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Bluerock Private Real Estate (BPRE) CIO acquires 2,540 shares in code J deals

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bluerock Private Real Estate Fund reports that Chief Investment Officer Ryan S. MacDonald acquired an aggregate 2,540 Common Shares of Beneficial Interest in two code J “other” transactions on July 17 and July 21, 2026, at prices of $12.908 and $12.50 per share, respectively. These restructuring-classified acquisitions were reported as directly owned and were not marked as made under a Rule 10b5-1 trading plan.

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Negative

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Insider MacDonald Ryan S
Role Chief Investment Officer
Type Security Shares Price Value
Other Common Shares of Beneficial Interest 990 $12.50 $12K
Other Common Shares of Beneficial Interest 1,550 $12.908 $20K
Holdings After Transaction: Common Shares of Beneficial Interest — 2,735.35 shares (Direct)
J-code acquisition 1 990 shares at $12.5000 Common Shares of Beneficial Interest acquired on July 21, 2026
J-code acquisition 2 1,550 shares at $12.9080 Common Shares of Beneficial Interest acquired on July 17, 2026
Total J-code shares 2,540 shares Aggregate restructuringCount shares across two July 2026 transactions
Common Shares of Beneficial Interest financial
"security_title: Common Shares of Beneficial Interest"
Common Shares of Beneficial Interest are units that represent ownership in a company or organization, like owning a piece of a pie. They give investors voting rights and a chance to share in profits, making them important for those looking to invest and have a say in how the organization is run.
Rule 10b5-1 regulatory
"not marked as made under a Rule 10b5-1 trading plan"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
Other acquisition or disposition financial
"transaction_code_description: Other acquisition or disposition"
Section 16(a) regulatory
"Limited Power of Attorney for Section 16(a) Filings"

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FAQ

What insider transaction did BPRE’s Chief Investment Officer report?

Chief Investment Officer Ryan S. MacDonald reported acquiring 2,540 Common Shares of Beneficial Interest in Bluerock Private Real Estate Fund. The Form 4 lists two code J “other” acquisitions, both classified as restructuring transactions and reported as directly owned by the officer.

On what dates and at what prices were BPRE shares acquired?

Ryan S. MacDonald acquired 1,550 shares on July 17, 2026 at $12.908 per share and 990 shares on July 21, 2026 at $12.50 per share. Both trades involved Common Shares of Beneficial Interest and were coded as J transactions.

What does Form 4 code J mean in the BPRE filing?

In this BPRE Form 4, both transactions use code J with the description “Other acquisition or disposition”. The structured summary further classifies them as restructuring transactions, indicating they are not standard open-market buys or sales but another type of share reallocation.

Were BPRE CIO Ryan MacDonald’s transactions under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is marked false, indicating these transactions were not reported as made under a pre-arranged Rule 10b5-1 trading plan. The Form 4 does not provide any alternative trading-plan disclosure in the transaction details.

Were the reported BPRE shares held directly or indirectly by the CIO?

The Form 4 identifies both transactions as direct ownership, using ownership code D. This means the 2,540 Common Shares of Beneficial Interest acquired in the July 2026 code J transactions are reported as directly owned by Ryan S. MacDonald, not through an intermediary entity.
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*
MacDonald Ryan S

(Last)(First)(Middle)
919 THIRD AVE., 40TH FLOOR

(Street)
NEW YORK NEW YORK 10022

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Bluerock Private Real Estate Fund [ BPRE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Investment Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares of Beneficial Interest07/17/2026J1,550A$12.9081,745.35D
Common Shares of Beneficial Interest07/21/2026J990A$12.52,735.35D
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
Explanation of Responses:
Remarks:
***Attorney-In-Fact, Pursuant to Limited Power of Attorney for Section 16(a) Filings, dated May 26, 2021
/s/ JoAnn M. Strasser***07/21/2026
** 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)