Cohen & Steers Income Opportunities REIT, Inc. 8-K

What Happened
Cohen & Steers Income Opportunities REIT, Inc. filed a Form 8‑K on February 5, 2026 reporting that on February 2, 2026 it issued unregistered common shares across four share classes for aggregate consideration of $3,740,000. The issuance consisted of Class P (18,305 shares, $210,000), Class B (216,894 shares, $2,425,000), Class R‑I (63,056 shares, $705,000) and Class R‑S (34,671 shares, $400,000). The company stated the offers and sales were exempt from registration under Section 4(a)(2) and Regulation D of the Securities Act of 1933.

Key Details

• Issuance date: February 2, 2026; Form 8‑K filed February 5, 2026 and signed by Arjun Mahalingam, CFO & Treasurer.
• Shares and aggregate proceeds: Class P — 18,305 shares for $210,000; Class B — 216,894 shares for $2,425,000; Class R‑I — 63,056 shares for $705,000; Class R‑S — 34,671 shares for $400,000.
• Total aggregate consideration: $3,740,000. Aggregate consideration for Class R‑S includes approximately $5,000 in upfront selling commissions.
• Exemption: Offer and sale claimed exempt from registration under Section 4(a)(2) and Regulation D.

Why It Matters
This 8‑K reports a small, exempt issuance of shares that increases the outstanding shares in the listed classes and raised $3.74 million in gross proceeds. For shareholders and prospective investors, these details are relevant when monitoring share counts, class‑level ownership and potential impacts on net asset value per share. The filing does not disclose the specific use of proceeds or other terms beyond the registration exemption and the small selling commission disclosed.