STOCK TITAN

Brookfield (BN) affiliate issued REIT shares as monthly management fee

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

Rhea-AI Filing Summary

Brookfield REIT Adviser LLC, an affiliate of BROOKFIELD REAL ESTATE INCOME TRUST INC., reported an internal share-based compensation transaction involving Class I Common Stock. On this date, the adviser was issued 107,584 shares of Class I Common Stock at $10.3874 per share as payment of the monthly management fee under its advisory agreement.

After this transaction, Brookfield REIT Adviser LLC held 546,239.333 shares of the issuer’s common stock indirectly. Some of these shares were issued through the company’s distribution reinvestment plan. The reporting persons each disclaim beneficial ownership of any securities beyond their respective pecuniary interests.

Positive

  • None.

Negative

  • None.

Insights

Brookfield affiliate received stock as advisory fees, a routine non-market transaction.

The transaction records 107,584 Class I Common shares issued to Brookfield REIT Adviser LLC at $10.3874 per share as a monthly management fee. This is categorized as an "other" restructuring-type event under code J, not an open-market buy or sell.

Following the issuance, the adviser’s indirect holdings increased to 546,239.333 shares, including stock from the issuer’s distribution reinvestment plan. The reporting parties explicitly disclaim beneficial ownership beyond their pecuniary interests, suggesting this is routine compensation and structuring rather than a directional bet on the stock.

Insider BROOKFIELD Corp /ON/, Brookfield REIT Adviser LLC
Role null | null
Type Security Shares Price Value
Other Class I Common Stock 107,584 $10.3874 $1.12M
Holdings After Transaction: Class I Common Stock — 546,239.333 shares (Indirect, Held by Brookfield REIT Adviser LLC)
Footnotes (1)
  1. Reflects shares issued to Brookfield REIT Adviser LLC (the "Adviser") by the Issuer as payment of the monthly management fee as compensation for the services the Adviser provides to the Issuer, pursuant to, and subject to the terms and conditions of, the advisory agreement among the Adviser, Brookfield REIT Operating Partnership L.P. and the Issuer. Includes shares of the Issuer's common stock issued pursuant to the Issuer's distribution reinvestment plan. This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
Shares issued as fee 107,584 shares Class I Common Stock issued as monthly management fee
Implied price per share $10.3874 per share Value used for fee payment shares
Total indirect holdings 546,239.333 shares Class I Common Stock held after transaction
monthly management fee financial
"Reflects shares issued to Brookfield REIT Adviser LLC ... as payment of the monthly management fee as compensation for the services"
distribution reinvestment plan financial
"Includes shares of the Issuer's common stock issued pursuant to the Issuer's distribution reinvestment plan."
An automatic program that uses cash distributions—such as dividends or other payouts—from a stock or fund to buy additional shares of the same security instead of handing out cash to the investor. Think of it like using store credit you’d otherwise pocket to buy more items: it makes your holding grow over time without you having to manually reinvest, which can compound returns, reduce transaction costs and change the timing of taxable income.
pecuniary interest financial
"each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein"
Section 16 of the Securities Exchange Act of 1934 regulatory
"This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended"
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.
other acquisition or disposition financial
"transaction_code_description: Other acquisition or disposition"
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
BROOKFIELD Corp /ON/

(Last)(First)(Middle)
BROOKFIELD PLACE
181 BAY STREET, SUITE 100

(Street)
TORONTOONTARIO, CANADAM5J 2T3

(City)(State)(Zip)

ONTARIO, CANADA

(Country)
2. Issuer Name and Ticker or Trading Symbol
BROOKFIELD REAL ESTATE INCOME TRUST INC. [ N/A ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
CodeVAmount(A) or (D)Price
Class I Common Stock06/18/2026J(1)107,584A$10.3874(1)546,239.333IHeld by Brookfield REIT Adviser LLC(2)(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
BROOKFIELD Corp /ON/

(Last)(First)(Middle)
BROOKFIELD PLACE
181 BAY STREET, SUITE 100

(Street)
TORONTOONTARIO, CANADAM5J 2T3

(City)(State)(Zip)

ONTARIO, CANADA

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Brookfield REIT Adviser LLC

(Last)(First)(Middle)
225 LIBERTY STREET, 8TH FLOOR

(Street)
NEW YORK NEW YORK 10281

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Reflects shares issued to Brookfield REIT Adviser LLC (the "Adviser") by the Issuer as payment of the monthly management fee as compensation for the services the Adviser provides to the Issuer, pursuant to, and subject to the terms and conditions of, the advisory agreement among the Adviser, Brookfield REIT Operating Partnership L.P. and the Issuer.
2. Includes shares of the Issuer's common stock issued pursuant to the Issuer's distribution reinvestment plan.
3. This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
Remarks:
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.
Brookfield REIT Adviser LLC, By: /s/ Michelle Campbell, Name: Michelle Campbell, Title: Attorney-in-Fact06/23/2026
Brookfield Corporation, By: /s/ Swati Mandava, Name: Swati Mandava, Title: Managing Director, Legal & Regulatory06/23/2026
** Signature of Reporting PersonDate
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 did Brookfield REIT Adviser LLC report in this Form 4 for BN?

Brookfield REIT Adviser LLC reported receiving Class I Common Stock as compensation. It was issued 107,584 shares at $10.3874 per share as payment of a monthly management fee under its advisory agreement with Brookfield Real Estate Income Trust Inc.

Was the Brookfield Form 4 transaction a buy or sell in the open market?

No, the transaction was not an open-market buy or sell. It is coded "J" as an other acquisition or disposition, reflecting shares issued as a management fee rather than a discretionary purchase or sale on a stock exchange.

How many Brookfield Real Estate Income Trust shares does the adviser hold after this filing?

After the transaction, Brookfield REIT Adviser LLC held 546,239.333 shares. These are indirect holdings in the issuer’s common stock and include shares issued through the company’s distribution reinvestment plan, as disclosed in the filing footnotes.

What price per share was used for the Brookfield management-fee stock issuance?

The shares were valued at $10.3874 per Class I Common share. This price applies to the 107,584 shares issued to Brookfield REIT Adviser LLC as payment of the monthly management fee owed under the existing advisory agreement.

Do the Brookfield reporting persons claim full beneficial ownership of all shares reported?

No, the reporting persons expressly limit their beneficial ownership. They state the filing should not be deemed an admission of beneficial ownership beyond their respective pecuniary interests and formally disclaim beneficial ownership of any additional equity securities.