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Martin Reasoner gains 11.41% stake in ACRES Commercial Realty (ACR)

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D

Rhea-AI Filing Summary

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.

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Beneficial ownership 1,535,506 shares Common shares beneficially owned by Martin Reasoner
Ownership percentage 11.41 % Percent of ACRES Commercial Realty common stock class represented by Reasoner’s holdings
Shares outstanding 13,452,489 shares Common shares outstanding as reported in an August 6, 2026 Form 8-K
Shares received in merger 1,517,095 shares ACRES Commercial Realty common shares Reasoner received in connection with the merger
Share exchange ratio 2.61882 Each ACRES Capital Corp common share converted into 2.61882 ACRES Commercial Realty common shares
Date of event August 6, 2026 Date of the event requiring the Schedule 13D filing and the merger Effective Time
beneficially owned financial
"Aggregate amount beneficially owned by each reporting person 1,535,506.00"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
sole voting power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: Sole Voting Power 1,535,506.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
dispositive power financial
"Sole Dispositive Power 1,535,506.00 Shared Dispositive Power 0.00"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Agreement and Plan of Merger regulatory
"entered into an Agreement and Plan of Merger (the "Merger Agreement")"
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.
Effective Time regulatory
"The Merger was completed ... on August 6, 2026 (the "Effective Time")."
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
Merger Sub regulatory
"ACRES Holdings Sub LLC ("Merger Sub"), a subsidiary of the Company"
A merger sub is a temporary, wholly owned subsidiary that an acquiring company creates to carry out a merger with another firm. Think of it as a wrapper used to combine two businesses—this can simplify legal and tax steps, isolate liabilities, and help preserve the target’s contracts or stock structure, so investors watch it because the chosen approach affects deal mechanics, shareholder votes, potential dilution, and legal or tax risk.

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

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FAQ

What ownership stake in ACRES Commercial Realty Corp. (ACR) does Martin Reasoner report?

Martin Reasoner reports beneficial ownership of 1,535,506 ACRES Commercial Realty common shares, representing 11.41% of the class. This percentage is based on 13,452,489 shares of common stock outstanding as referenced from an August 6, 2026 Form 8-K.

How did Martin Reasoner acquire his ACRES Commercial Realty (ACR) shares?

Reasoner acquired most of his stake through a merger involving ACRES Capital Corp and a subsidiary of ACRES Commercial Realty. Due to his ownership of the external manager, he received 1,517,095 ACRES Commercial Realty shares when each ACRES Capital Corp share converted into 2.61882 ACRES shares.

What were the key terms of the merger affecting ACRES Commercial Realty (ACR)?

ACRES Capital Corp merged into ACRES Holdings Sub LLC, a subsidiary of ACRES Commercial Realty, with the subsidiary surviving. At the Effective Time on August 6, 2026, each ACRES Capital Corp common share converted into 2.61882 ACRES Commercial Realty common shares.

What control rights does Martin Reasoner have over his ACR shares?

Reasoner has sole power to vote and dispose of all 1,535,506 ACRES Commercial Realty common shares he beneficially owns. He reports 0 shares with shared voting power and 0 shares with shared dispositive power, indicating exclusive control over this position.

What is Martin Reasoner’s role at ACRES Commercial Realty Corp. (ACR) and where is the company based?

Reasoner is identified as a Managing Director - Originations at ACRES Commercial Realty Corp. The company’s principal executive offices are located at 390 RXR Plaza, Uniondale, New York, 11556, which is also listed as Reasoner’s business address.





00489Q102

(CUSIP Number)
Jaclyn Jesberger
ACRES Commercial Realty Corp., 390 RXR Plaza
Uniondale, NY, 11556
(516) 535-0015

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
08/06/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
The calculation of the foregoing percentage is based on 13,452,489 shares of Common Stock outstanding, as reported in the periodic report on Form 8-K of ACRES Commercial Realty Corp. as filed with the Securities and Exchange Commission on August 6, 2026.


SCHEDULE 13D


Martin Reasoner
Signature:/s/ Martin Reasoner
Name/Title:Martin Reasoner
Date:08/06/2026