Blackstone Real Estate Income Trust, Inc. 8-K

What Happened
Blackstone Real Estate Income Trust, Inc. (BSTT) announced in an 8-K (Item 3.02) that on June 1, 2026 it sold 2,845,626 unregistered Class S-2 shares for aggregate consideration of $41,044,521. The purchase price equaled the net asset value (NAV) per Class S-2 share as of April 30, 2026 plus applicable upfront selling commissions (approximately $234,551), which were retained by or paid to participating broker‑dealers. The shares were offered as part of the company’s continuous private offering to accredited investors and were exempt from registration under Section 4(a)(2) and Regulation D of the Securities Act.

Key Details

• Shares sold: 2,845,626 Class S-2 shares.
• Aggregate consideration: $41,044,521 (includes ~$234,551 in upfront selling commissions).
• Pricing basis: NAV per Class S-2 share as of April 30, 2026 plus commissions.
• Offering: Continuous private offering to accredited investors; exempt under Section 4(a)(2) and Reg D.

Why It Matters
The transaction brought roughly $41.0 million of new capital into BSTT and increased the number of outstanding Class S-2 shares by the amount sold. Retail investors should note that continuous private offerings like this can affect per‑share metrics (e.g., NAV per share, distributions) depending on how the company uses the proceeds and future issuance activity. The filing documents the capital-raising mechanics (pricing, commissions, and exemption relied upon) but does not specify the use of proceeds.