Private Class C stock sales by Blackstone REIT (BSTT) detailed
Rhea-AI Filing Summary
Blackstone Real Estate Income Trust, Inc. reported three unregistered sales of its Class C common stock to a feeder vehicle that offers interests to certain non-U.S. persons. These sales occurred on April 15, 2026, May 14, 2026 and June 12, 2026 under Section 4(a)(2) and Regulation S exemptions.
The company issued 161,776 Class C shares for $2,678,077 on April 15, 147,377 shares for $2,466,126 on May 14, and 264,504 shares for $4,465,544 on June 12. All transactions involved a feeder vehicle primarily created to hold the company’s Class I and Class C common stock.
Positive
- None.
Negative
- None.
8-K Event Classification
Item 3.02 — Unregistered Sales of Equity Securities
1 item
Item 3.02
Unregistered Sales of Equity Securities
Securities
The company sold equity securities in a private placement or other unregistered transaction.
Key Figures
April 15, 2026 Class C issuance: 161,776 shares for $2,678,077
May 14, 2026 Class C issuance: 147,377 shares for $2,466,126
June 12, 2026 Class C issuance: 264,504 shares for $4,465,544
+1 more
4 metrics
April 15, 2026 Class C issuance
161,776 shares for $2,678,077
Unregistered sale to feeder vehicle
May 14, 2026 Class C issuance
147,377 shares for $2,466,126
Unregistered sale to feeder vehicle
June 12, 2026 Class C issuance
264,504 shares for $4,465,544
Unregistered sale to feeder vehicle
Securities Act exemptions used
Section 4(a)(2) and Regulation S
Unregistered Class C share offerings
Key Terms
unregistered shares, Regulation S, Section 4(a)(2), feeder vehicle, +1 more
5 terms
Regulation S regulatory
"The offer and sale of the Shares was exempt ... by virtue of Section 4(a)(2) and Regulation S thereunder."
Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.
Section 4(a)(2) regulatory
"exempt from the registration provisions of the Securities Act of 1933 ... by virtue of Section 4(a)(2) and Regulation S"
Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.
feeder vehicle financial
"sold unregistered shares ... to a feeder vehicle primarily created to hold the Company's Class I common stock and Class C common stock"
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What equity transaction did Blackstone Real Estate Income Trust (BSTT) disclose?
Blackstone Real Estate Income Trust disclosed three unregistered sales of Class C common stock to a feeder vehicle. These occurred on April 15, May 14 and June 12, 2026, with each transaction involving cash consideration for newly issued Class C shares.
Who purchased the unregistered Class C common stock from BSTT?
The purchaser was a feeder vehicle primarily created to hold BSTT’s Class I and Class C common stock. This feeder vehicle in turn offers interests in itself to certain non-U.S. persons, rather than those investors directly holding the REIT’s common stock.