Nuveen Global Cities REIT Amends 10-K for Signature Omission

TL;DR

**Nuveen's 10-K/A is a non-event, just a signature fix; no new financial data to move the needle.**

AI Summary

Nuveen Global Cities REIT, Inc. filed a Form 10-K/A on March 24, 2026, solely to include the conformed signatures of its board of directors and executive officers, which were inadvertently omitted from the original Form 10-K filed on March 20, 2026. This amendment does not alter any financial figures, business operations, or strategic outlook previously reported for the year ended December 31, 2025. The company reported no established market for its common stock, with 11,729,524 shares of Class T, 47,894,924 shares of Class S, 7,405,823 shares of Class D, 113,292,244 shares of Class I, and 23,454,145 shares of Class N common stock outstanding as of March 20, 2026. New certifications from the principal executive officer and principal financial officer, pursuant to Exchange Act Rule 13a-14(a) and 18 U.S.C. Section 1350, were also filed with this amendment. The filing explicitly states that no other revisions are being made to the Original Form 10-K, indicating no changes to revenue, net income, or key business changes.

Why It Matters

This 10-K/A filing from Nuveen Global Cities REIT, Inc. is a technical correction, primarily impacting regulatory compliance rather than fundamental business operations. For investors, it signals that the previously filed financial statements and disclosures for the year ended December 31, 2025, remain accurate and unchanged, providing stability in reported information. Employees and customers are unaffected, as the amendment does not touch upon operational or strategic shifts. In a competitive real estate investment trust market, ensuring all regulatory filings are complete and accurate is crucial for maintaining investor confidence and avoiding potential SEC scrutiny, even for a non-traded REIT.

Risk Assessment

Risk Level: low — The risk level is low because this Form 10-K/A is solely for the purpose of inserting inadvertently omitted conformed signatures and new certifications, as explicitly stated in the 'EXPLANATORY NOTE'. No financial statements, operational details, or strategic outlooks from the original Form 10-K are being revised, indicating no new material risks or changes to existing ones.

Analyst Insight

Investors should view this filing as a procedural update with no material impact on Nuveen Global Cities REIT's financial health or operational performance. No immediate action is required based on this amendment, as it does not introduce new information that would alter investment decisions.

Key Numbers

• 11,729,524 — Class T common stock shares outstanding (As of March 20, 2026)
• 47,894,924 — Class S common stock shares outstanding (As of March 20, 2026)
• 7,405,823 — Class D common stock shares outstanding (As of March 20, 2026)
• 113,292,244 — Class I common stock shares outstanding (As of March 20, 2026)
• 23,454,145 — Class N common stock shares outstanding (As of March 20, 2026)
• 2025-12-31 — Year-end date for the original 10-K (The period covered by the amended report)
• 2026-03-20 — Original 10-K filing date (Date the initial report was filed without signatures)
• 2026-03-24 — 10-K/A filing date (Date the amendment was filed to include signatures)

Key Players & Entities

• Nuveen Global Cities REIT, Inc. (company) — Registrant filing the 10-K/A
• Michael J.L. Sales (person) — Chairman of the Board and Chief Executive Officer (Principal Executive Officer)
• Robert J. Redican (person) — Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer)
• John L. MacCarthy (person) — Director
• Donna Brandin (person) — Director
• John R. Chandler (person) — Director
• Steven R. Hash (person) — Director
• Robert E. Parsons, Jr. (person) — Director
• U.S. Securities and Exchange Commission (regulator) — Recipient of the filing
• Sarbanes-Oxley Act of 2002 (regulator) — Legislation requiring certifications

Forward-Looking Statements

• The amendments in this 10-K/A will primarily relate to minor technical corrections or updated certifications, rather than significant financial restatements. (Nuveen Global Cities REIT, Inc.) — medium confidence, target: 2026-03-25

FAQ

Industry Context

Nuveen Global Cities REIT, Inc. operates within the real estate investment trust (REIT) sector, focusing on global cities. The REIT market is influenced by global economic conditions, interest rate environments, and real estate market cycles in key urban centers. Competition comes from other diversified REITs and specialized real estate funds.

