share issuance by Brookfield Real Estate Income Trust, which could impact its financial structure and outstanding share count.

Risk Assessment

Risk Level: medium — Unregistered sales can sometimes indicate a need for capital or specific investor arrangements, requiring closer scrutiny.

Key Players & Entities

  • BROOKFIELD REAL ESTATE INCOME TRUST INC. (company) — Registrant
  • OAKTREE REAL ESTATE INCOME TRUST, INC. (company) — Former Company Name
  • November 19, 2025 (date) — Date of earliest event reported
  • November 25, 2025 (date) — Filing Date
  • 212-417-7000 (phone_number) — Registrant's telephone number

FAQ

What type of equity securities were sold?

The filing states 'Unregistered Sales of Equity Securities' but does not specify the exact type of securities in the provided text.

Were these sales made to accredited investors?

The filing mentions 'Unregistered Sales of Equity Securities,' which typically implies sales made under an exemption from registration, often to accredited investors, but this specific detail is not explicitly stated in the provided text.

What is the total value of the unregistered equity securities sold?

The provided text does not contain information on the dollar amount of the unregistered equity securities sold.

When did the company change its name from Oaktree Real Estate Income Trust, Inc.?

The company changed its name from Oaktree Real Estate Income Trust, Inc. on July 28, 2017.

What is the principal executive office address of Brookfield Real Estate Income Trust Inc.?

The principal executive offices are located at 250 Vesey Street, 15th Floor, New York, New York 10281.

Filing Stats: 827 words · 3 min read · ~3 pages · Grade level 12.7 · Accepted 2025-11-25 14:41:45

Key Financial Figures

  • $1,055,213 — n of the October 2025 management fee of $1,055,213. This issuance to the Adviser was made
  • $106,109 — Consideration November 19, 2025 10,146 $106,109 On November 19, 2025, the Company als
  • $20,156 — Consideration November 19, 2025 1,922 $20,156 November 24, 2025 26,862,938 $280,943,
  • $280,943,347 — 2 $20,156 November 24, 2025 26,862,938 $280,943,347 On November 19, 2025, the Company als
  • $65,117 — Consideration November 19, 2025 6,216 $65,117 November 24, 2025 2,353,305 $24,589,68
  • $24,589,682 — 16 $65,117 November 24, 2025 2,353,305 $24,589,682 SIGNATURE Pursuant to the requireme

Filing Documents

02. Unregistered Sales of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities On November 19, 2025, Brookfield Real Estate Income Trust Inc. (the "Company") issued equity securities that were not registered under the Securities Act of 1933, as amended (the "Securities Act") to Brookfield REIT Adviser LLC (the "Adviser"), an affiliate of Brookfield Asset Management Ltd. (together with its affiliates, "Brookfield"). Pursuant to the advisory agreement by and among the Company, Brookfield REIT Operating Partnership L.P. and the Adviser, the Adviser is entitled to an annual management fee payable monthly in cash or shares of the Company's Class E or Class I common stock, in each case at the Adviser's election. For the month ended October 31, 2025, the Adviser elected to receive its management fees in Class I common shares and the Company issued 100,627 unregistered Class I common shares to the Adviser in satisfaction of the October 2025 management fee of $1,055,213. This issuance to the Adviser was made pursuant to Section 4(a)(2) of the Securities Act. The Company also issued unregistered Class I common shares pursuant to the Company's distribution reinvestment plan to a feeder vehicle that offers interests in such feeder vehicles to non-U.S. persons. This issuance was made pursuant to Section 4(a)(2) of the Securities Act. The following table details the unregistered Class I common shares issued to the feeder vehicle during the month of November 2025. Date of Unregistered Sale Number of Class I Common Shares Issued to Feeder Vehicles Consideration November 19, 2025 10,146 $106,109 On November 19, 2025, the Company also issued unregistered Class I common shares pursuant to the Company's distribution reinvestment plan to Brookfield and its affiliates. On November 24, 2025, the Company also issued unregistered shares of its Class I common stock to an affiliate of Brookfield in exchange for an equivalent amount of the affiliate's Class I-1 units of limited partnership interest in Brookfield

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