Peakstone Realty Trust 8-K

What Happened
Peakstone Realty Trust (PKST) filed an 8-K on May 6, 2026 announcing the closing of the previously disclosed merger transactions. As a result, a change of control occurred (REIT Merger Sub merged into the Company and ceased separate existence), the Surviving Company’s governance documents were amended and restated, and the Surviving Company converted from a Maryland REIT to a Maryland corporation named “Peakstone Realty Trust, Inc.” The Company requested that the NYSE suspend trading and delist its common shares on May 6, 2026 and will file a Form 25 (to delist and deregister under Section 12(b)); after Form 25 is effective the Company intends to file a Form 15 to terminate registration and suspend reporting obligations. The Company and Brookfield Asset Management issued a press release announcing the closing (Exhibit 99.1).

Key Details

• Merger and change of control consummated May 6, 2026; Parent funded consideration with cash, equity and debt.
• Company requested NYSE suspend trading and delist common shares on May 6, 2026 and will file Form 25; plans to file Form 15 thereafter to terminate registration and suspend reporting.
• Following conversion, the Surviving Company converted from a Maryland REIT to a Maryland corporation named “Peakstone Realty Trust, Inc.”; amended and restated declaration of trust/bylaws (and as-converted articles/bylaws) are filed as exhibits.
• On May 6, 2026 the Converted Company issued 125 shares of 12.0% Series A Redeemable Cumulative Preferred Stock (par $0.001) for aggregate consideration of $125,000 (implied $1,000 per share). Offer was sold under Section 4(a)(2) and Rule 506 of Regulation D.

Why It Matters
The filing confirms an ownership change and a move away from public exchange listing and SEC reporting for the company’s common shares, which can materially affect liquidity and disclosure for retail shareholders. The legal conversion from a REIT to a corporation and the amended governing documents may change shareholder rights and corporate governance going forward. The small preferred issuance is a limited financing item. Investors should review the attached press release and the new governing documents in the exhibits and monitor subsequent filings (Form 25, Form 15 and any communications from the company or Parent) for details on trading status, shareholder options and any tender/compensation terms.