Starwood Credit Real Estate Income Trust Reports Unregistered Equity Sales

TL;DR

Starwood Credit Real Estate Income Trust sold unregistered equity. Details TBD.

AI Summary

Starwood Credit Real Estate Income Trust filed an 8-K on December 3, 2025, reporting unregistered sales of equity securities as of December 1, 2025. The filing does not specify the number of shares or the total dollar amount of these unregistered sales.

Why It Matters

This filing indicates potential dilution for existing shareholders if new equity is issued without a public offering. Investors should monitor for further details on the terms of these sales.

Risk Assessment

Risk Level: medium — Unregistered sales can sometimes indicate a need for capital or unusual financing activities, potentially impacting share value and liquidity.

Key Players & Entities

• Starwood Credit Real Estate Income Trust (company) — Registrant
• 0001986395 (company) — Central Index Key
• 936487687 (company) — EIN
• 2340 Collins Avenue Miami Beach, Florida 33139 (company) — Business Address
• December 1, 2025 (date) — Earliest event reported
• December 3, 2025 (date) — Filing Date

FAQ

Key Financial Figures

• $0.01 — hares of beneficial interest, par value $0.01 per share (the "Shares"), for aggregate
• $22.2 million — ggregate consideration of approximately $22.2 million at a price per Class I Share, Class S S
• $20 — lass S Share and Class E Share equal to $20.3660, $20.3764 and $21.1916, respective
• $20.3764 — re and Class E Share equal to $20.3660, $20.3764 and $21.1916, respectively, plus applic
• $21 — E Share equal to $20.3660, $20.3764 and $21.1916, respectively, plus applicable upf
• $16,340,000 — ration Class I Shares 802,317.588 $16,340,000 Class S Shares 274,582.356 $5,660
• $5,660,800 — 40,000 Class S Shares 274,582.356 $5,660,800 (1) Class E Shares 7,078.276 $150
• $150,000 — ,800 (1) Class E Shares 7,078.276 $150,000 _________ _ (1) Includes upfront se
• $65,800 — g commission and dealer manager fees of $65,800. SIGNATURES Pursuant to the require

Filing Documents

• ck0001986395-20251201.htm (8-K) — 60KB
• 0001193125-25-306019.txt ( ) — 161KB
• ck0001986395-20251201.xsd (EX-101.SCH) — 27KB
• ck0001986395-20251201_htm.xml (XML) — 4KB

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. In connection with the continuous private offering of Starwood Credit Real Estate Income Trust, a Maryland statutory trust (the "Company"), on December 1, 2025, the Company sold an aggregate of 1,083,978.20 of its common shares of beneficial interest, par value $0.01 per share (the "Shares"), for aggregate consideration of approximately $22.2 million at a price per Class I Share, Class S Share and Class E Share equal to $20.3660, $20.3764 and $21.1916, respectively, plus applicable upfront selling commissions and dealer manager fees. The offer and sale of the Shares was exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2) and Regulation D promulgated thereunder. The following table details the Shares sold: Title of Securities Number of Shares Sold Aggregate Consideration Class I Shares 802,317.588 $16,340,000 Class S Shares 274,582.356 $5,660,800 (1) Class E Shares 7,078.276 $150,000 _________ _ (1) Includes upfront selling commission and dealer manager fees of $65,800.

SIGNATURES

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. STARWOOD CREDIT REAL ESTATE INCOME TRUST Date: December 3, 2025 By: /s/ Dennis G. Schuh Name: Dennis G. Schuh Title: Chief Executive Officer and President

View Full Filing

View this 8-K filing on SEC EDGAR