BLACKSTONE REIT INC SEC Filings

Blackstone Real Estate Income Trust, Inc. (BREIT) is asking stockholders to vote at its 2026 virtual annual meeting on June 25, 2026. Investors will elect nine director nominees and ratify Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026.

The board is majority independent, with separate chair and CEO roles, and operates four key committees covering audit, compensation, nominations/governance and affiliate transactions. BREIT is externally managed by a Blackstone affiliate, which receives a management fee based on net asset value instead of the REIT employing its own executives.

Non-employee directors are paid a mix of cash and restricted stock, and must meet stock ownership guidelines equal to five times their annual cash retainer. BREIT highlights sustainability, human capital and governance practices aligned with broader Blackstone initiatives, while emphasizing independent oversight of related-party transactions with Blackstone and its affiliates.

Blackstone Real Estate Income Trust, Inc. reported unregistered sales of its Class C common stock to a feeder vehicle that offers interests to certain non-U.S. persons. On February 12, 2026, the feeder received 231,365 Class C shares for $3,788,510, and on March 13, 2026 it received 1,009,093 Class C shares for $16,619,859. These transactions relied on exemptions from Securities Act registration under Section 4(a)(2) and Regulation S.

Blackstone Real Estate Income Trust, Inc. files a prospectus Supplement updating portfolio values, NAV calculations and offering status. The Supplement discloses the April 1, 2026 transaction prices (equal to NAV as of February 28, 2026) — Class I $14.2364, Class S-2 $14.2252, Class D-2 $13.8776, and Class T-2 $13.9820.

The Supplement reports an aggregate NAV of about $54.7 billion and 3,843,615 outstanding shares/units (figures presented in the tables). It states the ongoing public Offering capacity of up to $60.0 billion and that subscriptions exceeded redemptions in February 2026 for the first time since September 2022. The Company also files its Annual Report on Form 10-K for the year ended December 31, 2025.

Blackstone Real Estate Income Trust, Inc. filed Post-Effective Amendment No. 2 to its Form S-11 (Registration No. 333-280059) on March 16, 2026 pursuant to Rule 462(d) to add exhibits. The amendment attaches Exhibit 21.1 (subsidiaries, incorporated by reference to the 2025 Form 10-K) and Exhibit 23.1 (consent of Deloitte & Touche LLP). The filing was signed by the CEO, Katharine A. Keenan.

Blackstone Real Estate Income Trust, Inc. reported that on March 2, 2026 it sold unregistered shares of its common stock in a private transaction to accredited investors. The Company issued 4,234,209 Class S-2 shares for aggregate consideration of approximately $60.4 million.

The offer and sale were conducted as part of the Company’s continuous private offering program and relied on exemptions from registration under Section 4(a)(2) and Regulation D of the Securities Act of 1933, limiting participation to investors meeting accredited investor standards.

Blackstone Real Estate Income Trust, Inc. director Susan Carras reported an open-market purchase of Class I Common Stock. On March 2, 2026, she bought 7,038.239 shares at an average price of 14.2081 per share. Following this transaction, her direct holdings total 71,525.179 shares of Class I Common Stock.

In addition to her direct position, she also reports 17,542.629 shares of Class I Common Stock held indirectly through a limited liability company, as noted in a footnote.

Blackstone Real Estate Income Trust, Inc. appointed Paul Kolodziej as Chief Financial Officer and Treasurer, effective at the close of business on February 27, 2026. At the same time, Anthony Marone stepped down from these roles but will continue as Global Head of Real Estate Finance for Blackstone.

Kolodziej, age 46, is a Managing Director in Blackstone Real Estate and has held several senior finance roles at the Company, including Deputy Chief Financial Officer, Chief Accounting Officer and Controller. The filing notes he was requested by Blackstone to serve in this position and that there are no family relationships or related-party transactions requiring disclosure.

Blackstone Real Estate Income Trust, Inc. (BREIT) is a non-traded, perpetual-life REIT that invests primarily in stabilized, income-generating commercial real estate across multiple sectors, mainly in the United States, with some exposure to Europe and Canada.

BREIT is externally managed by a Blackstone affiliate and, as of December 31, 2025, held a diversified portfolio of 4,483 properties and 63,918 single family rental homes, concentrated in rental housing, industrial, data centers and, to a lesser extent, net lease, office, hospitality, retail and self storage. As of February 27, 2026, it had raised cumulative net proceeds of $80.2 billion through continuous public and private offerings.

The company targets a leverage ratio of about 60% and uses borrowings at both property and entity level, which increases sensitivity to interest rates and market downturns. In 2025, BREIT reported a GAAP net loss attributable to stockholders of $3.3 billion and an accumulated deficit of $8.2 billion, largely driven by real estate depreciation and amortization, while generating funds available for distribution of $1.1 billion.

BREIT highlights key risks, including limited liquidity because there is no public market for its multiple share classes and stockholder exits depend on a discretionary share repurchase plan subject to strict monthly and quarterly limits that have been exceeded in the past, leading to pro rata redemptions. Other principal risks include reliance on its external adviser, potential conflicts of interest within Blackstone, use of leverage, concentration in certain geographies and sectors, valuation subjectivity in monthly NAV-based pricing, and the possibility that distributions are paid from sources other than cash flow from operations, such as borrowings, asset sales or offering proceeds.

Blackstone Real Estate Income Trust, Inc. declared February 2026 distributions for all outstanding common stock classes except Class C. Each class will receive a gross distribution of $0.0544 per share, with net amounts differing by class based on stockholder servicing fees.

For example, net distributions per share are $0.0544 for Class I and Class L, $0.0451 for Class S and Class S-2, $0.0517 for Class D and Class D-2, and $0.0453 for Class T and Class T-2. These net distributions are payable to stockholders of record immediately after the close of business on February 28, 2026 and are expected to be paid on or about March 20, 2026.

Distributions will be paid in cash or automatically reinvested in additional shares for investors enrolled in the distribution reinvestment plan. Class C has no stated cash distribution because it is generally an accumulating share class, with its share of income added into net asset value instead of being paid out.