Saba Capital seeks Bluerock fund manager, board changes

Bluerock Private Real Estate Fund (BPRE) is the subject of an amended Schedule 13D filed by Saba Capital Management and related reporting persons.

Rhea-AI Filing Summary

Bluerock Private Real Estate Fund (BPRE) is the subject of an amended Schedule 13D filed by Saba Capital Management and related reporting persons. They report beneficial ownership of 7,322,660 common shares, representing 5.12% of Bluerock’s common shares, based on 143,044,372 shares outstanding as of June 15, 2026.

The reporting persons state that approximately $107,845,238 was paid to acquire the reported shares, using investor subscription proceeds, capital appreciation and ordinary-course margin borrowings. On August 26, 2026, Saba Capital delivered a demand to inspect Bluerock’s shareholder list under Section 3819 of the Delaware Statutory Trust Act, in connection with an anticipated proxy solicitation for Bluerock’s 2027 annual meeting. Saba Capital states it intends to submit a shareholder proposal to terminate the issuer’s investment manager and seek Board changes at that meeting.

Key Figures

Beneficially owned common shares: 7,322,660 shares Percent of class beneficially owned: 5.12% Shares outstanding: 143,044,372 shares +3 more

6 metrics

Beneficially owned common shares 7,322,660 shares Common shares of Bluerock Private Real Estate Fund reported as beneficially owned by each reporting person

Percent of class beneficially owned 5.12% Percentage of Bluerock common shares represented by 7,322,660 shares

Shares outstanding 143,044,372 shares Bluerock common stock outstanding as of June 15, 2026, referenced for ownership calculations

Consideration paid for common shares $107,845,238 (approximately) Total amount stated as paid to acquire the reported Bluerock common shares

Date of event triggering filing August 26, 2026 Date of the event requiring the amended Schedule 13D filing

Target meeting 2027 annual meeting of shareholders Meeting at which Saba Capital intends to submit proposals and conduct a proxy solicitation

Key Terms

Schedule 13D, beneficial owner, Delaware Statutory Trust Act, proxy solicitation, +2 more

6 terms

Schedule 13D regulatory

"This Amendment No. 1 amends Items 3, 4, 5, and 7."

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficial owner regulatory

"the beneficial owner of the Common Shares reported herein."

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

Delaware Statutory Trust Act regulatory

"pursuant to Section 3819 of the Delaware Statutory Trust Act"

proxy solicitation regulatory

"in connection with Saba Capital's anticipated solicitation of proxies"

Proxy solicitation is the process of asking shareholders for permission to vote their shares on corporate matters, usually by sending voting forms or requests by mail, email or phone. Investors should watch proxy solicitations because they signal attempts to change control, influence board elections or approve big deals — like neighbors organizing votes on a shared building project — and the outcome can materially affect a company’s strategy and stock value.

margin account borrowings financial

"and margin account borrowings made in the ordinary course of business."

dispositive power regulatory

"sole or shared power to dispose or to direct the disposition."

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

FAQ

What percentage of Bluerock Private Real Estate Fund (BPRE) does Saba Capital report owning?

Saba Capital and the other reporting persons report beneficial ownership of 7,322,660 common shares of Bluerock Private Real Estate Fund, representing 5.12% of the class, based on 143,044,372 shares of common stock outstanding as of June 15, 2026.

How much did Saba Capital pay for its BPRE share position?

The reporting persons state that a total of approximately $107,845,238 was paid to acquire the Bluerock Private Real Estate Fund common shares reported in the Schedule 13D/A, funded by investor subscription proceeds, capital appreciation, and ordinary-course margin borrowings.

What are Saba Capital’s stated plans regarding Bluerock Private Real Estate Fund (BPRE)?

Saba Capital states that at Bluerock’s 2027 annual meeting it intends to submit a shareholder proposal to terminate the issuer’s investment manager, seek Board change, and conduct a proxy solicitation in support of these objectives.

What recent action did Saba Capital take toward BPRE’s governance?

On August 26, 2026, Saba Capital filed a demand to inspect shareholder list materials of Bluerock Private Real Estate Fund under Section 3819 of the Delaware Statutory Trust Act, to enable communication with other shareholders in connection with an anticipated proxy solicitation.

Who are the reporting persons in the BPRE Schedule 13D/A?

The Schedule 13D/A is jointly filed by Saba Capital Management, L.P., Saba Capital Management GP, LLC, and Boaz R. Weinstein. They report shared voting and dispositive power over the 7,322,660 Bluerock common shares described in the filing.

How is Saba Capital’s BPRE ownership structured between voting and dispositive power?

Each reporting person lists 0 shares of sole voting and dispositive power and 7,322,660 shares of shared voting and shared dispositive power in Bluerock Private Real Estate Fund common shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 08/27/2026 - 11:54 AM Accepted by SEC EDGAR 08/27/2026 - 11:54 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Bluerock Private Real Estate Fund

(Name of Issuer)

Common Shares, no par value

(Title of Class of Securities)

09631P102

(CUSIP Number)

Saba Capital Management, L.P.
405 Lexington Avenue, 58th Floor, Attention: Michael D'Angelo
New York, NY, 10174
(212) 542-4635

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/26/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 09631P102

1

Name of reporting person

Saba Capital Management, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 7,322,660.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 7,322,660.00

11

Aggregate amount beneficially owned by each reporting person

7,322,660.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.12 %

14

Type of Reporting Person (See Instructions)

PN, IA

Comment for Type of Reporting Person:

The percentages used herein are calculated based upon 143,044,372 shares of common stock outstanding as of 6/15/26, as disclosed in the company's 8-K filed 8/7/26.

