Unregistered sales and modifications of equity under 8-K Items 3.02/3.03.
Stonepeak-Plus Infrastructure Fund LP issued 869,091 Class A-1a; 152,395 Class I-1 of unit to third-party investors, including through Stonepeak-Infrastructure Fund (TE) LP for aggregate consideration of approximately $30,510,000.
“On November 3, 2025, Stonepeak-Plus Infrastructure Fund LP (the “Fund”) sold unregistered limited partnership units (the “Units”) for aggregate consideration of approximately $30,510,000.”
BlackRock Monticello Debt Real Estate Investment Trust issued 909,643.8813 common shares of common stock to third party investors and one or more officers and trustees of the Company for aggregate consideration of $22,795,500.
“on December 1, 2025, the Company sold an aggregate of 909,643.8813 common shares (the “Shares”) for aggregate consideration of $22,795,500 to third party investors and one or more officers and trustees of the Company”
ISQ Open Infrastructure Co LLC issued common stock to accredited investors and non-U.S. investors for $27,417,500.
“As of November 3, 2025, the Company issued and sold the following unregistered shares of the Company to investors for cash: Type Number of Shares Sold* Aggregate Consideration* Series I F-S TE Shares 45,737 $ 1,237,000 F-D TE Shares 0 0 F-I TE Shares 17,548 475,000 F-J TE Shares 324,518 8,780,000 Series II F-S Shares 73,964 2,002,000 F-I Shares 37,412 1,013,500 F-J Shares 440,043 11,915,000 E Shares 72,692 1,995,000 * Share and dollar amounts rounded to the nearest whole number The Company issued such shares for total aggregate consideration of $27,417,500 (the “Proceeds”). The offer and sale of the shares above were exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2), including Regulation D (for sales to accredited investors) and/or Regulation S (for sales to non-U.S. investors outside of the United States) thereunder.”
Brookfield Private Equity Fund LP issued Class B-2 11,600 of common stock to Brookfield Asset Management Ltd. and certain affiliates, related parties, employees, officers and directors for $ 290,000.
“On December 1, 2025, Brookfield Private Equity Fund LP (the “Fund”) sold unregistered limited partnership units (the “Units”) for aggregate consideration of approximately $17,532,500 (1) . The following table provides details on the Units sold by the Fund: Number of Units Sold (2) Aggregate Consideration (2) Class S 398,100 $ 9,952,500 Class I 291,600 $ 7,290,000 Class B-2 11,600 $ 290,000”
Brookfield Private Equity Fund LP issued Class I 291,600 of common stock to third-party investors for $ 7,290,000.
“On December 1, 2025, Brookfield Private Equity Fund LP (the “Fund”) sold unregistered limited partnership units (the “Units”) for aggregate consideration of approximately $17,532,500 (1) . The following table provides details on the Units sold by the Fund: Number of Units Sold (2) Aggregate Consideration (2) Class S 398,100 $ 9,952,500 Class I 291,600 $ 7,290,000 Class B-2 11,600 $ 290,000”
Brookfield Private Equity Fund LP issued Class S 398,100 of common stock to third-party investors for $9,952,500.
“On December 1, 2025, Brookfield Private Equity Fund LP (the “Fund”) sold unregistered limited partnership units (the “Units”) for aggregate consideration of approximately $17,532,500 (1) . The following table provides details on the Units sold by the Fund: Number of Units Sold (2) Aggregate Consideration (2) Class S 398,100 $ 9,952,500 Class I 291,600 $ 7,290,000 Class B-2 11,600 $ 290,000”
CAMPBELL FUND TRUST issued Units of Beneficial Interest of unit to existing and/or new unitholders for $1,722,000.00 in cash for Series A, $2,893,921.59 for Series D and $400,000.00 for Series W.
“Act of 1933, as amended (the “Securities Act”). The aggregate estimate consideration for Units of Beneficial Interest, excluding escrow interest, sold on November 30, 2025 was $1,722,000.00, $2,893,921.59 and $400,000.00 in cash for Series A, Series D and Series W, respectively. The Units of Beneficial Interest were issued by Registrant in reliance upon an exemption”
REGENCY CENTERS LP issued 2,773,083 limited common partnership units of common stock to seller of a portfolio of five shopping centers for $72.00 per unit.
“Regency Centers, L.P., the operating partnership of Regency Centers Corporation (the “Company”), issued 2,773,083 limited common partnership units (“Common Units”), at an issuance price of $72.00 per unit, to partially fund the Company’s acquisition of a portfolio of five shopping centers located in Orange County, California.”
