Bluerock Homes Trust (BHM) CIO receives 9,511 LTIP incentive units
Rhea-AI Filing Summary
Bluerock Homes Trust, Inc. Chief Investment Officer Ryan S. MacDonald received a grant of 9,511 LTIP Units in Bluerock Residential Holdings, LP on April 1, 2026 as part of his annual equity incentive compensation.
The LTIP Units will vest in equal installments over a three-year period starting April 1, 2026. Once vested and after achieving capital account equivalency, they may convert into OP Units and can then be redeemed for cash or, at the issuer’s option after a one-year holding period, settled in shares of Class A common stock on a one-for-one basis. Following this grant, MacDonald directly holds 116,492 LTIP Units and is entitled to distribution equivalents on these units, whether or not vested.
Positive
- None.
Negative
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Insider Trade Summary
1 transaction reported
Mixed
1 txn
Insider
MacDonald Ryan S
Role
Chief Investment Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | LTIP Units | 9,511 | $0.00 | $0.00 |
Holdings After Transaction:
LTIP Units — 116,492 shares (Direct)
Footnotes (2)
- F1. Represents long-term incentive plan units ("LTIP Units") in Bluerock Residential Holdings, LP (the "Operating Partnership"), of which the Issuer is the general partner. The LTIP Units were issued at the direction of Bluerock Homes Manager, LLC (the "Manager"), in satisfaction of the Manager's reimbursement obligation to its affiliate, Bluerock Real Estate Holdings, LLC ("BREH") for the portion of the annual equity incentive award payable by BREH to the Reporting Person for services provided to the Manager in the Reporting Person's capacity as Chief Investment Officer thereof. Such LTIP Units will vest ratably on an annual basis over a three-year period from April 01, 2026.
- F2. Once vested, these LTIP Units may convert to limited partnership interests of the Operating Partnership ("OP Units") upon reaching capital account equivalency with the OP Units held by the Issuer, and may then be redeemed for cash or, at the option of the Issuer and after a one year holding period (including any period during which the LTIP Units were held), settled in shares of the Issuer's Class A common stock on a one-for-one basis. The Reporting Person will be entitled to receive "distribution equivalents" with respect to such LTIP Units, whether or not vested, at the same time as distributions are paid to the holders of the Issuer's Class A common stock.
Key Figures
LTIP Units granted: 9,511 LTIP Units
Total LTIP Units after grant: 116,492 LTIP Units
Vesting period: 3 years
+2 more
5 metrics
LTIP Units granted
9,511 LTIP Units
Grant dated April 1, 2026 as equity incentive award
Total LTIP Units after grant
116,492 LTIP Units
Direct holdings following reported transaction
Vesting period
3 years
LTIP Units vest ratably over three years from April 1, 2026
Holding period before stock settlement
1 year
Required holding period before potential Class A stock settlement
Conversion ratio to Class A stock
1-for-1
OP Units may be settled in Class A common stock on a one-for-one basis
Key Terms
LTIP Units, Operating Partnership, limited partnership interests, OP Units, +1 more
5 terms
LTIP Units financial
"Represents long-term incentive plan units ("LTIP Units") in Bluerock Residential Holdings, LP"
LTIP units are awards given to executives and employees as part of a long-term incentive plan; they act like deferred bonuses that convert into company shares or cash only if the business meets set performance or time requirements. Investors care because LTIP units tie management pay to future results, can increase the number of outstanding shares (dilution) when they vest, and create ongoing compensation expense that can affect earnings and shareholder value.
Operating Partnership financial
"in Bluerock Residential Holdings, LP (the "Operating Partnership"), of which the Issuer is the general partner"
An operating partnership is a separate legal entity set up to own and run a company’s core assets and day-to-day businesses, while investors hold interests indirectly through the parent company. Think of it like a dedicated garage that actually stores and services the cars while the owner keeps the dealership; it matters to investors because it affects how income, taxes, liability and voting rights are allocated and therefore can influence distributions and risk.
limited partnership interests financial
"may convert to limited partnership interests of the Operating Partnership ("OP Units")"
An ownership stake in a limited partnership gives an investor the role of a limited partner who provides capital but does not run day-to-day operations; a separate general partner manages the business. It matters because limited partners share profits, losses, and tax benefits but generally cannot lose more than they invested and have little control or liquidity—think of it like quietly funding a small business while someone else manages it, with potential return and risk tied to the venture’s performance.
OP Units financial
"may convert to limited partnership interests of the Operating Partnership ("OP Units") upon reaching capital account equivalency"
OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.
distribution equivalents financial
"The Reporting Person will be entitled to receive "distribution equivalents" with respect to such LTIP Units"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did BHM Chief Investment Officer Ryan S. MacDonald report?
Ryan S. MacDonald reported receiving 9,511 LTIP Units as an equity incentive award. These units were issued through the Bluerock Residential Holdings, LP operating partnership, reflecting compensation for services as Chief Investment Officer to the manager rather than an open-market stock purchase or sale.
How many LTIP Units does BHM executive Ryan S. MacDonald hold after this Form 4?
After the grant, Ryan S. MacDonald directly holds 116,492 LTIP Units. This total includes the newly awarded 9,511 LTIP Units, which are part of his long-term incentive compensation structure linked to Bluerock Residential Holdings, LP, the operating partnership of Bluerock Homes Trust.
How do Ryan S. MacDonald’s BHM LTIP Units vest and over what period?
The 9,511 LTIP Units granted to Ryan S. MacDonald vest ratably over three years. Vesting begins April 1, 2026, with equal annual installments, aligning his long-term compensation with ongoing service and performance as Chief Investment Officer to the manager entity.
Can BHM LTIP Units reported by Ryan S. MacDonald convert into common stock?
Once vested and after achieving capital account equivalency, the LTIP Units may convert into OP Units. Those OP Units can 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 share basis.
Do the LTIP Units granted to BHM’s CIO pay distributions before vesting?
Yes. Ryan S. MacDonald is entitled to receive distribution equivalents on the LTIP Units, whether or not they are vested. These are paid at the same time distributions are made to holders of Bluerock Homes Trust’s Class A common stock, aligning incentive rights with common shareholder distributions.