Bluerock Homes Trust Inc SEC Filings

Bluerock Homes Trust (BHM) reported an insider equity award. On 11/11/2025, the Chairman and CEO acquired 15,951 LTIP Units (Transaction Code A) under the company’s long‑term incentive plan.

According to the filing, these LTIP Units were issued in partial satisfaction of the issuer’s Base Management Fee to its Manager for Q3 2025 and to reimburse an affiliate for a portion of the CEO’s salary. The units were fully vested upon issuance, may convert to OP Units upon capital account equivalency, and thereafter may be redeemed for cash or, at the issuer’s option after a one‑year holding period, settled in Class A common stock on a one‑for‑one basis.

Following this grant, the reporting person beneficially owned 1,202,612 derivative securities directly.

Bluerock Homes Trust (BHM) issued equity-based compensation for services. The Board approved paying part of the Q3 2025 Base Management Fee in Operating Partnership C‑LTIP Units valued at $210,000, with the balance paid in cash. On November 11, 2025, an aggregate of 22,332 C‑LTIP Units was issued, calculated using the five‑day average closing price of Class A common stock prior to issuance.

Per a directive aligning with prior salary elections, the Company caused the Operating Partnership to issue 15,951 units to CEO R. Ramin Kamfar (valued at $150,000) and 6,381 units to President Jordan Ruddy (valued at $60,000). The units were issued in reliance on Section 4(a)(2) and Regulation D, are fully vested, may convert to OP Units upon capital account equivalency, and may later be redeemed for cash or, at the Company’s option after a one‑year holding period, settled in Class A common stock. Holders receive distribution equivalents when common dividends are paid.

Bluerock Homes Trust (BHM) filed its Q3 2025 10‑Q. Total revenues were $16.6 million, up from $12.7 million a year ago. Net loss attributable to common stockholders was $3.6 million, or $(0.94) per share; for the nine months, loss was $8.6 million.

The company expanded its portfolio with two acquisitions: Skytop Apartments for $88.5 million (funded with a $57.5 million senior loan, $22.0 million from the KeyBank credit facility, and $13.0 million cash) and Southern Pines Reserve for $56.6 million (funded with a $30.7 million senior loan, $20.0 million from the KeyBank credit facility, and $8.9 million cash). As of September 30, 2025, consolidated operating investments were approximately 91.8% occupied.

Total assets were $1.093 billion, including cash and cash equivalents of $162.7 million. Mortgages payable were $393.9 million and revolving credit facilities $22.0 million. The company had 6.0% Series A Redeemable Preferred Stock of 6,087,829 shares outstanding (carrying value $136.9 million) and recorded preferred dividends of $2.4 million in the quarter. Operating cash flow for the nine months was $28.3 million; investing used $109.0 million and financing provided $132.8 million.

Bluerock Homes Trust, Inc. disclosed the acquisition of a 100% ownership interest in a property for a purchase price of $88.5M, which the company consolidated on its balance sheet. The acquisition included $3.0M of capitalized acquisition costs (with a $2.2M acquisition fee payable to a related party, BR Skytop DST Manager, LLC), a $57.5M senior loan and $22.0M borrowed under its KeyBank credit facility.

The senior loan bears interest at a fixed 4.98% and matures in October 2035; the carrying value includes approximately ($1.8M) of deferred financing costs. Property management fees are calculated at the greater of 2.50% of monthly property revenues or $8,500 monthly (the company used 2.50%), and asset management fees equal 0.20% p.a. of the $88.5M purchase price (prorated for six months ended June 30, 2025). Depreciation and amortization policies and the amortization period for a tax abatement (159 months) are disclosed. The auditor’s procedures and going-concern evaluation language are included.

Ruddy Jordan B., President and Director of Bluerock Homes Trust, Inc. (BHM), reported an issuance of 4,575 LTIP Units on 08/19/2025. The LTIP Units were issued in partial satisfaction of the issuer's Base Management Fee to Bluerock Homes Manager, LLC and to reimburse Bluerock Real Estate Holdings, LLC for a portion of the Reporting Person's salary for the quarter ended June 30, 2025. The LTIP Units were fully vested on issuance and may convert to OP Units when they reach capital account equivalency with existing OP Units; once converted they may be redeemed for cash or, at the issuer's option after a one-year holding period, settled one-for-one in the issuer's Class A common stock. Following the reported transaction, the Reporting Person beneficially owned 193,913 shares of Class A common stock. The Form was signed by an attorney-in-fact on 08/20/2025.

Ramin Kamfar, Chairman and CEO of Bluerock Homes Trust, Inc. (BHM), received 11,437 long-term incentive plan units ("LTIP Units") on 08/19/2025. The LTIP Units were issued in partial satisfaction of the Issuer's Base Management Fee to Bluerock Homes Manager, LLC and to reimburse Bluerock Real Estate Holdings, LLC for a portion of the Reporting Person's salary for the quarter ended June 30, 2025. The LTIP Units were fully vested upon issuance and may convert to OP Units upon reaching capital account equivalency, after which they may be redeemed for cash or, at the issuer's option and following a one-year holding period, settled one-for-one into shares of the Issuer's Class A common stock. Following the reported transaction, the Reporting Person beneficially owned 1,186,661 shares (direct).

Bluerock Homes Trust, Inc. reported consolidated assets of $991.2 million and cash and restricted cash of $145.1 million at June 30, 2025. The company owns 21 investments representing 5,038 residential units (3,640 consolidated; 1,398 via preferred equity) and reported consolidated operating occupancy of 91.4% (93.2% excluding held-for-sale and down/renovation units).

For the six months ended June 30, 2025, Bluerock recorded a $13.156 million net loss, driven in part by higher depreciation and interest expense; net loss attributable to common stockholders was $5.013 million (basic loss per share $1.33). Activity included the $56.6 million acquisition of Southern Pines Reserve (272 units), a $25.0 million investment in the Marble Fund, repayment of loan investments totaling $31.7 million, redemption and sales of certain preferred equity investments, and net proceeds of $26.03 million from issuance of Series A redeemable preferred stock. Mortgages payable rose to $338.6 million from $252.8 million at year-end 2024. The company remains organized as a REIT.