North Haven Net REIT Reports Unregistered Sale of Class I and F‑I Shares

What Happened
North Haven Net REIT filed an 8‑K (dated August 20, 2026) reporting that, as of August 3, 2026 (with final shares determined August 14, 2026), it sold 289,618 Class I shares and 5,591 Class F‑I shares to a feeder vehicle created to hold certain classes of the Company’s common shares. The shares were sold for aggregate consideration of approximately $6,032,000 (Class I) and $117,000 (Class F‑I), based on the net asset value per share as of June 30, 2026. The sale was made as an unregistered offering relying on Section 4(a)(2) and Rule 506 of Regulation D. The report was signed by CFO Douglas Armer.

Key Details

• 289,618 Class I shares sold for ~ $6,032,000 (based on NAV as of 6/30/2026).
• 5,591 Class F‑I shares sold for ~ $117,000.
• Purchaser: a feeder vehicle primarily created to hold certain classes of the Company’s common shares.
• Offering was exempt from registration under Section 4(a)(2) and Rule 506 of Regulation D.

Why It Matters
This filing documents a private capital placement into a feeder vehicle at the Company’s reported NAV, which represents a funding transaction rather than a public registered offering. The 8‑K does not disclose post‑transaction outstanding share counts or any change in management; therefore, the immediate financial impact (e.g., dilution or change in ownership concentration) is not specified. Retail investors tracking ownership, NAV per share, or future liquidity events should watch for additional filings or disclosures that quantify any changes to outstanding shares or ownership percentages.