Starwood Credit Real Estate Income Trust 8-K

What Happened
Starwood Credit Real Estate Income Trust filed an 8-K reporting that, in its continuous private offering, it sold a total of 367,926.345 common shares of beneficial interest on February 2, 2026 for aggregate consideration of approximately $7.5 million. The sale consisted of Class S and Class I shares at per-share prices of $20.2147 and $20.1665, respectively. The offering and sale were made as an unregistered (private) sale under Section 4(a)(2) of the Securities Act and Regulation D.

Key Details

• Shares sold: 367,926.345 total — Class S: 243,016.220; Class I: 124,910.125.
• Aggregate consideration: approximately $7.5 million (Class S $4,959,650; Class I $2,519,000).
• Per-share prices: Class S $20.2147; Class I $20.1665.
• Fees: upfront selling commissions and dealer manager fees included in the Class S total = $47,150.
• Filing date: Form 8‑K signed Feb 4, 2026 by CEO Dennis G. Schuh.

Why It Matters
This filing notifies investors that the company raised capital by issuing unregistered common shares in a private offering, which increases the number of outstanding shares and brings in roughly $7.5M of proceeds. Investors should note the share classes and issuance details (counts, prices, and fees) because such private issuances can affect per-share metrics (dilution) and the company’s cash position, while the exemption under Section 4(a)(2)/Reg D means the sale was not registered for public resale.