313,603 Brookfield REIT shares redeemed as fee payment (NYSE: BAM)

Rhea-AI Filing Summary

Brookfield Real Estate Income Trust Inc. reported an insider transaction involving its external adviser. On December 31, 2025, 313,603 shares of Class I common stock were redeemed at $10.431 per share. The shares were held by Brookfield REIT Adviser LLC, which received them as payment of the monthly management fee under the advisory agreement with the trust and its operating partnership.

After this redemption, 106,700 shares of Class I common stock remained beneficially owned indirectly, with the filing made jointly by multiple Brookfield entities as 10% owners. The reporting persons state that the shares are held directly by Brookfield REIT Adviser LLC and indirectly through a chain of Brookfield affiliates, and they disclaim beneficial ownership beyond their respective pecuniary interests.

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

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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^*

Brookfield Asset Management Ltd.

(Last) (First) (Middle)

BROOKFIELD PLACE

181 BAY STREET, SUITE 100

(Street)

TORONTO A6 M5J 2T3

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BROOKFIELD REAL ESTATE INCOME TRUST INC. [ N/A ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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

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

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
Class I Common Stock	12/31/2025		J(1)		313,603	D	$10.431(1)	106,700	I	Held by Brookfield REIT Adviser LLC(2)(3)

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

1. Name and Address of Reporting Person^*

Brookfield Asset Management Ltd.

(Last) (First) (Middle)

BROOKFIELD PLACE

181 BAY STREET, SUITE 100

(Street)

TORONTO A6 M5J 2T3

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

BROOKFIELD Corp /ON/

(Last) (First) (Middle)

BROOKFIELD PLACE

181 BAY STREET, SUITE 100

(Street)

TORONTO A6 M5J 2T3

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Brookfield Asset Management ULC

(Last) (First) (Middle)

BROOKFIELD PLACE

181 BAY STREET, SUITE 100

(Street)

TORONTO A6 M5J 2T3

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Brookfield US Holdings Inc.

(Last) (First) (Middle)

BROOKFIELD PLACE

181 BAY STREET, SUITE 100

(Street)

TORONTO A6 M5J 2T3

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Brookfield US Inc.

(Last) (First) (Middle)

250 VESEY STREET, 15TH FLOOR

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Brookfield Property Master Holdings LLC

(Last) (First) (Middle)

250 VESEY STREET, 15TH FLOOR

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Brookfield Property Group LLC

(Last) (First) (Middle)

250 VESEY STREET, 15TH FLOOR

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Brookfield REIT Adviser LLC

(Last) (First) (Middle)

250 VESEY STREET, 15TH FLOOR

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Reflects shares redeemed by Brookfield REIT Adviser LLC (the "Adviser") that were issued by the Issuer as payment of the monthly management fee as compensation for the services the Adviser provides to the Issuer, pursuant to, and subject to the terms and conditions of, the advisory agreement among the Adviser, Brookfield REIT Operating Partnership L.P. and the Issuer.

2. These shares are held directly by the Adviser and indirectly by Brookfield Corporation ("BCORP"), Brookfield Asset Management Ltd. ("BAM"), Brookfield Asset Management ULC ("BAM-ULC"), Brookfield US Holdings Inc. ("BUSHI"), Brookfield US Inc. ("BUSI"), Brookfield Property Master Holdings LLC ("BPM Holdings") and Brookfield Property Group LLC ("BPG"). BCORP is a holder of common shares of BAM-ULC, an ownership interest in BAM and special tracking preferred shares and Class B senior preferred shares of BUSHI. BAM is a holder of common shares of BAM-ULC. BAM-ULC is the holder of Class B common shares of BUSHI. BUSHI is the holder of Class A common shares and Class C preferred shares of BUSI. BUSI is the managing member of BPM Holdings. BPM Holdings is the sole member of BPG, which is the managing member of the Adviser.

3. This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

Remarks:

The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

	Brookfield REIT Adviser LLC, By: /s/ Michelle Campbell, Name: Michelle Campbell, Title: Attorney-in-Fact	01/06/2026
	Brookfield Property Group LLC, By: /s/ Michelle Campbell, Name: Michelle Campbell, Title: Attorney-in-Fact	01/06/2026
	Brookfield Property Master Holdings LLC, By: /s/ Michelle Campbell, Name: Michelle Campbell, Title: Attorney-in-Fact	01/06/2026
	Brookfield US Inc., By: /s/ Kathy Sarpash, Name: Kathy Sarpash, Title: Secretary	01/06/2026
	Brookfield US Holdings Inc., By: /s/ Kathy Sarpash, Name: Kathy Sarpash, Title: Vice President & Secretary	01/06/2026
	Brookfield Asset Management ULC, By: /s/ Kathy Sarpash, Name: Kathy Sarpash, Title: Vice President & Secretary	01/06/2026
	Brookfield Asset Management Ltd., By: /s/ Kathy Sarpash, Name: Kathy Sarpash, Title: Managing Director, Legal & Regulatory and Corporate Secretary	01/06/2026
	Brookfield Corporation, By: /s/ Swati Mandava, Name: Swati Mandava, Title: Managing Director, Legal & Regulatory	01/06/2026
	** 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).
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FAQ

What insider transaction did Brookfield Real Estate Income Trust (BAM) report on this Form 4?

The filing reports that 313,603 shares of Class I common stock of Brookfield Real Estate Income Trust Inc. were redeemed on December 31, 2025, from holdings of Brookfield REIT Adviser LLC.

What was the price for the Brookfield Real Estate Income Trust Class I shares in this Form 4?

The 313,603 Class I common shares were redeemed at a price of $10.431 per share, as disclosed in the non-derivative securities table.

Why did Brookfield REIT Adviser LLC hold these Brookfield Real Estate Income Trust shares?

According to the explanation, the shares had been issued by the REIT as payment of the monthly management fee to Brookfield REIT Adviser LLC for services under the advisory agreement with the REIT and its operating partnership.

How many Brookfield Real Estate Income Trust shares are shown as beneficially owned after the transaction?

Following the reported redemption, the Form 4 lists 106,700 Class I common shares as beneficially owned indirectly, with the ownership form marked as indirect and the nature described as "Held by Brookfield REIT Adviser LLC".

Which Brookfield entities are associated with this Brookfield Real Estate Income Trust Form 4 filing?

The filing is made jointly by several 10% owners, including Brookfield REIT Adviser LLC, Brookfield Property Group LLC, Brookfield Property Master Holdings LLC, Brookfield US Inc., Brookfield US Holdings Inc., Brookfield Asset Management ULC, Brookfield Asset Management Ltd. and Brookfield Corporation, reflecting an ownership chain described in the footnotes.

Do the Brookfield reporting persons claim full beneficial ownership of all reported Brookfield REIT shares?

No. The footnotes state that the filing shall not be deemed an admission that the reporting persons are beneficial owners of equity securities beyond their respective pecuniary interests, and each reporting person disclaims beneficial ownership except to that extent.

Was this Brookfield Real Estate Income Trust transaction part of a Rule 10b5-1 trading plan?

The form includes a checkbox for indicating transactions made under a Rule 10b5-1(c) plan, but the provided excerpt does not show that this box was selected.