Bluerock Homes (NYSE: BHM) grants 4,529 LTIP units to Executive VP

Rhea-AI Filing Summary

Bluerock Homes Trust, Inc. reported that Executive VP, Operations Michael DiFranco received a grant of 4,529 long-term incentive plan units (LTIP Units) in Bluerock Residential Holdings, LP, the company’s operating partnership. The award is part of his annual equity incentive compensation and was issued at a grant price of $0.00 per unit.

These LTIP Units vest in equal annual installments over three years starting on April 1, 2026. Once vested and after reaching capital account equivalency, they may convert into operating partnership units (OP Units) and then 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, DiFranco holds 49,549 LTIP Units directly and is entitled to receive distribution equivalents on these units, whether or not vested, at the same time distributions are paid on the Class A common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DiFranco Michael

Role Executive VP, Operations

Type	Security	Shares	Price	Value
Grant/Award	LTIP Units	4,529	$0.00	--

Holdings After Transaction: LTIP Units — 49,549 shares (Direct)

Footnotes (1)

1. 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 Executive VP, Operations thereof. Such LTIP Units will vest ratably on an annual basis over a three-year period from April 01, 2026. 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: 4,529 LTIP Units Grant price: $0.00 per LTIP Unit Total LTIP Units after grant: 49,549 LTIP Units +2 more

5 metrics

LTIP Units granted 4,529 LTIP Units Equity incentive award to Executive VP, Operations on April 1, 2026 grant

Grant price $0.00 per LTIP Unit Stated transaction price for the LTIP Unit grant

Total LTIP Units after grant 49,549 LTIP Units Holdings following the reported transaction

Vesting period Three years LTIP Units vest ratably from April 1, 2026

Conversion ratio 1 LTIP/OP Unit to 1 Class A share After OP Unit conversion and one-year holding period at issuer’s option

Key Terms

LTIP Units, Operating Partnership, OP Units, distribution equivalents, +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

"LTIP Units in Bluerock Residential Holdings, LP (the "Operating Partnership")"

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.

OP Units financial

"may convert to limited partnership interests of the Operating Partnership ("OP Units")"

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"

Class A common stock financial

"settled in shares of the Issuer's Class A common stock on a one-for-one basis"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Form 4 Insider Transactions: What Each Field Means →

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

DiFranco Michael

(Last) (First) (Middle)

919 THIRD AVENUE

40TH FLOOR

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Bluerock Homes Trust, Inc. [ BHM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP, Operations

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

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

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

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

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
LTIP Units	(1)(2)	04/01/2026		A		4,529		(1)(2)	(1)(2)	Class A Common Stock	4,529	(1)(2)	49,549	D

Explanation of Responses:

1. 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 Executive VP, Operations thereof. Such LTIP Units will vest ratably on an annual basis over a three-year period from April 01, 2026.

2. 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.

	/s/ Christopher J. Vohs, Attorney-In-Fact	04/03/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Bluerock Homes Trust (BHM) report for Michael DiFranco?

Bluerock Homes Trust reported that Executive VP, Operations Michael DiFranco received a grant of 4,529 LTIP Units in its operating partnership. This equity incentive award is compensation-related, not an open-market share purchase or sale, and increases his total LTIP Unit holdings to 49,549.

How many LTIP Units were granted to the BHM executive and at what price?

Executive VP, Operations Michael DiFranco was granted 4,529 LTIP Units in Bluerock Residential Holdings, LP at a stated grant price of $0.00 per unit. These units represent a long-term incentive award rather than a cash investment by the executive in company securities.

What is the vesting schedule for Michael DiFranco’s 4,529 LTIP Units at Bluerock Homes (BHM)?

The 4,529 LTIP Units granted to Michael DiFranco vest ratably over three years starting on April 1, 2026. That means one-third of the award vests each year, aligning his compensation with longer-term performance and service to the Bluerock Homes management platform.

Can the granted LTIP Units at Bluerock Homes (BHM) become Class A common stock?

Once vested and after reaching capital account equivalency, the LTIP Units may convert into OP Units, which 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 basis.

What distributions will Michael DiFranco receive on his LTIP Units at Bluerock Homes Trust (BHM)?

Michael DiFranco is entitled to receive distribution equivalents on his LTIP Units, whether vested or unvested. These are paid at the same time as distributions to holders of Bluerock Homes Trust’s Class A common stock, aligning the incentive units economically with regular common shareholders.

How many LTIP Units does the BHM executive hold after this Form 4 transaction?

After the reported grant, Executive VP, Operations Michael DiFranco directly holds 49,549 LTIP Units. This total includes the new 4,529-unit award and represents his aggregate long-term incentive position in Bluerock Residential Holdings, LP, the operating partnership of Bluerock Homes Trust.