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Brandywine Realty Trust 8-K Filings

BDN NYSE

Every 8-K that Brandywine Realty Trust (BDN) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow BDN and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BDN filings page.

Rhea-AI Summary

Brandywine Realty Trust (BDN) reports that its Board of Trustees has appointed Terri Herubin as a Trustee, effective September 15, 2026. She will serve until the 2027 annual meeting of shareholders and will stand for election at that meeting. Concurrently, she has been appointed to the Board’s Audit Committee.

The company notes Ms. Herubin’s prior Board service from 2018 to 2024 and her extensive real estate investment and governance background. There are no related-party arrangements or transactions requiring disclosure, and she will receive standard non-employee Trustee compensation on a prorated basis.

Rhea-AI Summary

Brandywine Realty Trust (BDN), through its operating partnership, entered into an Agreement of Sale to dispose of its interest in a 441,000 square foot property at 3151 Market Street in Philadelphia for $240 million, or $544 per square foot, to an unrelated third-party buyer.

The property is only 4% leased and is subject to a $57.3 million mortgage, which will be repaid at closing. The Company anticipates net proceeds of approximately $168 million after repayment and customary adjustments. The buyer has placed a $5 million earnest money deposit in escrow that is non-refundable except as provided in the Agreement.

The closing is scheduled for September 30, 2026, or earlier by mutual agreement, and remains subject to customary closing conditions and termination rights. The Company states it cannot assure that the transaction will close on schedule or at all.

Rhea-AI Summary

Brandywine Realty Trust’s operating partnership has launched concurrent, but separate, cash tender offers for up to $100,000,000 aggregate principal amount of its outstanding notes, subject to series caps of $50,000,000 for its 7.550% guaranteed notes due 2028 and $50,000,000 for its 8.875% guaranteed notes due 2029.

Holders whose notes are accepted will receive $1,047.50 per $1,000 principal amount of the 2028 notes and $1,068.75 per $1,000 principal amount of the 2029 notes, plus accrued interest. The offers expire at 5:00 p.m. New York City time on August 21, 2026, with settlement anticipated on August 25, 2026. The operating partnership intends to fund purchases with cash on hand and/or borrowings under its $600,000,000 line of credit.

Rhea-AI Summary

Brandywine Realty Trust, through its operating partnership, completed the disposition of a 206,000 square foot Austin, Texas office building and its 520-space parking garage on July 9, 2026, for a sales price of $151.0 million, generating net proceeds of approximately $146.1 million.

Pro forma, the March 31, 2026 balance sheet shows total assets rising to $3,617,767 thousand, with cash and cash equivalents increasing to $182,269 thousand. The pro forma gain on sale of real estate of $37,978 thousand increases cumulative earnings and Brandywine’s equity to $772,291 thousand. For 2025, removing the property’s results would have reduced rents by $19,159 thousand and operating expenses by $12,277 thousand, with net loss attributable to common shareholders improving from $(179,478) thousand to $(148,491) thousand.

Rhea-AI Summary

Brandywine Realty Trust extended the maturity of its revolving credit facility by six months, moving the due date from June 30, 2026 to December 30, 2026. The borrowers submitted an extension notice and paid a fee equal to 0.0625% of the facility, with no other credit agreement terms changed.

At the same meeting, shareholders approved an amendment to the 2023 Long-Term Incentive Plan, increasing the number of common shares available by 5,000,000 and extending the plan’s term to March 19, 2036. Six trustees were elected, PricewaterhouseCoopers LLP was ratified as auditor for 2026, and advisory say-on-pay and the plan amendment each received shareholder support.

Rhea-AI Summary

Brandywine Realty Trust reported a wider first-quarter 2026 loss but stable property performance and solid liquidity. Net loss attributable to common shareholders was $48.9 million, or $(0.28) per share, versus a $27.4 million loss, or $(0.16) per share, a year earlier, including $11.9 million of non-cash impairment charges.

Funds from Operations (FFO), a key REIT cash-flow metric, totaled $20.0 million, or $0.11 per diluted share, down from $0.14 per share in 2025. The first-quarter FFO payout ratio was 72.7% based on a $0.08 per-share distribution. Same-store cash net operating income rose 3.3%, with cash rental rate mark-to-market down 2.6% but up 4.1% on an accrual basis.

