SDREIT: Shustak's Board Resignation Effective Immediately Post-Merger

TL;DR

**Shustak's resignation from SDREIT board was immediate post-merger, not end-of-day.**

AI Summary

Sculptor Diversified Real Estate Income Trust, Inc. (SDREIT) filed an 8-K/A on June 14, 2024, to amend its previous 8-K filing from June 10, 2024. The amendment clarifies that the previously announced resignation of Mr. Robert Shustak from the Board of Trustees was effective immediately upon the closing of the merger with Sculptor Real Estate Income Trust, Inc. on June 10, 2024, rather than at the end of the day. This matters to investors because it provides precise timing for a board change following a significant corporate event, ensuring clarity on governance structure post-merger.

Why It Matters

This filing clarifies the exact timing of a board member's departure following a merger, which is important for understanding the company's current governance and leadership structure.

Risk Assessment

Risk Level: low — This filing is a minor amendment clarifying a previously disclosed event and does not introduce new material risks.

Analyst Insight

Investors should note this minor clarification on board composition post-merger, but it's unlikely to impact investment decisions significantly. It confirms the previously announced change, just with more precise timing.

Key Players & Entities

• Sculptor Diversified Real Estate Income Trust, Inc. (company) — the filing entity
• SDREIT (company) — the filing entity's ticker/abbreviation
• Robert Shustak (person) — resigning Board of Trustees member
• Sculptor Real Estate Income Trust, Inc. (company) — the company that merged with SDREIT
• June 14, 2024 (date) — date of the 8-K/A filing
• June 10, 2024 (date) — date of the original 8-K filing and merger closing

FAQ

Key Financial Figures

• $122 m — Storage, LLC ("Sierra Marysville"), for $122 million, excluding transaction costs. The
• $76.3 million — n of available cash and proceeds from a $76.3 million mortgage loan. 2. Basis of Presentati
• $0.01 — Equity: Common stock, Class F shares, $0.01 par value per share, 300,000,000 shares

Filing Documents

• sreit-20251009.htm (8-K/A) — 275KB
• 0001914496-25-000147.txt ( ) — 404KB
• sreit-20251009.xsd (EX-101.SCH) — 2KB
• sreit-20251009_lab.xml (EX-101.LAB) — 20KB
• sreit-20251009_pre.xml (EX-101.PRE) — 12KB
• sreit-20251009_htm.xml (XML) — 3KB

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (a) Financial Statements of Real Estate Acquired Independent Auditor's Report; Unaudited statement of revenues and certain expenses for the nine months ended September 30, 2025; and Audited statement of revenues and certain expenses for the year ended December 31, 2024. (b) Pro Forma Financial Information Unaudited pro forma condensed consolidated balance sheet as of September 30, 2025 Unaudited pro forma condensed consolidated statement of operations for the nine months ended September 30, 2025; and Unaudited pro forma condensed consolidated statement of operations for the year ended December 31, 2024.

01(a)

Item 9.01(a) INDEPENDENT AUDITORS' REPORT The Board of Directors and Stockholders of Sculptor Diversified Real Estate Income Trust, Inc. Opinion We have audited the accompanying statement of revenues and certain expenses of the Marysville Property, as defined in Note 1 (the "Marysville Property"), for the year ended December 31, 2024, and the related notes (the "statement"). In our opinion, the accompanying statement presents fairly, in all material respects, the gross income and direct operating expenses described in Note 2 of the Marysville Property for the year ended December 31, 2024, in accordance with accounting principles generally accepted in the United States of America. Basis for Opinion We conducted our audit in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Statement section of our report. We are required to be independent of the Marysville Property and to meet our other ethical responsibilities in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Basis of Accounting We draw attention to Note 2 to the statement, which describes that the accompanying statement was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in a Current Report on Form 8-K/A of Sculptor Diversified Real Estate Income Trust, Inc. and are not intended to be a complete presentation of the Marysville Property's revenues and expenses. As a result, the financial statements may not be suitable for another purpose. Our opinion is not modified with respect to this matter. Responsibilities of Management for the Statement Management is responsible for the preparation and fair presentation o

01(b)

Item 9.01(b) Sculptor Diversified Real Estate Income Trust, Inc. Unaudited Pro Forma Condensed Consolidated Financial Statements On October 9, 2025, Sculptor Diversified Real Estate Income Trust, Inc. (the "Company"), through an indirect subsidiary, acquired a 1.3 million square foot distribution center on an approximately 81-acre site located in Marysville, Ohio (the "Marysville Property") from an unaffiliated third-party seller, Sierra Marysville Storage, LLC, for $122 million, excluding transaction costs. The Marysville Property is 100% leased to a wholly owned subsidiary of a leading marketer of branded consumer lawn and garden care products listed on the NYSE. The acquisition of the Marysville Property was funded through a combination of available cash and proceeds from a $76.3 million mortgage loan (the "Marysville Mortgage Loan"). The unaudited pro forma condensed consolidated balance sheet as of September 30, 2025 is presented as if the acquisition of the Marysville Property and the related financing through the Marysville Mortgage Loan had been completed on September 30, 2025. The unaudited pro forma condensed consolidated statements of operations for the nine months ended September 30, 2025 and for the year ended December 31, 2024 are presented as if (i) the acquisition of the Marysville Property, (ii) the related financing through the Marysville Mortgage Loan, and (iii) the execution of a new lease agreement and a new property management agreement in connection with the acquisition of the Marysville Property had been completed on January 1, 2024. The following unaudited pro forma condensed consolidated financial statements have been prepared to comply with Article 11 of Regulation S-X, as promulgated by the SEC. The unaudited pro forma condensed consolidated financial statements should be read in conjunction with the financial statements of the Company and the accompanying notes presented in the Company's Quarterly Report on Form 10-Q for the ni

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