ACRES Commercial Realty (NYSE: ACR) insider gets 1.52M shares in merger

Rhea-AI Filing Summary

ACRES Commercial Realty Corp. reported that officer and 10% owner Martin E. Reasoner acquired 1,517,095 shares of common stock on August 6, 2026, as a grant/award tied to the merger with ACRES Capital Corp., where each ACC share converted into 2.61882 ACRES shares. Following this transaction, he directly holds 1,535,506 shares.

Insider Trade Summary

Net Buyer: 1,517,095 shares

Net Buy 1 txn

Insider Reasoner Martin E.

Role Managing Director-Originations

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	1,517,095	$0.00	$0.00

Holdings After Transaction: Common Stock — 1,535,506 shares (Direct)

Footnotes (1)

1. F1. Pursuant to the Agreement and Plan of Merger, dated April 29, 2026, between ACRES Commercial Realty Corp. (the "Company") and ACRES Holdings Sub LLC, a subsidiary of the Company, on the one hand, and ACRES Capital Corp ("ACC") and ACRES Capital, LLC, a subsidiary of ACC and the external manager of the Company, on the other hand, (i) each outstanding share of common stock, $0.0001 par value per share, of ACC converted into the right to receive 2.61882 shares of common stock, $0.001 par value per share, of the Company.

Key Figures

Shares acquired: 1,517,095 shares Total holdings after transaction: 1,535,506 shares Exchange ratio: 2.61882 +1 more

4 metrics

Shares acquired 1,517,095 shares Common stock granted/awarded on August 6, 2026

Total holdings after transaction 1,535,506 shares Direct ownership of common stock following the award

Exchange ratio 2.61882 Each ACRES Capital Corp. share converted into 2.61882 ACRES Commercial Realty shares

Transaction price per share $0.0000 Price field for the reported grant/award acquisition

Key Terms

Agreement and Plan of Merger, ACRES Holdings Sub LLC, external manager, par value

4 terms

Agreement and Plan of Merger regulatory

"Pursuant to the Agreement and Plan of Merger, dated April 29, 2026, between ACRES..."

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

ACRES Holdings Sub LLC financial

"between ACRES Commercial Realty Corp. and ACRES Holdings Sub LLC, a subsidiary..."

external manager financial

"ACRES Capital, LLC, a subsidiary of ACC and the external manager of the Company..."

par value financial

"each outstanding share of common stock, $0.0001 par value per share, of ACC converted..."

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

FAQ

What insider transaction did ACRES Commercial Realty (ACR) report for Martin E. Reasoner?

ACRES Commercial Realty disclosed that Martin E. Reasoner, a managing director and 10% owner, acquired 1,517,095 shares of common stock on August 6, 2026. The acquisition was recorded as a grant/award rather than an open-market purchase.

How many ACRES Commercial Realty (ACR) shares does Martin E. Reasoner own after this Form 4 transaction?

After the reported grant, Martin E. Reasoner directly owns 1,535,506 shares of ACRES Commercial Realty common stock. This total reflects his holdings immediately following the August 6, 2026 award transaction disclosed in the filing.

How were the new ACRES Commercial Realty (ACR) shares for Martin E. Reasoner calculated in the merger?

His shares arose from a merger where each ACRES Capital Corp. (ACC) common share converted into 2.61882 ACRES Commercial Realty common shares. The 1,517,095 shares reported represent stock received through this conversion mechanism, not a cash purchase.

Was Martin E. Reasoner’s ACRES Commercial Realty (ACR) Form 4 transaction under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox was not selected, meaning the acquisition was not affirmatively reported as made under a pre-arranged Rule 10b5-1 trading plan for this insider.

What is Martin E. Reasoner’s role at ACRES Commercial Realty (ACR) mentioned in the Form 4?

The filing lists Martin E. Reasoner as an officer of ACRES Commercial Realty, serving as Managing Director-Originations and also as a 10% owner, indicating significant responsibility and a substantial equity position in the company.

Does the ACRES Commercial Realty (ACR) Form 4 show any derivative securities for Martin E. Reasoner?

The filing’s derivative section reports no derivative transactions or holdings for Martin E. Reasoner in this particular Form 4. Only a single non-derivative common stock award of 1,517,095 shares is disclosed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/07/2026 - 04:02 PM Accepted by SEC EDGAR 08/07/2026 - 04:02 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Reasoner Martin E.

(Last) (First) (Middle)

390 RXR PLAZA

(Street)

UNIONDALE NEW YORK

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ACRES Commercial Realty Corp. [ ACR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Managing Director-Originations

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/06/2026		A(1)		1,517,095	A	$0(1)	1,535,506	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger, dated April 29, 2026, between ACRES Commercial Realty Corp. (the "Company") and ACRES Holdings Sub LLC, a subsidiary of the Company, on the one hand, and ACRES Capital Corp ("ACC") and ACRES Capital, LLC, a subsidiary of ACC and the external manager of the Company, on the other hand, (i) each outstanding share of common stock, $0.0001 par value per share, of ACC converted into the right to receive 2.61882 shares of common stock, $0.001 par value per share, of the Company.

	/s/ Julie Wilson, attorney-in-fact	08/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)