SCHEDULE 13D

CUSIP Number(s): 09631P102

1

Name of reporting person

Boaz R. Weinstein

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 7,322,660.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 7,322,660.00

11

Aggregate amount beneficially owned by each reporting person

7,322,660.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.12 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percentages used herein are calculated based upon 143,044,372 shares of common stock outstanding as of 6/15/26, as disclosed in the company's 8-K filed 8/7/26.

SCHEDULE 13D

CUSIP Number(s): 09631P102

1

Name of reporting person

Saba Capital Management GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 7,322,660.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 7,322,660.00

11

Aggregate amount beneficially owned by each reporting person

7,322,660.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.12 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percentages used herein are calculated based upon 143,044,372 shares of common stock outstanding as of 6/15/26, as disclosed in the company's 8-K filed 8/7/26.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Shares, no par value
(b)	Name of Issuer: Bluerock Private Real Estate Fund
(c)	Address of Issuer's Principal Executive Offices: 919 Third Avenue, 40th Floor, New York, NEW YORK , 10022.
Item 1 Comment: This Amendment No. 1 amends Items 3, 4, 5, and 7.
Item 2.	Identity and Background
(a)	This Schedule 13D/A is being jointly filed by: (i) Saba Capital Management, L.P., a Delaware limited partnership ("Saba Capital"); (ii) Saba Capital Management GP, LLC, a Delaware limited liability company ("Saba GP"); and (iii) Mr. Boaz R. Weinstein ("Mr. Weinstein"), (together, the "Reporting Persons"). Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be construed as an admission that any Reporting Person is, for the purposes of Sections 13 of the Securities Exchange Act of 1934, the beneficial owner of the Common Shares reported herein.
(b)	The address of the business office of each of the Reporting Persons is 405 Lexington Avenue, 58th Floor, New York, New York 10174.
(c)	The principal business of: (i) Saba Capital is to serve as investment manager to private and public investment funds and/or accounts, (ii) Saba GP is to serve as general partner of the Saba Capital and other affiliated entities, and (iii) Mr. Weinstein, an individual, is managing member of the general partner of Saba Capital and other affiliated entities.
(d)	The Reporting Persons have not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	The Reporting Persons have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was, or is subject to, a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws.
(f)	Saba Capital is organized as a limited partnership under the laws of the State of Delaware. Saba GP is organized as a limited liability company under the laws of the State of Delaware. Mr. Weinstein is a citizen of the United States.
Item 3.	Source and Amount of Funds or Other Consideration
	Funds for the purchase of the Common Shares were derived from the subscription proceeds from investors and the capital appreciation thereon and margin account borrowings made in the ordinary course of business. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time. Since other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Common Shares reported herein. A total of approximately $107,845,238 was paid to acquire the Common Shares reported herein.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented as follows: On August 26, 2026, Saba Capital filed a demand to inspect shareholder list materials of the Issuer pursuant to Section 3819 of the Delaware Statutory Trust Act in order to enable Saba Capital and certain of its affiliates and its representatives to communicate with other holders of common shares of the Issuer in connection with Saba Capital's anticipated solicitation of proxies from the Issuer's shareholders in connection with the 2027 annual meeting of shareholders of the Issuer, including any adjournments, postponements, reschedulings or continuations thereof or special meeting that may be called in lieu thereof (the "2027 Annual Meeting"). At the 2027 Annual Meeting, Saba Capital intends to submit a shareholder proposal to terminate the Issuer's investment manager, seek Board change and conduct a proxy solicitation.
Item 5.	Interest in Securities of the Issuer
(a)	See the Reporting Persons section of this Schedule 13D/A for the aggregate number of Common Shares and percentages of the Common Shares beneficially owned by each of the Reporting Persons. The percentages used herein are calculated based upon 143,044,372 shares of common stock outstanding as of 6/15/26, as disclosed in the company's 8-K filed 8/7/26.
(b)	See the Reporting Persons section of this Schedule 13D/A for the number of Common Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.
(c)	The transactions in the Common Shares effected from the filing of the Schedule 13D on 8/3/26 by the Reporting Persons to 8/26/26, the date of the event which required filing of this Schedule 13D/A are set forth in Schedule A, and are incorporated herein by reference. All trades were effected in the open market.
(d)	The funds and accounts advised by Saba Capital have the right to receive the dividends and proceeds of sales from the Common Shares.
(e)	Not Applicable.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 3 - Schedule A

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Saba Capital Management, L.P.

Signature:	/s/ Michael D'Angelo
Name/Title:	General Counsel
Date:	08/27/2026

Boaz R. Weinstein

Signature:	/s/ Michael D'Angelo
Name/Title:	Authorized Signatory
Date:	08/27/2026

Saba Capital Management GP, LLC

Signature:	/s/ Michael D'Angelo
Name/Title:	Attorney-in-fact*
Date:	08/27/2026

Comments accompanying signature:

Pursuant to a power of attorney dated as of November 16, 2015, which is incorporated herein by reference to Exhibit 2 to the Schedule 13G filed by the Reporting Persons on December 28, 2015, accession number: 0001062993-15-006823