The core portfolio was 88.3% occupied and 89.9% leased, with 268,000 square feet of new and renewal leases in wholly owned assets and 422,000 square feet including joint ventures. Management reaffirmed its 2026 business plan, narrowing FFO guidance to $0.52–$0.58 per diluted share and adjusting loss-per-share guidance to $(0.76)–$(0.70). The company highlighted a planned $290–$300 million asset sale program, a potential $100 million Avira financing, and maintained ample liquidity with $65 million drawn on a $600 million credit line and no unsecured bond maturities until November 2027.

Rhea-AI Summary

Brandywine Realty Trust filed an amendment to update details on the planned retirement of George D. Johnstone, formerly Executive Vice President – Operations. The company and Mr. Johnstone entered into a Transition Services and Release Agreement on March 10, 2026.

The agreement confirms his retirement from the EVP – Operations role effective February 20, 2026, and his continued service as a Senior Adviser through August 20, 2026 to help transition his duties. He is subject to non-competition and non-solicitation restrictions until that date and provides a general release of claims.

As compensation for his transition services and related commitments, Mr. Johnstone will receive $400,000, with $240,000 paid after his release becomes irrevocable and $160,000 paid in regular installments from April through August 2026. The full agreement is filed as an exhibit.

Rhea-AI Summary

Brandywine Realty Trust reported a net loss attributable to common shareholders of $(36.9) million, or $(0.21) per share in Q4 2025, and $(179.5) million, or $(1.03) per share for full year 2025. Q4 Funds From Operations (FFO) available to common shareholders were $14.6 million, or $0.08 per diluted share, and full-year 2025 FFO was $93.4 million, or $0.52 per diluted share, down from $0.85 in 2024, partly due to $63.4 million of non-cash impairments and a $12.2 million loss on early debt extinguishment.

The company consolidated full ownership of its Philadelphia life science assets at 3025 JFK and 3151 Market Street and closed a $50.5 million C-PACE financing for 3151 Market. It also issued $300 million of 6.125% notes due 2031 and repaid a $245 million secured loan, leaving its core portfolio fully unencumbered, with no borrowings on a $600 million revolver and $32.3 million of cash at year end.

Same-store NOI grew modestly, rising 2.4% on an accrual basis and 3.2% on a cash basis in Q4, with core portfolio occupancy at 88.3% and 90.4% leased. For 2026, management guides to a loss per share of $(0.66)–$(0.58) and FFO of $0.51–$0.59 per diluted share, assuming $280–$300 million of asset sales and year-end core occupancy of 89–90%.

Rhea-AI Summary

Brandywine Realty Trust announces that George D. Johnstone, its Executive Vice President – Operations, plans to retire from his current role by the end of the first quarter of 2026. Johnstone has held leadership positions at the company for twenty-seven years, and the company publicly recognizes his contributions and long service. It is expected that he and the company will enter into an agreement for him to assist with various transition activities during 2026, which is intended to support continuity in operations and leadership as responsibilities are handed off.

Rhea-AI Summary

Brandywine Realty Trust reported that it issued a press release announcing financial results for the three and nine months ended September 30, 2025. The information is furnished under Item 2.02 and the release is attached as Exhibit 99.1. The press release includes non‑GAAP financial measures alongside GAAP figures and reconciliations.

Rhea-AI Summary

Brandywine Realty Trust and its operating partnership completed a notes offering that generated approximately $296.3 million in net proceeds after underwriting discounts and transaction expenses. The offering consists of 6.125% Guaranteed Notes due 2031, with the net proceeds designated to repay consolidated secured debt and for general corporate purposes, which may include repaying or repurchasing other indebtedness. The filing attaches the form of the notes, related indentures, and a press release as Exhibit 99.1. The notes may be redeemed at 100% of principal plus accrued interest on or after the Par Call Date, and certain events of default allow acceleration by the trustee or holders of at least 25% of outstanding principal.

Rhea-AI Summary

Brandywine Realty Trust and its subsidiary Brandywine Operating Partnership, L.P. filed a Current Report on Form 8-K that attaches underwriting and pricing agreements dated September 29, 2025 related to certain Notes. The filing lists Exhibits 1.1 (Underwriting Agreement) and 1.2 (Pricing Agreement) naming BofA Securities, Citigroup Global Markets, Truist Securities and Wells Fargo Securities as representatives of the underwriters. The exhibit list also references existing indentures and supplemental indentures incorporated by reference, a legal opinion from Troutman Pepper Locke LLP, consent from that firm, a press release dated September 29, 2025, and the cover page interactive data file.