Regulatory Implications

The filing of this 10-K/A highlights the importance of proper SEC filing procedures, including the inclusion of all required signatures and certifications. Failure to do so can lead to amendments and potential scrutiny, although in this case, it was a procedural oversight with no impact on financial reporting.

What Investors Should Do

1. Review original 10-K for financial details.
2. Note the share class structure.
3. Confirm no new material information.

Key Dates

• 2025-12-31: Year-end date for the original 10-K — This is the period for which the financial information in the original Form 10-K was reported.
• 2026-03-20: Original Form 10-K filing date — The initial annual report was filed on this date, but it was missing the conformed signatures of the board and executive officers.
• 2026-03-24: 10-K/A filing date — This amendment was filed solely to include the omitted signatures, confirming the accuracy of the original financial disclosures.

Glossary

Form 10-K/A

An amended annual report filed with the SEC to correct or supplement information in a previously filed Form 10-K. (This filing is an amendment to the original 10-K, specifically to add omitted signatures.)

Conformed Signatures

Signatures that are typed or printed and are legally equivalent to handwritten signatures for filing purposes. (The amendment was filed solely to include these signatures, which were inadvertently omitted from the original filing.)

Exchange Act Rule 13a-14(a)

Requires the principal executive officer and principal financial officer to certify the accuracy of financial reports. (New certifications under this rule were filed with the amendment, confirming the integrity of the financial statements.)

18 U.S.C. Section 1350

Requires CEOs and CFOs to certify that periodic reports comply with SEC rules and fairly present the financial condition and results of operations. (New certifications under this section were filed with the amendment, reinforcing the accuracy of the reported financial information.)

Class T, S, D, I, N common stock

Different classes of common stock issued by Nuveen Global Cities REIT, Inc., likely with varying fees, rights, or distribution structures. (The filing details the significant number of shares outstanding for each class as of March 20, 2026.)

Year-Over-Year Comparison

This filing is an amendment to the original Form 10-K filed on March 20, 2026. The amendment does not alter any financial figures, revenue, net income, or business operations reported in the original filing. Therefore, there are no year-over-year comparisons or changes in metrics to report between the original filing and this amendment.

Key Financial Figures

• $0.01 — Section 12(g) of the Act: Common Stock, $0.01 par value per share Indicate by check

Filing Documents

• nuveen-20251231.htm (10-K/A) — 67KB
• nreit-20251231xex311.htm (EX-31.1) — 10KB
• nreit-20251231xex312.htm (EX-31.2) — 10KB
• nreit-20251231xex321.htm (EX-32.1) — 6KB
• 0001711799-26-000024.txt ( ) — 317KB
• nuveen-20251231.xsd (EX-101.SCH) — 3KB
• nuveen-20251231_def.xml (EX-101.DEF) — 21KB
• nuveen-20251231_lab.xml (EX-101.LAB) — 38KB
• nuveen-20251231_pre.xml (EX-101.PRE) — 22KB
• nuveen-20251231_htm.xml (XML) — 7KB

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized . Nuveen Global Cities REIT, Inc. Date: March 24, 2026 By: /s/ Michael J.L. Sales Michael J.L. Sales Chairman of the Board and Chief Executive Officer (Principal Executive Officer) Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated. Name Title Date /s/ Michael J.L. Sales Chairman of the Board and Chief Executive Officer (Principal Executive Officer) March 24, 2026 Michael J.L. Sales /s/ Robert J. Redican Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer) March 24, 2026 Robert J. Redican /s/ John L. MacCarthy Director March 24, 2026 John L. MacCarthy /s/ Donna Brandin Director March 24, 2026 Donna Brandin /s/ John R. Chandler Director March 24, 2026 John R. Chandler /s/ Steven R. Hash Director March 24, 2026 Steven R. Hash /s/ Robert E. Parsons, Jr. Director March 24, 2026 Robert E. Parsons, Jr. III

View Full Filing

View this 10-K/A filing on SEC EDGAR