Current Report · Items 1.02, 2.01, 9.01 · 8-K
Elme Communities
ELMENYSEEQUITYCurrent
Termination of a Material Definitive Agreement · Completion of Acquisition or Disposition of Assets
Item 1.02 Termination of a Material Definitive Agreement As previously disclosed, on November 12, 2025, certain indirect subsidiaries of Elme Communities, a Maryland real estate investment trust (the “Company”), as borrowers (collectively, the “Borrowers”), and Goldman Sachs Bank USA, as lender (the “Lender”), entered into that certain Loan Agreement (the “Loan Agreement”) pursuant to which the Le…
Filed Sep 18, 2026Accepted Sep 18, 2026, 4:22 PM EDTCIK 104894Accession 0000104894-26-000112
Company context
Elme Communities is a multifamily real estate investment trust that owns and operates apartment homes in the Washington, DC metro and the Atlanta metro.
Current securities
Historical securities (1)
Registered securities in this filing
ELME COMMUNITIES · 8-K · Filed 2026-09-18
As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.
Shares of Beneficial Interest
- Exchange
- NYSE
- Classification
- OTHER
- Status
- Current
Filing context
Context: c-1
Dimensions: Not supplied
Accession 000010489426000112 · 1 registered-security cover member
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Items 1.02, 2.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 1.02Item 1.02 - Termination of Material Agreement
Item 1.02 Termination of a Material Definitive Agreement
As previously disclosed, on November 12, 2025, certain indirect subsidiaries of Elme Communities, a Maryland real estate investment trust (the “Company”), as borrowers (collectively, the “Borrowers”), and Goldman Sachs Bank USA, as lender (the “Lender”), entered into that certain Loan Agreement (the “Loan Agreement”) pursuant to which the Lender made a senior secured term loan of $520.0 million (the “Term Loan”) to the Borrowers. Pursuant to the Loan Agreement, the Term Loan was secured by first priority mortgages and security interests on all 10 properties that remained under the Company following the closing of the sale of 19 multifamily assets to an affiliate of Cortland Partners, LLC in November 2025, which, at the time, were directly owned by the Borrowers, and included: Riverside Apartments, Elme Bethesda, Elme Germantown, Elme Watkins Mill, 3801 Connecticut Avenue, Kenmore Apartments, Elme Conyers, Elme Marietta, Elme Sandy Springs, and Watergate 600. In addition, the Term Loan was secured by pledges of all equity interests in the Borrowers, along with all other personal property of the Borrowers. The Company provided a customary non-recourse carveout guaranty. The Loan Agreement contained certain affirmative and negative covenants with which Borrowers were required to comply, including maintenance of insurance, single-purpose bankruptcy, remote entity requirements, reporting requirements and restrictions on property and equity transfers and the granting of liens. Customary events of default were included in the Loan Agreement, including nonpayment of principal and other amounts when due, nonperformance of covenants, breach of representations and warranties, certain bankruptcy or insolvency events and changes in control, the occurrence of which gave Lender the right to accelerate repayment of the Term Loan.
The Term Loan was scheduled to mature on November 9, 2026, subject to a one-year Borrower’s extension option, which was subject to satisfaction of certain specified conditions, including the payment of an extension fee equal to 0.25% of the then outstanding principal amount of the Term Loan and the requirement that no more than $312 million of the Term Loan may be outstanding on the first day of the extended term. The Term Loan bore interest at a per annum rate equal to the one-month term SOFR (subject to a term SOFR floor of 3.00%) plus the spread.
Prior to the closing of the sale of Riverside Apartments, as described in more detail below, the remaining outstanding balance of the Term Loan was approximately $198.6 million.
On September 14, 2026, the Company used a portion of the proceeds from the sale of Riverside Apartments, as described in more detail below, to cause the repayment in full of all remaining indebtedness, liabilities and other obligations under, and terminated, the Loan Agreement and other loan documents evidencing the Term Loan. In connection with such repayment, all mortgages and liens on the remaining properties securing the Term Loan were released.
Item 2.01Item 2.01 - Completion of Acquisition
Item 2.01 Completion of Acquisition or Disposition of Assets.
As previously disclosed, on July 23, 2026, Elme Riverside Apartments LLC, a wholly-owned subsidiary of the Company (“Riverside Seller”), entered into a Purchase and Sale Agreement (the “Riverside Agreement”) with FPA Multifamily, LLC (the “Riverside Buyer”) for the sale of Riverside Apartments, a 1,222 unit community located in Alexandria, Virginia and related undeveloped land. The Riverside Buyer has previously entered into three other purchase and sale agreements for the purchase of four other Company properties (consisting of a purchase and sale agreement for both Elme Sandy Springs and Elme Marietta which were sold in February 2026 and separate purchase and sale agreements for each of the Company’s two remaining Washington, D.C. properties). Each of these purchase and sale agreements, including the Riverside Agreement, was negotiated independently and none have been or are contingent on any other purchase and sale agreement between the parties.
On September 14, 2026, the Riverside Seller completed the sale of Riverside Apartments to Riverside Buyer, for a purchase price of $250.0 million, subject to customary prorations and adjustments.
The foregoing description of the Riverside Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Riverside Agreement, which is filed as Exhibit 10.8 to the Company’s Quarterly Report on 10-Q filed on July 31, 2026 and incorporated by reference herein.