Regan Kenneth P 4

What Happened
Regan Kenneth P, CEO of Sterling Real Estate Trust, acquired 37,961 derivative limited partnership units on March 6, 2026. The Form 4 reports the acquisition at $0.00 per unit because the units were received in a non-cash UPREIT exchange (reported as derivative securities).

Key Details

• Transaction date: 2026-03-06; Form 4 filed: 2026-03-09 (filed within the normal reporting window).
• Amount acquired: 37,961 limited partnership/derivative units; reported price: $0.00 (non-cash consideration).
• Shares/units owned after the transaction: Not specified in the filing.
• Notable footnotes: the units were received in connection with an UPREIT (F6); units are subject to exchange or redemption under the LLLP Agreement and applicable redemption plan (F2); the derivative securities have no expiration date (F3). The reporting person disclaims beneficial ownership of certain shares except to the extent of pecuniary interest through entities such as Trustmark Enterprises, JKD, Inc., and GF Corporation (F1, F4, F5).
• Transaction code: P (purchase/acquisition via non-cash exchange).

Context
An UPREIT exchange typically means the insider contributed property or partnership interest to the REIT’s operating partnership and received partnership units in return; this is a tax-advantaged, non-cash transaction and is not the same as an open-market cash purchase. Derivative LP units may be convertible or redeemable under the partnership agreement, so they are different from ordinary shares. The filing is factual and does not indicate the insider’s intent.