Current Report · Items 1.01, 9.01 · 8-K
Bluerock Homes Trust, Inc.
Entry into a Material Definitive Agreement
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT As previously disclosed in the Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on October 6, 2022 by Bluerock Homes Trust, Inc., a Maryland corporation (the “Company”), on October 5, 2022, the Company entered into a Management Agreement (the “Original Management Agreement”) with its operating partnership, Bluerock Resident…
Disclosure sections
Item 1.01Item 1.01 - Entry into Material Agreement
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
As previously disclosed in
the Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on October 6, 2022 by Bluerock Homes Trust, Inc.,
a Maryland corporation (the “Company”), on October 5, 2022, the Company entered into a Management Agreement (the “Original
Management Agreement”) with its operating partnership, Bluerock Residential Holdings, L.P., a Delaware limited partnership (the
“Operating Partnership”), and its external manager, Bluerock Homes Manager, LLC, a Delaware limited liability company (the
“Manager”), pursuant to which the Manager administers the business activities and day-to-day operations of the Company. As
previously disclosed in the Form 8-K filed with the SEC on January 12, 2023, on January 10, 2023, the Company, the Operating Partnership
and the Manager entered into an Amendment to the Original Management Agreement (the “First Amendment”), and as previously
disclosed in the Form 8-K filed with the SEC on March 6, 2025, on February 28, 2025, the Company, the Operating Partnership and the Manager
entered into a Second Amendment to the Original Management Agreement (the “Second Amendment,” and together with the Original
Management Agreement and the First Amendment, the “Management Agreement”).
On August
7, 2026, the board of directors of the Company (the “Board”), including its independent directors, approved the further
amendment of the Management Agreement pursuant to that certain Third Amendment to Management Agreement dated August
7, 2026 (the “Third Amendment”). Pursuant to the Third Amendment, the definition of “Investment Transaction”
as set forth in Section 1(a) of the Agreement specifies that for purposes of the Investment Guidelines, an Investment Transaction shall
include a Financing Transaction.
The Board, including its
independent directors, authorized and approved the entry by the Company into the Third Amendment and found the terms of the Third Amendment
to be fair, competitive and commercially reasonable and no less favorable to the Company than similar agreements between unaffiliated
parties under the same circumstances. Except as amended by the Third Amendment, the terms of the Management Agreement are identical to
those of the Management Agreement previously in effect.
The foregoing description
of the Third Amendment is a summary and is qualified in its entirety by the terms of the Second Amendment, a copy of which is filed as
Exhibit No. 10.1 to this Current Report on Form 8-K and incorporated by reference into this Item 1.01.