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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): February 27, 2026

SUNRISE REALTY TRUST, INC.
(Exact name of Registrant as Specified in Its Charter)
| Maryland |
|
001-41971 |
|
93-3168928 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(IRS Employer Identification No.) |
525 Okeechobee Blvd., Suite 1650
West Palm Beach, FL, 33401
(Address of principal executive offices, including zip code)
561-530-3315
(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 (see General Instructions A.2. below):
| ☐ |
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 |
| Common
Stock, par value $0.01 per share |
|
SUNS |
|
The Nasdaq
Stock Market LLC |
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.
| Item 1.01 |
Entry into a Material Definitive Agreement. |
On February 27, 2026, Sunrise Realty Trust,
Inc., a Maryland corporation (the “Company”), entered into an amendment (the “Amendment”) to that certain Loan
and Security Agreement, dated as of November 6, 2024 (the “Agreement”), as amended, by and among the Company and Sunrise Realty
Trust Holdings I LLC, as co-borrowers, the lenders party thereto, East West Bank (“EWB”), in its capacity as administrative
agent for each member of the lenders party and the bank product, EWB, City National Bank of Florida and Everbank, N.A., as joint lead
arrangers, EWB as sole bookrunner, co-syndication agent and co-documentation agent thereto. The Amendment, among other things (i) facilitates
the entry of another lender, (ii) increases the maximum revolver amount by an additional $25 million, for a total of $165 million, and
(iii) revises the required lender consent requirement such that any action requiring lender consent shall require the consent of EWB and
Everbank, N.A.
The foregoing description of the Amendment is qualified
in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.9G hereto and is incorporated by reference
herein.
On March 5, 2026, Sunrise Realty Trust, Inc. issued a press
release announcing the Amendment to the Agreement. A copy of the press release is furnished as Exhibit 99.1 hereto.
| Item 9.01 |
Financial Statements and Exhibits. |
| Exhibit
No. |
|
Description |
| 10.9G |
|
Amendment Number Seven to Loan and Security Agreement, dated as of February 27, 2026, by and among Sunrise Realty Trust, Inc., Sunrise Realty Trust Holdings I LLC, the lenders party thereto, and the joint lead arrangers, sole bookrunner, co-syndication agent, co-documentation agent and administrative agent party thereto. |
| 99.1 |
|
Press Release issued by Sunrise Realty Trust, Inc. on March 5, 2026. |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| |
SUNRISE
REALTY TRUST, INC. |
| |
|
| |
By: |
/s/
Brandon Hetzel |
| |
|
Brandon
Hetzel |
| |
|
Chief
Financial Officer and Treasurer |
Date: March 5, 2026
Exhibit 99.1

Sunrise
Realty Trust Expands Revolving Credit Facility to $165 Million
with
Addition of Customers Bank
WEST
PALM BEACH, FL, March 5, 2026 – Sunrise Realty Trust, Inc. (“SUNS” or the “Company”) (Nasdaq: SUNS),
a lender on the Tannenbaum Capital Group (“TCG”) Real Estate platform, today announced the expansion of its senior secured
revolving credit facility (the “Credit Facility”) with the addition of Customers Bank. Customers Bank has committed $25 million
to the facility, bringing total committed capital to $165 million. The Credit Facility, originally established with East West Bancorp,
Inc. in November 2024, remains expandable to $200 million, subject to certain conditions and additional lender participation.
Proceeds
from the Credit Facility will be used to finance the Company’s ongoing originations across its target CRE markets, fund future
draws and unfunded commitments under existing loans, and manage liquidity and capital needs associated with portfolio growth.
Leonard
Tannenbaum, Executive Chairman of SUNS, said, “We’re excited to add Customers to our financing group as we continue to broaden
and diversify our bank relationships. Increasing total commitments to $165 million further strengthens our liquidity profile and enhances
our ability to act quickly on attractive, well-structured opportunities while maintaining a disciplined approach to credit and portfolio
construction.”
About
Sunrise Realty Trust, Inc.
Sunrise
Realty Trust, Inc. (Nasdaq: SUNS) (“SUNS”) is an institutional commercial real estate (“CRE”) lender providing
flexible financing solutions to sponsors of CRE projects primarily in the Southern United States. It focuses on transitional CRE business
plans with the potential for near-term value creation, collateralized by top-tier assets predominantly located in established and rapidly
expanding Southern markets. For additional information regarding SUNS, please visit www.sunriserealtytrust.com.
About
TCG Real Estate
TCG
Real Estate refers to a group of affiliated CRE-focused debt funds, including a Nasdaq-listed mortgage real estate investment trust (“REIT”),
Sunrise Realty Trust, Inc. (Nasdaq: SUNS), and a private mortgage REIT, Southern Realty Trust Inc. The funds provide flexible financing
on transitional CRE properties that present opportunities for near-term value creation, with a focus on top-tier CRE assets located primarily
within markets in the Southern U.S. benefiting from economic tailwinds with growth potential. For additional information regarding TCG,
please visit www.theTCG.com.
About
Customers Bancorp, Inc.
Customers
Bancorp, Inc. (NYSE:CUBI) is one of the nation’s top-performing banking companies with over $24 billion in assets making it one
of the 80 largest bank holding companies in the U.S. Customers Bank’s commercial and consumer clients benefit from a full suite
of technology-enabled tailored product experiences delivered by best-in-class customer service distinguished by a Single Point of Contact
approach. In addition to traditional lines such as C&I, commercial real estate, and residential and personal lending, Customers Bank
also provides a number of national corporate banking services to clients in businesses including: fund finance, venture banking, healthcare,
mortgage finance, and equipment finance. Major accolades include:
| ● | Named
a Top 10 Performing Bank by American Banker for five consecutive years (2021-2025), including
the #1 spot in 2024 among midsize banks ($10B to $50B in assets) |
| ● | No.
45 out of the 100 largest publicly traded banks in 2026 Forbes Best Banks list |
| ● | Net
Promoter Score of 81 compared to industry average of 41 |
A
member of the Federal Reserve System with deposits insured by the Federal Deposit Insurance Corporation, Customers Bank is an equal opportunity
lender. Learn more: www.customersbank.com.
About
East West Bancorp, Inc.
East
West Bancorp, Inc. (Nasdaq: EWBC) is a public company with total assets of $76 billion as of December 31, 2024. The company’s wholly
owned subsidiary, East West Bank, is the largest independent bank headquartered in Southern California and operates over 110 locations
in the United States and Asia. The Bank’s markets in the United States include California, Georgia, Illinois, Massachusetts, Nevada,
New York, Texas and Washington.
Investor
Relations Contact
Robyn
Tannenbaum
561-510-2293
ir@thetcg.com
Media
Contact
Doug
Allen
Dukas
Linden Public Relations
646-722-6530
TCG@DLPR.com