Blackstone Real Estate Income Trust, Inc. 8-K

What Happened
Blackstone Real Estate Income Trust, Inc. filed an 8-K (Item 3.02) disclosing unregistered sales of its Class C common stock to a feeder vehicle that primarily holds the Company’s Class I and Class C stock and offers interests to certain non‑U.S. persons. The Company issued 231,365 Class C shares on February 12, 2026 for $3,788,510 and 1,009,093 Class C shares on March 13, 2026 for $16,619,859. The sales were made exempt from registration under Section 4(a)(2) and Regulation S of the Securities Act of 1933.

Key Details

• Dates of sale: February 12, 2026 and March 13, 2026.
• Shares issued: 231,365 (Feb 12) and 1,009,093 (Mar 13); total 1,240,458 Class C shares.
• Consideration received: $3,788,510 (Feb 12) and $16,619,859 (Mar 13); total proceeds $20,408,369.
• Regulatory basis: Exempt offerings under Section 4(a)(2) and Regulation S to a feeder vehicle serving primarily non‑U.S. investors.

Why It Matters
This filing shows the Company issued 1,240,458 additional Class C shares and raised about $20.41 million in gross proceeds through exempt sales. Investors should note the increase in outstanding Class C shares and the inflow of cash; the 8‑K does not specify how the proceeds will be used. The transactions were structured for non‑U.S. investor participation under Regulation S.