BrightSpire Capital (BRSP) investor group discloses 8.6% stake in Class A shares

Rhea-AI Filing Summary

BrightSpire Capital, Inc. has a significant shareholder group led by CWRE SSF Securities Holding, LP and related entities, which collectively report beneficial ownership of 10,812,258 shares of Class A common stock. This represents 8.6% of the outstanding Class A common stock of BrightSpire Capital, Inc.

The ownership is reported on a shared basis, with 0 shares having sole voting or dispositive power and 10,812,258 shares subject to shared voting and shared dispositive power for each reporting person. The percentage is based on 126,524,180 Class A shares outstanding as of July 28, 2026, as reported in BrightSpire Capital, Inc.'s Quarterly Report for the period ended June 30, 2026. The filing is made jointly by CWRE SSF Securities Holding, LP, CWRE Special Situations Fund GP, LLC, CW Investment Advisers, LLC and Hon Kit Shing, who each may be deemed to share beneficial ownership of these shares.

Key Figures

Shares beneficially owned: 10,812,258 shares Ownership percentage: 8.6% Shares outstanding: 126,524,180 shares +4 more

7 metrics

Shares beneficially owned 10,812,258 shares Class A common stock beneficially owned by the reporting group

Ownership percentage 8.6% Percent of Class A common stock beneficially owned by the reporting persons

Shares outstanding 126,524,180 shares Class A common stock outstanding as of July 28, 2026

Sole voting power 0 shares Shares with sole voting power for each reporting person

Shared voting power 10,812,258 shares Shares with shared voting power for each reporting person

Shared dispositive power 10,812,258 shares Shares with shared dispositive power for each reporting person

Filing signature date 08/14/2026 Date Hon Kit Shing signed in various capacities

Key Terms

beneficial owner, shared voting power, dispositive power, investment management agreement, +1 more

5 terms

beneficial owner regulatory

"may be deemed to be the beneficial owner of the Common Stock owned"

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.

shared voting power regulatory

"Shared Voting Power 10,812,258.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

dispositive power regulatory

"Shared Dispositive Power 10,812,258.00"

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.

investment management agreement financial

"acts as investment manager to Securities Holding pursuant to an investment management agreement"

An investment management agreement is a written contract that hires a professional to make buying, selling and strategy decisions for an investment account or fund, and sets out their duties, fees, risk limits, performance measures and reporting requirements. It matters to investors because the agreement determines who controls the money, how much the service costs, what risks are allowed, and how success or failure is measured—think of it as the service contract that defines expectations and remedies for a hired portfolio manager.

Schedule 13G regulatory

"for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

FAQ

What percentage of BrightSpire Capital (BRSP) is owned by the CWRE/Hon Kit Shing group?

The filing reports that the CWRE SSF Securities Holding, LP and related entities, including Hon Kit Shing, beneficially own 8.6% of BrightSpire Capital’s Class A common stock, based on 126,524,180 shares outstanding as of July 28, 2026.

How many BrightSpire Capital (BRSP) shares are beneficially owned by the reporting group?

The reporting group, including CWRE SSF Securities Holding, LP and related entities, reports beneficial ownership of 10,812,258 shares of BrightSpire Capital Class A common stock, with all such shares subject to shared voting and dispositive power among the reporting persons.

Who are the reporting persons in this Schedule 13G/A for BrightSpire Capital (BRSP)?

The reporting persons are CWRE SSF Securities Holding, LP, CWRE Special Situations Fund GP, LLC, CW Investment Advisers, LLC and Hon Kit Shing, who jointly report beneficial ownership of BrightSpire Capital’s Class A common stock under Section 13(d)/(g).

What voting power does the CWRE/Hon Kit Shing group report over BrightSpire Capital (BRSP) shares?

Each reporting person discloses 0 shares with sole voting power and 10,812,258 shares with shared voting power. They similarly report shared dispositive power over 10,812,258 shares and no sole dispositive power.

On what share count is the 8.6% ownership of BrightSpire Capital (BRSP) based?

The 8.6% ownership figure is calculated using 126,524,180 shares of BrightSpire Capital Class A common stock issued and outstanding as of July 28, 2026, as reported in the company’s Form 10-Q for the quarter ended June 30, 2026.

What roles do the entities and Hon Kit Shing play in the BrightSpire Capital (BRSP) ownership structure?

CWRE SSF Securities Holding, LP directly holds the BrightSpire shares. Fund GP is its general partner, CW Investment Advisers, LLC is investment manager with discretionary authority, and Hon Kit Shing is sole director/manager, so each may be deemed to share beneficial ownership.

