[8-K] OFFICE PROPERTIES INCOME TRUST Reports Material Event

Rhea-AI Filing Summary

Office Properties Income Trust reported it did not make the required interest payment of approximately $1.8 million due on its 3.450% Senior Notes due 2031 on October 15, 2025. Under the indenture, there is a 30-day grace period to cure the non-payment before it becomes an event of default.

The company also notified Wells Fargo, the administrative agent under its credit agreement, of the missed 2031 Notes payment. The credit agreement provides a 30-day grace period before this becomes an event of default under that agreement. The company stated it is working with advisors to pursue restructuring efforts.

Positive

• None.

Negative

• Missed interest payment of about $1.8 million on 3.450% notes due 2031; 30-day grace before potential events of default under the indenture and credit agreement; company pursuing restructuring efforts.

Insights

Distressed credit analyst

Missed coupon starts 30-day cure clock on notes and credit facility.

OPI did not pay about $1.8 million in interest on its 3.450% 2031 notes on October 15, 2025. The indenture provides a 30-day grace period before the failure to pay becomes an event of default, giving the issuer time to cure.

Management also sent notice under the Wells Fargo–administered credit agreement, which similarly allows a 30-day grace period. The filing states the company is working with advisors on restructuring efforts, indicating active liability management.

Key near-term focus is whether the interest is paid within the stated grace periods. Outcomes hinge on holder and lender interactions and any restructuring steps the company elects to pursue.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 15, 2025

OFFICE PROPERTIES INCOME TRUST

(Exact Name of Registrant as Specified in Its Charter)

Maryland

(State or Other Jurisdiction of Incorporation)

001-34364		26-4273474
(Commission File Number)		(IRS Employer Identification No.)

Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts	02458-1634
(Address of Principal Executive Offices)	(Zip Code)

617-219-1440

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act:  

Title of Each Class Trading Symbol(s) Name Of Each Exchange On Which Registered

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

In this Current Report on Form 8-K, the terms “we”, “us”, and “our” refer to Office Properties Income Trust.

Item 8.01. Other Events.

2031 Notes Interest Payment

On October 15, 2025, we did not make the required interest payment of approximately $1.8 million due on our 3.450% Senior Notes due 2031, or the 2031 Notes. Under the indenture governing the 2031 Notes, we have a 30-day grace period to make the required interest payment before non-payment constitutes an “event of default”. We continue to work with our advisors to pursue our restructuring efforts.

Credit Agreement Notice

On October 15, 2025, we delivered a notice to Wells Fargo Bank, National Association, or Wells Fargo, as administrative agent under our second amended and restated credit agreement, dated January 29, 2024, with Wells Fargo and the applicable lenders, or the Credit Agreement, that we did not make the required interest payment due on the 2031 Notes. We are subject to a 30-day grace period before this event constitutes an “event of default” under the Credit Agreement.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	OFFICE PROPERTIES INCOME TRUST
	By:	/s/ Brian E. Donley
	Name:	Brian E. Donley
	Title:	Chief Financial Officer and Treasurer

Dated: October 16, 2025

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FAQ

What did OPI (Office Properties Income Trust) disclose in its 8-K?

OPI did not make the approximately $1.8 million interest payment due on its 3.450% Senior Notes due 2031 on October 15, 2025.

Is there a grace period before default on OPI’s 2031 notes?

Yes. The indenture provides a 30-day grace period to make the required interest payment before non-payment becomes an event of default.

Did the missed payment affect OPI’s credit agreement?

OPI notified Wells Fargo under its credit agreement. There is also a 30-day grace period before this becomes an event of default under that agreement.

How much interest was missed on OPI’s 2031 notes?

Approximately $1.8 million was due and not paid on October 15, 2025.

What actions is OPI taking following the missed payment?

The company stated it is working with its advisors to pursue restructuring efforts.

What are the terms of the affected securities?

The affected securities are 3.450% Senior Notes due 2031.