Schedule 13G/A: D. E. Shaw Holds 2.6M Shares (3.5%) of OPI

Rhea-AI Filing Summary

Office Properties Income Trust (OPI) disclosed that D. E. Shaw & Co., L.P. and David E. Shaw each report shared beneficial ownership of 2,596,642 common shares, representing 3.5% of OPI's outstanding common shares. The holdings are held through affiliated entities: 2,523,141 shares in D. E. Shaw Galvanic Portfolios, L.L.C., 72,001 shares in D. E. Shaw Valence Portfolios, L.L.C., and 1,500 shares in D. E. Shaw Composite Portfolios, L.L.C. Both reporting persons report no sole voting or dispositive power and shared voting and dispositive power over those shares. The filing includes a certification that the securities were not acquired to influence control and references a power of attorney and a joint filing agreement executed by the reporting persons.

Positive

• Transparent disclosure of beneficial ownership totaling 2,596,642 shares (3.5%)
• Clarification of voting/dispositive rights: no sole power, only shared voting and dispositive power
• Formal documentation included: power of attorney and joint filing agreement
• Certification stating securities were not acquired to influence control

Negative

• None.

Insights

Financial Analyst

TL;DR Routine beneficial-ownership disclosure: D. E. Shaw reports a 3.5% shared stake in OPI held via affiliated vehicles.

This Schedule 13G/A reports non-control passive ownership totaling 2,596,642 shares (3.5%). The position is allocated across three affiliated portfolios, and the filing states no sole voting or dispositive power, indicating passive investment rather than an activist or control intent. For investors, this is a transparency filing that updates ownership structure but does not signal a change in control or strategy from the reporting persons.

Corporate Governance Expert

TL;DR Disclosure clarifies beneficial ownership and confirms non-control intent; governance impact is minimal.

The filing documents shared voting and dispositive power and explicitly disclaims control intent, consistent with Schedule 13G treatment for passive investors. The inclusion of a joint filing agreement and a power of attorney formalizes reporting mechanics. There is no indication of coordination to influence corporate governance or pending nominations; thus, governance implications appear limited based on this filing alone.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Office Properties Income Trust

(Name of Issuer)

Common Shares of Beneficial Interest

(Title of Class of Securities)

67623C109

(CUSIP Number)

06/30/2025

(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)

SCHEDULE 13G

CUSIP No. 67623C109

1

Names of Reporting Persons

D. E. Shaw & Co., L.P.

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 2,596,642.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,596,642.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,596,642.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP No. 67623C109

1

Names of Reporting Persons

David E. Shaw

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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,596,642.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,596,642.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,596,642.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Office Properties Income Trust
(b)	Address of issuer's principal executive offices: Two Newton Place, 255 Washington Street, Suite 300, Newton, MA 02458-1634
Item 2.
(a)	Name of person filing: D. E. Shaw & Co., L.P. David E. Shaw
(b)	Address or principal business office or, if none, residence: The business address for each reporting person is: Two Manhattan West 375 Ninth Avenue, 52nd Floor New York, NY 10001
(c)	Citizenship: D. E. Shaw & Co., L.P. is a limited partnership organized under the laws of the state of Delaware. David E. Shaw is a citizen of the United States of America.
(d)	Title of class of securities: Common Shares of Beneficial Interest
(e)	CUSIP No.: 67623C109
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: D. E. Shaw & Co., L.P.: 2,596,642 shares This is composed of (i) 2,523,141 shares in the name of D. E. Shaw Galvanic Portfolios, L.L.C., (ii) 72,001 shares in the name of D. E. Shaw Valence Portfolios, L.L.C., and (iii) 1,500 shares in the name of D. E. Shaw Composite Portfolios, L.L.C. David E. Shaw: 2,596,642 shares This is composed of (i) 2,523,141 shares in the name of D. E. Shaw Galvanic Portfolios, L.L.C., (ii) 72,001 shares in the name of D. E. Shaw Valence Portfolios, L.L.C., and (iii) 1,500 shares in the name of D. E. Shaw Composite Portfolios, L.L.C. David E. Shaw does not own any shares directly. By virtue of David E. Shaw's position as President and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of D. E. Shaw & Co., L.P., which in turn is the investment adviser of D. E. Shaw Valence Portfolios, L.L.C., and D. E. Shaw Composite Portfolios, L.L.C. and the managing member of D. E. Shaw Adviser II, L.L.C., which in turn is the investment adviser of D. E. Shaw Galvanic Portfolios, L.L.C., and by virtue of David E. Shaw's position as President and sole shareholder of D. E. Shaw & Co. II, Inc., which is the managing member of D. E. Shaw & Co., L.L.C., which in turn is the manager of D. E. Shaw Valence Portfolios, L.L.C., and D. E. Shaw Composite Portfolios, L.L.C. and the managing member of D. E. Shaw Manager II, L.L.C., which in turn is the manager of D. E. Shaw Galvanic Portfolios, L.L.C., David E. Shaw may be deemed to have the shared power to vote or direct the vote of, and the shared power to dispose or direct the disposition of, the 2,596,642 shares as described above constituting 3.5% of the outstanding shares, and, therefore, David E. Shaw may be deemed to be the beneficial owner of such shares. David E. Shaw disclaims beneficial ownership of such 2,596,642 shares.
(b)	Percent of class: D. E. Shaw & Co., L.P.: 3.5% David E. Shaw: 3.5%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: D. E. Shaw & Co., L.P.: 0 shares David E. Shaw: 0 shares
	(ii) Shared power to vote or to direct the vote: D. E. Shaw & Co., L.P.: 2,596,642 shares David E. Shaw: 2,596,642 shares
	(iii) Sole power to dispose or to direct the disposition of: D. E. Shaw & Co., L.P.: 0 shares David E. Shaw: 0 shares
	(iv) Shared power to dispose or to direct the disposition of: D. E. Shaw & Co., L.P.: 2,596,642 shares David E. Shaw: 2,596,642 shares
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
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.

D. E. Shaw & Co., L.P.

Signature:	/s/ Daniel R. Marcus
Name/Title:	Daniel R. Marcus / Chief Compliance Officer
Date:	08/14/2025

David E. Shaw

Signature:	/s/ Daniel R. Marcus
Name/Title:	Daniel R. Marcus / Attorney-in-Fact for David E. Shaw
Date:	08/14/2025

Comments accompanying signature: Exhibit 1: Power of Attorney, granted by David E. Shaw relating to D. E. Shaw & Co., Inc., in favor of the signatories hereto, among others, dated August 1, 2024.

Exhibit Information

Exhibit 2: Joint Filing Agreement, by and among the Reporting Persons, dated August 14, 2025.

FAQ

How many OPI shares does D. E. Shaw & Co., L.P. report owning?

D. E. Shaw & Co., L.P. reports beneficial ownership of 2,596,642 shares, representing 3.5% of OPI's common shares.

Does David E. Shaw have sole voting or dispositive power over the OPI shares?

No. The filing states 0 shares of sole voting or sole dispositive power and 2,596,642 shares of shared voting and dispositive power.

Through which entities are the OPI shares held?

The shares are held via affiliates: 2,523,141 in D. E. Shaw Galvanic Portfolios, L.L.C.; 72,001 in D. E. Shaw Valence Portfolios, L.L.C.; and 1,500 in D. E. Shaw Composite Portfolios, L.L.C.

Does the filing indicate an intent to influence control of OPI?

No. The certification states the securities were not acquired and are not held for the purpose of changing or influencing control of the issuer.

What documents accompany the filing?

The filing references an August 1, 2024 power of attorney and an August 14, 2025 joint filing agreement among the reporting persons.