Starwood REIT director granted 224,470 Class I shares

Starwood Real Estate Income Trust director Barry Sternlicht reported an indirect acquisition of 224,470 Class I common shares at $19.75 per share.

Rhea-AI Filing Summary

Starwood Real Estate Income Trust director Barry Sternlicht reported an indirect acquisition of 224,470 Class I common shares at $19.75 per share. These shares were paid to the advisor as management fees under the advisory agreement rather than bought on the open market. Following the award, entities associated with Sternlicht indirectly hold 7,075,069 shares, and a footnote states that 3,937,602 reportable securities are owned by him personally.

Insider Trade Summary

Grant/Award: 224,470 shares

Grant/Award 1 txn

Insider STERNLICHT BARRY S

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class I Common Shares	224,470	$19.75	$4.43M

Holdings After Transaction: Class I Common Shares — 7,075,069 shares (Indirect, By Starwood REIT Advisors L.L.C., Starwood Real Estate Income Holdings, L.P. and Barry Sternlicht.)

Footnotes (3)

1. F1. Reflects shares paid to the advisor in settlement of management fees pursuant to the Issuer's advisory agreement.
2. F2. Includes shares acquired through Issuer's Distribution Reinvestment Plan.
3. F3. 3,937,602 of Reportable Securities are owned by Mr. Sternlicht personally.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Barry Sternlicht report for Starwood Real Estate Income Trust (SWDR)?

Barry Sternlicht reported an indirect acquisition of 224,470 Class I common shares. The shares were issued to the advisor as payment of management fees under the advisory agreement, so this was a compensation-related share award rather than an open-market stock purchase.

At what price were the Starwood Real Estate Income Trust (SWDR) shares recorded in this Form 4?

The 224,470 Class I common shares were recorded at $19.75 per share. This reflects the valuation used for paying management fees in stock to the advisor, not a cash transaction executed on an exchange or in the open market.

How many Starwood Real Estate Income Trust (SWDR) shares does Barry Sternlicht hold after this transaction?

After the award, entities associated with Barry Sternlicht indirectly hold 7,075,069 shares. A footnote also states that 3,937,602 reportable securities are owned by him personally, giving investors a clearer view of his combined direct and indirect economic exposure.

Was the Starwood Real Estate Income Trust (SWDR) Form 4 transaction an open-market stock purchase?

No, it was not an open-market purchase. The 224,470 Class I common shares were paid to the advisor in settlement of management fees under the advisory agreement, making this a compensation-related share grant rather than a discretionary buy in the market.

How are Barry Sternlicht’s Starwood Real Estate Income Trust (SWDR) holdings structured?

The filing shows 7,075,069 shares held indirectly through Starwood REIT Advisors L.L.C. and Starwood Real Estate Income Holdings, L.P. A separate footnote discloses that 3,937,602 reportable securities are owned by Mr. Sternlicht personally, distinguishing indirect and personal ownership stakes.

What do the Form 4 footnotes reveal about this Starwood Real Estate Income Trust (SWDR) grant?

The footnotes explain that the shares were paid as management fees and that the position includes shares acquired through the issuer’s Distribution Reinvestment Plan. They also clarify that 3,937,602 reportable securities are owned personally by Barry Sternlicht, supplementing the indirect holdings information.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/23/2026 - 05:44 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

STERNLICHT BARRY S

(Last) (First) (Middle)

2340 COLLINS AVENUE

(Street)

MIAMI BEACH FLORIDA 33139

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Starwood Real Estate Income Trust, Inc. [ N/A ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class I Common Shares	03/19/2026		A(1)		224,470	A	$19.75(1)	7,075,069(2)	I	By Starwood REIT Advisors L.L.C., Starwood Real Estate Income Holdings, L.P. and Barry Sternlicht.(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects shares paid to the advisor in settlement of management fees pursuant to the Issuer's advisory agreement.

2. Includes shares acquired through Issuer's Distribution Reinvestment Plan.

3. 3,937,602 of Reportable Securities are owned by Mr. Sternlicht personally.

	/s/ Matthew Guttin, Attorney-in-Fact	03/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)