Welcome to our dedicated page for ACRES Commercial Realty SEC filings (Ticker: ACR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
ACRES Commercial Realty Corp. filings document the formal disclosures of a commercial mortgage REIT focused on commercial real estate mortgage loans and selected equity investments in real estate properties. The record includes Form 8-K reports for operating and financial results, Regulation FD materials, material definitive agreements, auditor changes and capital-structure disclosures covering common stock and preferred stock classes.
Proxy filings cover board elections, executive compensation votes, auditor ratification and shareholder voting matters. Other filings describe governance practices, material agreements involving real estate-related financing and joint venture interests, and disclosure topics tied to the company’s externally managed REIT structure.
ACRES Commercial Realty Corp. (ACR) filed an amended Form 8-K to provide detailed unaudited pro forma financial information for its previously closed internalization merger with ACRES Capital Corp. and its manager. On August 6, 2026, each share of ACC common stock was converted into 2.61882 shares of ACR common stock, and ACR issued about 7.48 million new common shares as consideration. The preliminary estimated purchase price is $68.9 million, based on ACR’s closing share price of $14.60, and reflects settlement of preexisting relationships and the purchase of non-controlling interests.
The acquisition is accounted for under the acquisition method with ACR as the accounting acquirer. Preliminary purchase accounting results in recognition of $169.5 million of goodwill and combined pro forma total assets of about $4.55 billion as of June 30, 2026. On a pro forma basis, the combined company reports a net loss allocable to common shares of $36.9 million and basic and diluted loss per share of $2.76 for the six months ended June 30, 2026, largely influenced by significant one-time merger and internalization-related costs of about $39.5 million. Following the transaction, ACR is no longer externally managed, and historical management and incentive fee arrangements with the former manager are eliminated in the pro forma results.
ACRES Commercial Realty Corp. entered into a Securities Purchase Agreement with institutional investors for a registered direct offering of its preferred stock. The company issued and sold 2,220,000 shares of its 8.625% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock at an offering price of $23.75 per share. The offering closed and the shares settled on August 12, 2026.
The transaction generated approximately $52,750,000 in aggregate gross proceeds to the company, before the placement agent’s fees and related expenses. The shares were issued under an effective Form S-3 shelf registration and an August 10, 2026 prospectus supplement. ACRES also entered into a placement agency agreement with Seaport Global Securities LLC as placement agent, with customary representations, warranties, and indemnification provisions.
ACRES Commercial Realty Corp. is conducting a primary offering of 2,220,000 shares of its 8.625% Fixed‑to‑Floating Series C Cumulative Redeemable Preferred Stock at $23.75 per share, for a total offering price of $52,725,000. The new shares are fungible with the 4,800,000 existing Series C shares issued in 2014 and share the same terms and NYSE listing under “ACRPrC.”
The Series C pays cumulative quarterly dividends at a floating rate of Three‑Month Term SOFR + 5.927% on the $25 liquidation preference, with a floor of 8.625%. The stock is perpetual, redeemable at the issuer’s option at $25 plus accrued dividends, and carries a Change of Control Conversion Right into common stock subject to caps and REIT ownership limits. Net proceeds of about $50.2 million are intended for new CRE loan originations and general corporate purposes, including potential debt repayment.
Recently, the company completed the acquisition of ACRES Capital Corp. and its former external manager, becoming internally managed, and privately issued $200 million of 8.625% Senior Secured Notes due 2031, with plans to repay $150 million of 5.75% Senior Unsecured Notes maturing August 2026.
ACRES Commercial Realty Corp. reported that President and 10% owner Mark S. Fogel acquired 1,440,552 shares of common stock on 2026-08-06 through a grant/award connected to a merger with ACRES Capital Corp. Following this transaction, he directly holds 1,447,218 shares of the company.
ACRES Share Holdings, LLC, ACRES Capital, LLC, ACRES Holdings, LLC and ACRES Capital Corp., which previously reported a significant position in ACRES Commercial Realty Corp. common stock, now report 0.00 shares beneficially owned and 0% of the class, with no voting or dispositive power.
The change follows completion of a Merger on August 6, 2026, in which ACRES Capital Corp. merged with and into ACRES Holdings Sub LLC. As a result, ACRES Capital, LLC (the Manager) became an indirect wholly-owned subsidiary of ACRES Commercial Realty Corp., the shares of the ACRES-affiliated reporting entities were retired, and the Company shares held by these reporting persons were also retired, causing them to cease being beneficial owners of more than five percent of the common stock.
ACRES Commercial Realty Corp. reports that executive Martin Reasoner has become a significant holder of its common stock following the completion of a merger involving ACRES Capital Corp and a subsidiary of ACRES Commercial Realty on August 6, 2026. Each share of ACRES Capital Corp common stock was converted into 2.61882 shares of ACRES Commercial Realty common stock at the Effective Time.
Through his ownership of the external manager, Reasoner received 1,517,095 shares of ACRES Commercial Realty common stock in the merger and now beneficially owns 1,535,506 shares. This represents 11.41% of the 13,452,489 common shares outstanding, with sole voting and sole dispositive power over the entire position.
ACRES Commercial Realty Corp. insiders and affiliated entities have disclosed significant ownership positions following completion of a merger involving the company’s external manager. Andrew Fentress beneficially owns 1,074,654 shares of common stock, representing 7.99% of the class, based on 13,452,489 shares outstanding as of August 6, 2026.
ESD Capital, LLC holds 988,453 shares (7.35%), while Priority One Productions LLC and Wendy Fentress each hold 892,213 shares (6.63%). These positions arose when ACRES Capital Corp. was merged into a subsidiary of the company, with each ACC share converted into 2.61882 ACRES common shares, resulting in 1,880,666 shares issued to the reporting holders.
ACRES Commercial Realty Corp. president Mark Fogel reports beneficial ownership of 1,447,218 shares of the company’s common stock, representing 10.76% of the outstanding class, based on 13,452,489 shares of common stock reported outstanding.
This position largely reflects completion of a merger on August 6, 2026, in which ACRES Capital Corp. was merged into a subsidiary of ACRES Commercial Realty. Each ACC common share was converted into 2.61882 ACRES Commercial Realty common shares, and Fogel received 1,440,552 shares through his ownership of the external manager involved in the transaction.
ACRES Commercial Realty Corp. reported that VP & Chief Accounting Officer Linda M. Kilpatrick acquired 3,928 shares of common stock on 2026-08-06 at $0.0000 per share. The shares were issued pursuant to a merger in which each ACC share converted into 2.61882 company shares, increasing her direct holdings to 5,341 shares.
NEFF P SHERRILL reported acquisition or exercise transactions in this Form 4 filing.
ACRES Commercial Realty Corp. reported that director NEFF P SHERRILL received a grant of 4,280 shares of common stock on August 6, 2026. The award, priced at $0.0000 per share, was issued under the company’s 2026 Omnibus Equity Incentive Plan and increased his direct holdings to 35,286 shares of common stock.