Welcome to our dedicated page for Brightspire Capital SEC filings (Ticker: BRSP), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
BrightSpire Capital SEC filings document the reporting framework of an internally managed commercial real estate credit REIT. Form 8-K filings furnish quarterly and annual financial results, supplemental financial disclosure presentations, dividend-related events, and material agreements tied to the company’s CRE debt portfolio and financing platform.
The filing record also covers commercial real estate CLO issuances, master repurchase agreements, guarantees, revolving credit facilities, subsidiary borrowers and issuers, and related capital-structure disclosures. Proxy materials document annual meeting matters, board governance, director elections, executive compensation, equity awards, and stockholder voting items for the Maryland corporation.
BrightSpire Capital, Inc. filed a shelf registration statement to permit the offering, from time to time after the registration becomes effective, of various equity and equity-linked securities, including Class A common stock, preferred stock, depositary shares, warrants and rights. The prospectus states offerings may be made by the company or by selling stockholders, with terms and amounts to be specified in future prospectus supplements and sales occurring through multiple methods "from time to time after the effective date of this registration statement as registrant determines based on market conditions and other factors." The prospectus discloses 1,000,000,000 shares authorized (950,000,000 common; 50,000,000 preferred) and 128,627,246 shares of common stock outstanding as of February 25, 2026. The company reports its common stock trades on the NYSE under the symbol BRSP and the last reported sale price on February 25, 2026 was $5.72 per share.
BrightSpire Capital, Inc. entered into a new commercial real estate collateralized loan obligation, 2026-FL3, through its Sub-REIT and Cayman and Delaware issuing vehicles. The CLO issuers sold multiple classes of rated floating-rate notes and issued 71,625 Preferred Shares with an aggregate liquidation preference of $1,000 per share.
The notes bear interest at spreads over a Benchmark initially based on Term SOFR, with senior tranches such as the Class A Notes priced at the Benchmark plus 1.45%, stepping up after the payment date in December 2031. Subordinated Class F and Class G Notes initially pay 0% for the first interest period, then reprice to the Benchmark plus 4.5% and 5.5%, respectively. The notes are scheduled to mature at par on the August 2043 payment date unless redeemed earlier.
The CLO structure includes a 30‑month reinvestment period and a 6‑month ramp‑up acquisition period during which the issuer may acquire up to $98,348,996 of additional mortgage and related loans. BRSP 2026-FL3 DRE, LLC, an indirect subsidiary, acquired 100% of the Class F Notes, Class G Notes and the Preferred Shares. Proceeds were used to buy an initial loan portfolio, fund ramp‑up purchases, repay certain pre‑closing financings and support related activities.
BrightSpire also fully redeemed its prior 2021-FL1 notes and related preferred shares by depositing trust funds equal to the total redemption price using cash on hand. Upon redemption, collateral securing the 2021-FL1 structure was released and sold to the holder of the preferred shares in line with the governing indenture.
BrightSpire Capital, Inc. is an internally managed commercial real estate credit REIT focused primarily on originating and acquiring senior mortgage loans on commercial properties, complemented by mezzanine loans, preferred equity and select net leased real estate.
The company targets flexible, cycle-aware CRE lending with an emphasis on first-lien senior loans but may also invest in CMBS, CDOs and CRE CLOs. As of June 30, 2025, non-affiliate equity market value was approximately $650.6 million, and as of February 17, 2026, it had 128,627,246 Class A common shares outstanding.
BrightSpire funds its portfolio through multiple facilities, including an up to $120 million secured revolving credit facility, up to approximately $2.1 billion in secured revolving repurchase facilities, $982.1 million in non-recourse securitization financing, $382.2 million in commercial mortgages and $34.1 million in other asset-level financing as of December 31, 2025. It operates as a REIT and structures its subsidiaries to avoid registration under the Investment Company Act while managing extensive real estate, credit, interest rate, liquidity, regulatory and tax risks detailed in its risk factors.
BrightSpire Capital, Inc. reported a GAAP net loss attributable to common stockholders of $14.4 million, or ($0.12) per share for Q4 2025, and $31.1 million, or ($0.26) per share for full-year 2025. Despite these losses, Q4 Adjusted Distributable Earnings were $19.3 million, or $0.15 per share, and full-year Adjusted Distributable Earnings reached $83.6 million, or $0.64 per share, fully covering the 2025 dividend of $0.64 per share.
As of December 31, 2025, BrightSpire reported GAAP net book value of $7.30 per share and undepreciated book value of $8.44 per share. The company highlighted its strongest quarter of loan originations since late 2024, a $2.7 billion loan portfolio concentrated 67% in multifamily assets, and total undepreciated at-share assets of $3.7 billion.
Liquidity remained solid with $168 million of available liquidity, including $98 million of unrestricted cash and $70 million of revolver availability, and a 2.3x debt-to-equity ratio. BrightSpire executed a $955 million CRE CLO after quarter-end and made progress reducing problem assets, with watchlist loans of $220 million (8% of the loan portfolio) and six REO assets totaling $315 million, both expected to decline meaningfully through repayments, foreclosures and planned sales in early 2026.
BrightSpire Capital, Inc. reported a GAAP net loss attributable to common stockholders of $14.4 million, or ($0.12) per share for Q4 2025, and $31.1 million, or ($0.26) per share for full-year 2025. Despite these losses, Q4 Adjusted Distributable Earnings were $19.3 million, or $0.15 per share, and full-year Adjusted Distributable Earnings reached $83.6 million, or $0.64 per share, fully covering the 2025 dividend of $0.64 per share.
