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BCS

Current Report · Items 3.02 · 8-K

Blackstone Real Estate Income Trust, Inc.

Unregistered Sales of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities Class L Common Stock On July 1, 2026, the Company sold unregistered shares of the Company’s Class L common stock (the “Class L Shares”) for aggregate consideration of approximately $70 million.…

Filed Jul 20, 2026Accepted Jul 20, 2026, 4:40 PM EDTCIK 1662972Accession 0001662972-26-000087
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Company context

Current securities

Recent company filings

  1. Regulation FD DisclosureOct 30, 2026
  2. Results of Operations and Financial ConditionOct 22, 2026
  3. 424B3 filingOct 22, 2026
  4. Unregistered Sales of Equity SecuritiesOct 15, 2026
  5. Unregistered Sales of Equity SecuritiesOct 5, 2026

Disclosure sections

Items 3.02

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 3.02Item 3.02 - Unregistered Sales of Equity
Item 3.02. Unregistered Sales of Equity Securities Class L Common Stock On July 1, 2026, the Company sold unregistered shares of the Company’s Class L common stock (the “Class L Shares”) for aggregate consideration of approximately $70 million. The offer and sale of the Class L Shares was made as part of the Company’s continuous private offering to investors that are both (a) accredited investors (as defined in Regulation D under the Securities Act) and (b) qualified purchasers (as defined in the Investment Company Act of 1940, as amended, and the rules thereunder) and were exempt from the registration provisions of the Securities Act, pursuant to Section 4(a)(2) and Regulation D thereunder. The following table details the Class L Shares sold: Date of Unregistered Sale Number of Class L Shares Issued(1) Consideration ──────────────────────────────────────────────────────────────────────────────────────── July 1, 2026 4,805,778 $70,000,000 (1) The number of Class L Shares sold by the Company was finalized on July 15, 2026, following the calculation of the net asset value per Class L Share as of June 30, 2026.

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