EXELON CORP issued $1 billion aggregate principal amount of 3.25% Convertible Senior Notes due 2029 of convertible note to qualified institutional buyers for approximately $987.5 million net proceeds.
“such subsidiaries in accordance with the Generally Accepted Accounting Principles). The Company estimates that the net proceeds from the sale of the Notes will be approximately $987.5 million, after deducting the initial purchasers’ discounts and commissions but before deducting other offering expenses. The Company intends to use the net proceeds of this offering to”
CRESCENT BIOPHARMA, INC. issued pre-funded warrants to purchase shares of Ordinary Shares of warrant to certain institutional and other accredited investors for $13.409 per underlying Pre-Funded Warrant Share.
“pre-funded warrants (the “Pre-Funded Warrants”) to purchase shares of Ordinary Shares (the “Pre-Funded Warrant Shares”), at a purchase price per underlying Pre-Funded Warrant Share of $13.409”
CRESCENT BIOPHARMA, INC. issued 13,795,685 ordinary shares of common stock to certain institutional and other accredited investors for $13.41 per share.
“Pursuant to the Purchase Agreement, the Purchasers agreed to purchase an aggregate of 13,795,685 ordinary shares with a par value of US$0.001 per share of the Company (the “Ordinary Shares”), at a purchase price per share of $13.41”
Wheeler Real Estate Investment Trust, Inc. issued 56,000 shares of its common stock of common stock to unaffiliated holder of the Company's securities for 4,000 shares of the Company's Series D Cumulative Convertible Preferred Stock and 8,000 shares of the Company's Series B Convertible Preferred Stock.
“On December 1, 2025, Wheeler Real Estate Investment Trust, Inc. (the “Company”) agreed to issue 56,000 shares of its common stock, $0.01 par value per share (the “Common Stock”), to an unaffiliated holder of the Company’s securities (the “Investor”) in exchange for 4,000 shares of the Company’s Series D Cumulative Convertible Preferred Stock (the “Series D Preferred Stock”) and 8,000 shares of the Company's Series B Convertible Preferred Stock (the “Series B Preferred Stock” and, together with the Series D Preferred Stock, the “Preferred Stock”).”
Verses AI Inc. issued Warrant for 616,667 Common Shares of warrant to Sorbie Investments LLP for Exercisable at CAD$7.00 per share, issued in connection with the Subscription and Sharing Agreements.
“”) to SILP, which Warrant represents the right to subscribe for 616,667 Common Shares (“ Warrant Shares ”) until November 6, 2028. The Warrant is exercisable at a price of CAD$7.00 per Warrant Share, subject to adjustment in the event of any Adjustment Event (as defined in the Warrant). The issuance of the Common Shares, Warrants and Warrant Shares being”
Sculptor Diversified Real Estate Income Trust, Inc. issued 22,142 Class E units in the Operating Partnership of unit to Sculptor Diversified REIT Special Limited Partner LP for $250,000.
“On December 1, 2025, Sculptor Diversified REIT Operating Partnership, LP (the “Operating Partnership”), a subsidiary of the Company, issued 22,142 Class E units in the Operating Partnership to Sculptor Diversified REIT Special Limited Partner LP (the “Special Limited Partner”) based on the net asset value per unit as of October 31, 2025, for an aggregate purchase price of $250,000.”
Sculptor Diversified Real Estate Income Trust, Inc. issued 6,955 Class A Shares of common stock for $74,850.
“the shares issued and gross proceeds: Number of Shares Issued Gross Proceeds Class E Shares (1) 1,521,969 $ 17,184,089 Class AA Shares (2) 78,199 865,000 Class A Shares 6,955 74,850 Total 1,607,123 $ 18,123,939 _______________________________________ (1) Includes 16,224 shares at $183,182 issued to Sculptor Advisors LLC as payment for accrued management fees.”
Sculptor Diversified Real Estate Income Trust, Inc. issued 78,199 Class AA Shares of common stock for $865,000.
“The following table details the shares issued and gross proceeds: Number of Shares Issued Gross Proceeds Class E Shares (1) 1,521,969 $ 17,184,089 Class AA Shares (2) 78,199 865,000 Class A Shares 6,955 74,850 Total 1,607,123 $ 18,123,939 _______________________________________ (1) Includes 16,224 shares at $183,182 issued to Sculptor Advisors LLC as payment”
Sculptor Diversified Real Estate Income Trust, Inc. issued 1,521,969 Class E Shares of common stock for $17,184,089.