As of December 31, 2025, BrightSpire reported GAAP net book value of $7.30 per share and undepreciated book value of $8.44 per share. The company highlighted its strongest quarter of loan originations since late 2024, a $2.7 billion loan portfolio concentrated 67% in multifamily assets, and total undepreciated at-share assets of $3.7 billion.
Liquidity remained solid with $168 million of available liquidity, including $98 million of unrestricted cash and $70 million of revolver availability, and a 2.3x debt-to-equity ratio. BrightSpire executed a $955 million CRE CLO after quarter-end and made progress reducing problem assets, with watchlist loans of $220 million (8% of the loan portfolio) and six REO assets totaling $315 million, both expected to decline meaningfully through repayments, foreclosures and planned sales in early 2026.
BrightSpire Capital, Inc. CEO and director Michael Mazzei reported a personal stock transfer involving the company’s Class A common stock. On 02/11/2026, 369,724 shares were transferred at a stated price of $0, pursuant to a divorce judgment.
Following this transaction, Mazzei reported beneficial ownership of 964,575 Class A common shares on a direct basis. He formally disclaims beneficial ownership of the securities transferred to his ex-spouse, noting that the filing should not be viewed as an admission of beneficial ownership for any purpose.
The Vanguard Group reported beneficial ownership of 12,027,049 shares of BrightSpire Capital Inc common stock, representing 9.27% of the class. Vanguard has shared voting power over 992,722 shares and shared dispositive power over all 12,027,049 shares, with no sole voting or dispositive power.
Vanguard explains that an internal realignment on January 12, 2026 means certain subsidiaries or business divisions that pursue the same investment strategies are expected to report beneficial ownership separately on a disaggregated basis. Vanguard also certifies the shares are held in the ordinary course of business, not to influence control of BrightSpire.
BrightSpire Capital, Inc. entered into multiple amendments to its major credit facilities with Wells Fargo, Barclays, Citibank and Morgan Stanley. Across these arrangements, the required minimum consolidated tangible net worth for BrightSpire Capital Operating Company, LLC as guarantor was reduced from $1.11 billion to $900 million under the Wells, Barclays, Citibank and Morgan Stanley guarantees.
The Wells Fargo repurchase facility for BrightSpire Credit 8, LLC was also increased from $400.0 million to $500.0 million, with potential upsizing to $600.0 million subject to Wells Fargo approval. Other recent amendments with Barclays, Citibank and Morgan Stanley primarily address maturity extensions, benchmark transitions to SOFR and structural updates, while keeping financing in place for commercial real estate loans and related debt instruments.
BrightSpire Capital, Inc. amended its main corporate credit facility through Amendment No. 1 to its Amended and Restated Credit Agreement. The lenders provide a revolving credit facility with an aggregate principal commitment of up to $120.0 million, including up to $25.0 million available as letters of credit, with loans available in U.S. dollars and certain foreign currencies. The agreement also allows the borrowers to increase the maximum principal amount to up to $180.0 million, subject to additional lender commitments and customary conditions.
Borrowings bear interest at either a Term SOFR-based rate plus a 2.25% margin or a base rate plus a 1.25% margin, with an unused commitment fee of 0.25% or 0.35% per year depending on utilization. Availability is limited by a borrowing base tied to the adjusted net book value of certain investment assets, and the facility currently supports borrowings up to the full $120.0 million commitment. The ability to draw new amounts ends and outstanding revolving loans mature on December 8, 2028.
The obligations are guaranteed by substantially all material wholly owned subsidiaries of BrightSpire Capital Operating Company, LLC and secured by equity pledges and certain deposit accounts. The agreement includes covenants requiring minimum consolidated tangible net worth starting at $900,000,000 plus a portion of future equity proceeds, minimum coverage ratios, and a maximum consolidated total debt to consolidated total assets ratio of 0.80 to 1.00, along with customary events of default that could lead to termination of the facility and acceleration of repayment.
BrightSpire Capital (BRSP) reported Q3 2025 results showing a small profit to common stockholders of $0.98 million, down from $12.73 million a year ago, as higher property costs and credit provisions offset gains in rental activity.
Net interest income was $17.53 million versus $20.73 million, while property operating income rose to $35.05 million from $28.56 million, reflecting stronger net-leased and other real estate operations. Expenses increased to $54.55 million, including $8.22 million added to the credit loss reserve and $2.51 million of real estate impairment. For the nine months, the company recorded a net loss to stockholders of $16.79 million, with $53.64 million of impairments and $8.56 million of CECL expense.
The balance sheet contracted as assets declined to $3.30 billion from $3.72 billion, driven by lower cash and debt balances. Securitization bonds payable fell to $977.0 million and mortgage and other notes payable to $415.2 million. Shares outstanding were 129,732,929 as of October 28, 2025.
BrightSpire Capital, Inc. (BRSP) furnished materials related to its third-quarter update. The company issued a press release announcing its financial position as of and financial results for the quarter ended September 30, 2025, and made a Supplemental Financial Disclosure Presentation available. These are attached as Exhibit 99.1 and Exhibit 99.2, respectively.
The materials were furnished under Item 2.02 and Item 9.01 and are not deemed “filed” for purposes of Section 18 of the Exchange Act. BrightSpire also reiterated that it uses the Shareholders section of its website (brightspire.com) to post important and time‑critical information.