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  4. [Form 4] Bluerock Acquisition Corp. Insider Trading Activity

Bluerock Acquisition (BLRKU) sponsor transfers 35,000 Class B shares at $0.003

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bluerock Acquisition Holdings, LLC, the sponsor of Bluerock Acquisition Corp., reported an internal share transfer involving its Class B Ordinary Shares. On January 23, 2026, the sponsor transferred 35,000 Class B Ordinary Shares of the issuer to Ziv Conen for $0.003 per share. After this transaction, the sponsor reported beneficial ownership of 5,655,000 Class B Ordinary Shares.

The Class B Ordinary Shares are automatically convertible into Class A Ordinary Shares on a one-for-one basis at the time of the issuer’s initial business combination, subject to anti-dilution adjustments, and they have no expiration date. The sponsor is the record holder of the reported securities, and a chain of entities ultimately controlled by Ramin Kamfar exercises voting and investment discretion over the shares.

Positive

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Negative

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Insider Bluerock Acquisition Holdings, LLC, KAMFAR RAMIN
Role Director, 10% Owner | CEO and Chairman
Type Security Shares Price Value
Other Class B Ordinary Shares 35,000 $0.00 --
Other Class B Ordinary Shares 35,000 $105.00 $3.67M
Holdings After Transaction: Class B Ordinary Shares — 5,655,000 shares (Direct)
Footnotes (1)
  1. The Class B Ordinary Shares are automatically convertible into the Issuer's Class A Ordinary Shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date. On January 23, 2026, Bluerock Acquisition Holdings, LLC (the "Sponsor") transferred 35,000 Class B Ordinary Shares of the Issuer to Ziv Conen for $0.003 per share. The Sponsor is the record holder of the securities reported herein. BEH SPAC Holdings, LLC ("BEH") is the managing member of the Sponsor. Bluerock Enterprise Holdings, LP ("Bluerock Enterprise") is the sole member of BEH. Bluerock Holdings Manager, Inc. ("Bluerock Manager") is the general partner of Bluerock Enterprise. Ramin Kamfar controls Bluerock Manager and has voting and investment discretion with respect to the securities held of record by the Sponsor.
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*
Bluerock Acquisition Holdings, LLC
(Last) (First) (Middle)
C/O BLUEROCK ACQUISITION CORP.
919 THIRD AVENUE
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Bluerock Acquisition Corp. [ BLRK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026
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 B Ordinary Shares 01/23/2026 J(1) 35,000 D $105 5,655,000 D(2)
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
Class B Ordinary Shares (1) 01/23/2026 J(2) 35,000 (1) (1) Class A Ordinary Shares 35,000 $0 5,655,000 D(3)
1. Name and Address of Reporting Person*
Bluerock Acquisition Holdings, LLC
(Last) (First) (Middle)
C/O BLUEROCK ACQUISITION CORP.
919 THIRD AVENUE
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KAMFAR RAMIN
(Last) (First) (Middle)
C/O BLUEROCK ACQUISITION CORP.
919 THIRD AVENUE
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO and Chairman
Explanation of Responses:
1. The Class B Ordinary Shares are automatically convertible into the Issuer's Class A Ordinary Shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.
2. On January 23, 2026, Bluerock Acquisition Holdings, LLC (the "Sponsor") transferred 35,000 Class B Ordinary Shares of the Issuer to Ziv Conen for $0.003 per share.
3. The Sponsor is the record holder of the securities reported herein. BEH SPAC Holdings, LLC ("BEH") is the managing member of the Sponsor. Bluerock Enterprise Holdings, LP ("Bluerock Enterprise") is the sole member of BEH. Bluerock Holdings Manager, Inc. ("Bluerock Manager") is the general partner of Bluerock Enterprise. Ramin Kamfar controls Bluerock Manager and has voting and investment discretion with respect to the securities held of record by the Sponsor.
Remarks:
See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer. See Exhibits 24.1 and 24.2 - Powers of Attorney.
/s/ Jordan Leon, Attorney-in-Fact for Bluerock Acquisition Holdings, LLC 01/23/2026
/s/ Jordan Leon, Attorney-in-Fact for Ramin Kamfar 01/23/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Bluerock Acquisition Holdings report for BLRKU?

Bluerock Acquisition Holdings, LLC reported transferring 35,000 Class B Ordinary Shares of Bluerock Acquisition Corp. to Ziv Conen on January 23, 2026 for $0.003 per share. After the transfer, it reported beneficial ownership of 5,655,000 Class B Ordinary Shares.

Who is the reporting person in this Bluerock (BLRKU) Form 4 filing?

The primary reporting person is Bluerock Acquisition Holdings, LLC, the sponsor and record holder of the securities. Ramin Kamfar, who serves as a director, CEO and Chairman and is a 10% owner, controls the entity structure that has voting and investment discretion over the shares held by the sponsor.

What are the terms of Bluerock’s Class B Ordinary Shares reported in this Form 4?

The Class B Ordinary Shares are automatically convertible into the issuer’s Class A Ordinary Shares at the time of the initial business combination on a one-for-one basis, subject to specified anti-dilution adjustments, and they have no expiration date.

How many Bluerock Class B shares are beneficially owned after the reported transaction?

Following the reported transfer, Bluerock Acquisition Holdings, LLC reported beneficial ownership of 5,655,000 Class B Ordinary Shares of Bluerock Acquisition Corp.

How is control over the reported Bluerock (BLRKU) shares structured?

The sponsor is the record holder of the securities. BEH SPAC Holdings, LLC is the managing member of the sponsor, Bluerock Enterprise Holdings, LP is the sole member of BEH, Bluerock Holdings Manager, Inc. is the general partner of Bluerock Enterprise, and Ramin Kamfar controls Bluerock Manager with voting and investment discretion over the shares.

Does this Bluerock Form 4 involve derivative securities?

The filing describes Class B Ordinary Shares that are automatically convertible into Class A Ordinary Shares on a one-for-one basis at the initial business combination, subject to anti-dilution adjustments, and with no expiration date, reflecting their convertible nature.