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Available on EDGAR 08/14/2026 - 05:52 PM Accepted by SEC EDGAR 08/14/2026 - 05:51 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

BrightSpire Capital, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.01 per share

(Title of Class of Securities)

10949T109

(CUSIP Number)

05/11/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 10949T109

1

Names of Reporting Persons

CWRE SSF Securities Holding, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 10,812,258.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 10,812,258.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,812,258.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.6 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Percent of class is based upon 126,524,180 shares of Class A common stock issued and outstanding as of July 28, 2026, as reported by BrightSpire Capital, Inc. in its Quarterly Report on Form 10-Q for the period ended June 30, 2026, filed with the Securities and Exchange Commission on July 29, 2026.

SCHEDULE 13G

CUSIP Number(s): 10949T109

1

Names of Reporting Persons

CWRE Special Situations Fund GP, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 10,812,258.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 10,812,258.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,812,258.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.6 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Percent of class is based upon 126,524,180 shares of Class A common stock issued and outstanding as of July 28, 2026, as reported by BrightSpire Capital, Inc. in its Quarterly Report on Form 10-Q for the period ended June 30, 2026, filed with the Securities and Exchange Commission on July 29, 2026.

SCHEDULE 13G

CUSIP Number(s): 10949T109

1

Names of Reporting Persons

SW Investment Advisors, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 10,812,258.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 10,812,258.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,812,258.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.6 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: Percent of class is based upon 126,524,180 shares of Class A common stock issued and outstanding as of July 28, 2026, as reported by BrightSpire Capital, Inc. in its Quarterly Report on Form 10-Q for the period ended June 30, 2026, filed with the Securities and Exchange Commission on July 29, 2026.

SCHEDULE 13G

CUSIP Number(s): 10949T109

1

Names of Reporting Persons

Hon Kit Shing

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NEW ZEALAND

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 10,812,258.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 10,812,258.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,812,258.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.6 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Percent of class is based upon 126,524,180 shares of Class A common stock issued and outstanding as of July 28, 2026, as reported by BrightSpire Capital, Inc. in its Quarterly Report on Form 10-Q for the period ended June 30, 2026, filed with the Securities and Exchange Commission on July 29, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BrightSpire Capital, Inc.
(b)	Address of issuer's principal executive offices: 590 MADISON AVENUE, 33RD FLOOR, NEW YORK, NEW YORK, 10022.
Item 2.
(a)	Name of person filing: CWRE SSF Securities Holding, LP CWRE Special Situations Fund GP, LLC CW Investment Advisers, LLC Hon Kit Shing
(b)	Address or principal business office or, if none, residence: 333 South Hope Street, Suite 2500, Los Angeles CA 90071
(c)	Citizenship: CWRE SSF Securities Holding, LP is a Delaware limited partnership; CWRE Special Situations Fund GP, LLC is a Delaware limited liability company; CW Investment Advisers, LLC is a Delaware limited liability company; and Hon Kit Shing is a New Zealand citizen.
(d)	Title of class of securities: Class A Common Stock, par value $0.01 per share
(e)	CUSIP No.: 10949T109
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Items 4(a) - (c) set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person. CWRE Special Situations Fund GP, LLC ("Fund GP") is the general partner of CWRE SSF Securities Holding, LP ("Securities Holding"). In such capacity, Fund GP may be deemed to be the beneficial owner of the Common Stock owned directly by Securities Holding. CW Investment Advisers, LLC ("Investment Advisers") acts as investment manager to Securities Holding pursuant to an investment management agreement. Under such agreement, Investment Advisers has discretionary investment authority and voting power with respect to the shares of Common Stock directly held by Securities Holding. As such, Investment Advisers could be deemed to beneficially own the shares of Common Stock owned directly by Securities Holding. Mr. Shing is the sole director of Fund GP and the manager of Investment Advisers and, as such, could be deemed to beneficially own the shares of Common Stock owned directly by Securities Holding. The filing of this statement shall not be construed as an admission that any of Fund GP, Investment Advisers or Mr. Shing is, for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this statement.
(b)	Percent of class: The information required by Items 4(a) - (c) set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Items 4(a) - (c) set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(ii) Shared power to vote or to direct the vote: The information required by Items 4(a) - (c) set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Items 4(a) - (c) set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Items 4(a) - (c) set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

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.

CWRE SSF Securities Holding, LP

Signature:	/s/ Hon Kit Shing
Name/Title:	Authorized Signatory
Date:	08/14/2026

CWRE Special Situations Fund GP, LLC

Signature:	/s/ Hon Kit Shing
Name/Title:	Director
Date:	08/14/2026

SW Investment Advisors, LLC

Signature:	/s/ Hon Kit Shing
Name/Title:	Manager
Date:	08/14/2026

Hon Kit Shing

Signature:	/s/ Hon Kit Shing
Name/Title:	Individual
Date:	08/14/2026