Office Properties Income Trust is reported as holding a substantial passive stake. Whitebox Advisors LLC and Whitebox General Partner LLC disclose beneficial ownership of 1,797,150 common shares, representing approximately 8.2% of common shares outstanding. The position reflects 48,545 exercisable warrants included under Rule 13d-3 in the calculation; shares outstanding used for the percent was 21,953,577 as of June 17, 2026.
Positive
None.
Negative
None.
Insights
Whitebox reports a sizable passive stake—about 8.2%—including warrants.
The filing shows both Whitebox Advisors LLC and Whitebox General Partner LLC are deemed beneficial owners of 1,797,150 shares, based on clients' holdings of common shares plus 48,545 currently exercisable warrants. The percent uses the issuer's 21,953,577 outstanding share count as of June 17, 2026.
Holding is reported as shared voting and dispositive power only. The ultimate trading or exercise decisions rest with Whitebox's clients; cash‑flow treatment and specific client identities are not disclosed in the excerpt.
Beneficial ownership reported1,797,150 sharesreported as of filing signature dates with shared voting/dispositive power
Beneficial ownership earlier (incl. warrants)1,797,503 sharesas of June 17, 2026, inclusion of warrants made total 1,797,503
Exercisable warrants48,545 warrantswarrants currently exercisable and added under Rule 13d-3(d)(1)(i)
Shares outstanding used21,953,577 sharesshares outstanding as of June 17, 2026 per issuer 8-K
Percent of class8.2%approximate percent of common shares outstanding as reported
Key Terms
Beneficial ownership, Rule 13d-3(d)(1)(i), Shared dispositive power
3 terms
Beneficial ownershipregulatory
"As of June 17, 2026, each of WA and WGP was deemed to be the beneficial owner"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Rule 13d-3(d)(1)(i)regulatory
"which amount has been added to the Common Shares outstanding in accordance with Rule 13d-3(d)(1)(i)"
Shared dispositive powerfinancial
"Shared power to dispose or to direct the disposition of: WA and WGP: 1,797,150"
Whitebox reports beneficial ownership of 1,797,150 common shares, representing approximately 8.2% of OPI's common shares outstanding based on the filing's calculation method and share count.
Are warrants included in Whitebox's ownership for OPI?
Yes. The filing includes 48,545 exercisable warrants in the beneficial ownership calculation under Rule 13d-3, and those warrants were added to the outstanding share base for the percent computation.
What share count did the filing use to calculate the 8.2%?
The percent was calculated using 21,953,577 common shares outstanding as of June 17, 2026 plus the 48,545 shares issuable upon exercise of warrants, per the filing text.
Who holds voting and dispositive power over these OPI shares?
The filing states Whitebox Advisors LLC and Whitebox General Partner LLC have shared voting power and shared dispositive power over 1,797,150 shares; no sole voting or dispositive power is reported.
Does the filing identify the underlying clients owning the shares?
No. The filing states that the stake arises from Whitebox's clients, and it does not list individual client names; client holdings are summarized as accounts managed by Whitebox.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
OFFICE PROPERTIES INCOME TRUST
(Name of Issuer)
Common Shares of Beneficial Interest, $0.01 par value per share
(Title of Class of Securities)
67623C307
(CUSIP Number)
06/17/2026
(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):
67623C307
1
Names of Reporting Persons
WHITEBOX 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
1,797,150.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,797,150.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,797,150.00
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)
8.2 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
67623C307
1
Names of Reporting Persons
WHITEBOX GENERAL PARTNER 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
1,797,150.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,797,150.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,797,150.00
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)
8.2 %
12
Type of Reporting Person (See Instructions)
OO
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, MASSACHUSETTS, 02458
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Whitebox Advisors LLC, a Delaware limited liability company ("WA"); and
(ii) Whitebox General Partner LLC, a Delaware limited liability company ("WGP" and, together with WA, the "Reporting Persons").
(b)
Address or principal business office or, if none, residence:
The address of the business office of WA and WGP is:
3033 Excelsior Boulevard
Suite 500
Minneapolis, MN 55416
(c)
Citizenship:
WA and WGP are organized under the laws of the State of Delaware.
(d)
Title of class of securities:
Common Shares of Beneficial Interest, $0.01 par value per share
(e)
CUSIP Number(s):
67623C307
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:
As of June 17, 2026, each of WA and WGP was deemed to be the beneficial owner of 1,797,503 common shares of beneficial interest, $0.01 par value per share ("Common Shares"), as a result of WA's clients' ownership of: (i) 1,748,958 Common Shares and (ii) warrants to purchase 48,545 Common Shares, which warrants are currently exercisable ("Warrants").
As of the date hereof, each of WA and WGP is deemed to be the beneficial owner of 1,797,150 Common Shares, as a result of WA's clients' ownership of (i) 1,748,605 Common Shares and (ii) Warrants to purchase 48,545 Common Shares.
(b)
Percent of class:
As of June 17, 2026, each of WA and WGP was deemed to beneficially own approximately 8.2% of the Common Shares outstanding.
As of the date hereof, each of WA and WGP is deemed to beneficially own approximately 8.2% of the Common Shares outstanding.
Percents of class were calculated based on the sum of (i) 21,953,577 Common Shares outstanding as of June 17, 2026, as reported in the Issuer's current report on Form 8-K filed with the Securities and Exchange Commission on June 23, 2026, and (ii) 48,545 Common Shares that WA and WGP have the right to acquire upon exercise of Warrants, which amount has been added to the Common Shares outstanding in accordance with Rule 13d-3(d)(1)(i) under the Securities Exchange Act of 1934, as amended.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
WA and WGP: 0
(ii) Shared power to vote or to direct the vote:
WA and WGP: 1,797,150
(iii) Sole power to dispose or to direct the disposition of:
WA and WGP: 0
(iv) Shared power to dispose or to direct the disposition of:
WA and WGP: 1,797,150
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
WA's clients are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons.
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.
WHITEBOX ADVISORS LLC
Signature:
/s/ Lisa Conrad
Name/Title:
Lisa Conrad, General Counsel & Chief Compliance Officer
Date:
07/06/2026
WHITEBOX GENERAL PARTNER LLC
Signature:
/s/ Lisa Conrad
Name/Title:
Lisa Conrad, Authorized Signatory
Date:
07/06/2026
Exhibit Information
Exhibit A - Joint Filing Agreement, dated July 6, 2026, by and among the Reporting Persons
