North Haven Net REIT 8-K

What Happened North Haven Net REIT filed an 8-K on July 7, 2026, disclosing that on July 1, 2026 the Company sold an aggregate of 3,044,831 common shares for approximately $63.5 million (plus applicable upfront selling commissions and dealer manager fees). The shares were sold as part of the Company’s continuous private offering at the most recently determined net asset value (NAV) per share. The sales were conducted as exempt transactions under Section 4(a)(2) and Rule 506 of Regulation D of the Securities Act of 1933.

Key Details

• Total shares sold: 3,044,831 common shares for aggregate consideration of ≈ $63,457,234.
• Sale by share class:
  • Class S Common: 1,401,978 shares — $29,363,964 (includes $0.3M in upfront selling commissions and dealer manager fees)
  • Class F-I Common: 310,786 shares — $6,482,000
  • Class I Common: 896,860 shares — $18,620,170
  • Class E Common: 431,207 shares — $8,991,100
• Offering status: Continuous private offering; sales exempt from registration under Section 4(a)(2) and Rule 506 (Regulation D).
• Filing and authorization: 8-K signed July 7, 2026 by Douglas Armer, Chief Financial Officer and Head of Capital Markets.

Why It Matters This 8-K shows North Haven Net REIT raised roughly $63.5M through its ongoing private offering, which provides capital for the REIT’s operations or investments (the filing does not specify use of proceeds). Investors should note the issuance increases the number of outstanding shares (potential dilution) and that part of the amount raised paid upfront selling commissions and dealer manager fees. The transaction was completed at the REIT’s most recently determined NAV and relied on Regulation D exemptions, meaning the shares were sold in a private placement rather than a registered public offering.