BlackRock Monticello Debt Real Estate Investment Trust 8-K

What Happened
BlackRock Monticello Debt Real Estate Investment Trust filed an 8-K (Item 3.02) disclosing an unregistered sale of 407,132.6902 common shares in its continuous private offering on February 2, 2026. The Company received aggregate consideration of $10,210,000, plus applicable upfront selling commissions and dealer manager fees. The offer and sale were made in reliance on Section 4(a)(2) and Rule 506 of Regulation D (a private placement exemption).

Key Details

• Total shares sold: 407,132.6902 common shares for $10,210,000 aggregate consideration.
• By class: 280,641.3292 Class F‑I shares for $7,040,000; 126,491.3610 Class F‑S shares for $3,184,788 (the Class F‑S amount includes an upfront selling commission of $14,787.50).
• Sale date: February 2, 2026; part of the Company’s continuous private offering.
• Exemption: Securities were sold without registration under the Securities Act via Section 4(a)(2) and Rule 506 of Regulation D.

Why It Matters
This filing informs investors that the REIT is raising capital through its ongoing private offering, which can affect share count and capital available for lending or investments. Because the sale was unregistered (Reg D), it was limited to private placement rules rather than a public offering. Investors should note the amount of new equity issued and associated selling commissions when assessing dilution and the Company’s capital-raising activity.