“value per share as of October 31, 2025. The following table details the shares issued and gross proceeds: Number of Shares Issued Gross Proceeds Class E Shares (1) 1,521,969 $ 17,184,089 Class AA Shares (2) 78,199 865,000 Class A Shares 6,955 74,850 Total 1,607,123 $ 18,123,939 _______________________________________ (1) Includes 16,224 shares at $183,182 issued”
Helio Corp /FL/ issued 5,193,898 shares of common stock of common stock to Paul S. Turin for promissory notes in the aggregate outstanding amount of $742,576.73.
“in exchange for an aggregate of 2,204,561 shares of common stock. Pursuant to Turin Exchange Agreement, promissory notes held by Mr. Turin in the aggregate outstanding amount of $742,576.73, consisting of an aggregate principal amount of $680,773.00 and $61,803.73 in accrued and payable interest were cancelled in exchange for an aggregate of 5,193,898 shares of”
Helio Corp /FL/ issued 2,204,561 shares of common stock of common stock to Gregory T. Delory for promissory notes in the aggregate outstanding amount of $315,188.36.
“Agreement” and collectively, the “Exchange Agreements”). Pursuant to Delory Exchange Agreement, promissory notes held by Mr. Delory in the aggregate outstanding amount of $315,188.36, consisting of an aggregate principal amount of $288,280.53 and $26,907.83 in accrued and payable interest were cancelled in exchange for an aggregate of 2,204,561 shares of”
Principal Credit Real Estate Income Trust issued 35,212.70 common shares of common stock for $730,000.
“on December 1, 2025, the Company sold an aggregate of 35,212.70 common shares (the “Shares”) for aggregate consideration of approximately $730,000.”
Eagle Point Trinity Senior Secured Lending Co issued 2,313.115 of its common shares of beneficial interest of common stock for aggregate proceeds to the Fund of $23,312.50.
“On November 3, 2025, Eagle Point Trinity Senior Secured Lending Company (the “Fund”) issued and sold 2,313.115 of its common shares of beneficial interest (the “Shares”), for aggregate proceeds to the Fund of $23,312.50.”
New Mountain Net Lease Trust issued 495,693 of its common shares of beneficial interest of common stock for aggregate consideration of approximately $9.92 million at the most recently determined net asset value per share.
“on December 1, 2025, the Company sold an aggregate of 495,693 of its common shares of beneficial interest, par value $0.01 per share (the “Shares”), for aggregate consideration of approximately $9.92 million at the most recently determined net asset value per share. The offer and sale of the Shares was exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2) and Rule 506 of Regulation D promulgated thereunder.”
Apollo IG Core Replacement, L.P. issued unregistered limited partnership interests of securities to unknown for approximately $10.3 million in cash and $5.3 million in assets.
“On December 1, 2025, Apollo IG Core Replacement, L.P. (“Apollo IG Core”) issued unregistered limited partnership interests (the “Interests”) for aggregate consideration of approximately $10.3 million in cash and $5.3 million in assets.”
SilverBox Corp V issued 65,000 warrants (one-third of one whole warrant per Private Placement Unit) of warrant to SilverBox Sponsor V, LLC for included in Private Placement Units purchase.
“the Sponsor purchased 195,000 private placement units, each unit consisting of one Class A Ordinary share and one-third of one whole warrant to purchase one Class A Ordinary Share at $11.50 per share, subject to adjustment, at a price of $10.00 per unit (the " Private Placement Units ")”
SilverBox Corp V issued 195,000 Private Placement Units of unit to SilverBox Sponsor V, LLC for $1,950,000 ($10.00 per unit).
“Simultaneously with the consummation of the IPO and the issuance and sale of the Units, the Company consummated the private placement of 195,000 Private Placement Units at a price of $10.00 per Private Placement Unit, generating gross proceeds of $1,950,000 (the " Private Placement ").”
Bitcoin Infrastructure Acquisition Corp Ltd issued 770,000 units of unit to Sponsor (Samara Acquisition Sponsor V Ltd.) and Underwriters (Cohen & Company Capital Markets / Clear Street LLC) for $10.00 per Private Unit.
“Simultaneously with the closing of the IPO, the Company completed a private placement of an aggregate of 770,000 units (the “ Private Units ”), at a purchase price of $10.00 per Private Unit, of which 550,000 Private Units were sold to the Sponsor and 220,000 Private Units were sold to the Underwriters, generating gross proceeds to the Company of $7,700,000.”
General Purpose Acquisition Corp. issued 660,000 units of unit to Sponsor and Jefferies LLC for $10.00 per unit (for an aggregate purchase price of $6,600,000).
