Cottonwood Communities, Inc.

Item 3.02 Unregistered Sales of Equity Securities. Preferred Offering Cottonwood Communities, Inc. (the "Company," "we," "our," or "us") is conducting multiple best-efforts private placement offerings pursuant to which we are offering certain series of our preferred stock to accredited investors. These offerings are exempt from registration pursuant to Rule 506(b) of Regulation D of the Securities Act because the shares are being offered and sold solely to accredited investors without the use of general solicitation. In an offering launched December 9, 2024, we are offering a maximum of $150,000,000 in shares of our Series 2025 Preferred Stock (the "Series 2025 Private Offering"). The Series 2025 Preferred Stock is being offered for cash at a purchase price of $10.00 per share (with discounts available to certain categories of purchasers). Sales of Series 2025 Preferred Stock During the period from September 3, 2026 through September 21, 2026, we issued and sold 211,102 shares of Series 2025 Preferred Stock in the Series 2025 Private Offering and received aggregate proceeds of $2,055,000. In connection with the sale of these shares in the Series 2025 Private Offering, the Company paid aggregate selling commissions of $79,200 and placement fees of $56,160. As of September 21, 2026, there were 12,708,673 shares of our Series 2025 Preferred Stock outstanding.