“the Company completed the private sale of 660,000 units (the “Private Placement Units”) at the IPO price of $10.00 per unit (for an aggregate purchase price of $6,600,000). Of those 660,000 Private Placement Units, the Sponsor purchased 430,000 Private Placement Units and Jefferies LLC, as representative for the underwriters, purchased 230,000 Private Placement Units.”
Workhorse Group Inc. issued common stock.
“Following stockholder approval, the Board approved a 1-for-12 reverse stock split of the Company’s issued and outstanding shares of Common Stock (the “Reverse Split”). The Reverse Split will be effective as of December 8, 2025”
ExchangeRight Income Fund issued 19,487 of its Class ER-D Common Shares of common stock to accredited investors for $ 532,000.
“shares sold: Number of Gross Share Class Shares Sold Proceeds Class D Common Shares 8,242 $ 225,000 Class ER-A Common Shares 20,759 $ 603,000 * Class ER-D Common Shares 19,487 $ 532,000 * Includes selling commissions described above. Forward-Looking Statements Certain statements contained in this Current Report on Form 8-K other than historical facts may be”
ExchangeRight Income Fund issued 20,759 of its Class ER-A Common Shares of common stock to accredited investors for $ 603,000 *.
“thereunder. The following table details the shares sold: Number of Gross Share Class Shares Sold Proceeds Class D Common Shares 8,242 $ 225,000 Class ER-A Common Shares 20,759 $ 603,000 * Class ER-D Common Shares 19,487 $ 532,000 * Includes selling commissions described above. Forward-Looking Statements Certain statements contained in this Current Report on Form”
ExchangeRight Income Fund issued 8,242 of its Class D Common Shares of common stock to accredited investors for $ 225,000.
“Rule 506(c) of Regulation D promulgated thereunder. The following table details the shares sold: Number of Gross Share Class Shares Sold Proceeds Class D Common Shares 8,242 $ 225,000 Class ER-A Common Shares 20,759 $ 603,000 * Class ER-D Common Shares 19,487 $ 532,000 * Includes selling commissions described above. Forward-Looking Statements Certain statements”
Snail, Inc. issued convertible note.
“The disclosure set forth in Item 1.01 above is hereby incorporated herein by reference in this Item 3.02. The issuance of the Note and the Conversion Shares was made in reliance on the exemption provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), for the offer and sale of securities not involving a public offering, and Regulation D promulgated under the Securities Act.”
Stellus Private Credit BDC issued 168,676 common shares of common stock for aggregate offering price of $2,573,997.95.
“On December 1, 2025, Stellus Private Credit BDC (the “Company”) issued 168,676 common shares of beneficial interest (the “Shares”) of the Company for an aggregate offering price of $2,573,997.95.”
New Mountain Guardian IV BDC, L.L.C. issued 21,742,128 of the Company’s units of unit to investors for aggregate offering price of $217,421,280, at a price per Unit equal to $10.00.
“On December 1, 2025, New Mountain Guardian IV BDC, L.L.C. (the “ Company ”) delivered a capital drawdown notice to its investors relating to the sale of 21,742,128 of the Company’s units (the “ Units ”) for an aggregate offering price of $217,421,280, at a price per Unit equal to $10.00.”
Fortress Net Lease REIT issued 7,681,282 common shares of common stock to accredited investors for gross proceeds of approximately $79.2 million.
“On December 1, 2025, Fortress Net Lease REIT (the “Company” or “we”) issued and sold an aggregate of 7,681,282 common shares for gross proceeds of approximately $79.2 million, based on net asset value per share of the applicable class of common shares as of October 31, 2025.”
New Mountain Guardian IV Income Fund, L.L.C. issued 2,562,025 of the Company’s units of common stock for aggregate offering price of $25,620,250, at a price per Unit equal to $10.00.
“On December 1, 2025, New Mountain Guardian IV Income Fund, L.L.C. (the “ Company ”) delivered a capital drawdown notice to its investors relating to the sale of 2,562,025 of the Company’s units (the “ Units ”) for an aggregate offering price of $25,620,250, at a price per Unit equal to $10.00.”
Starwood Credit Real Estate Income Trust issued an aggregate of 1,083,978.20 of its common shares of beneficial interest of common stock for aggregate consideration of approximately $22.2 million at a price per Class I Share, Class S Share and Class E Share equal to $20.3660, $20.3764 and $21.1916, r.
“on December 1, 2025, the Company sold an aggregate of 1,083,978.20 of its common shares of beneficial interest, par value $0.01 per share (the “Shares”), for aggregate consideration of approximately $22.2 million at a price per Class I Share, Class S Share and Class E Share equal to $20.3660, $20.3764 and $21.1916, respectively”
FORTRESS CREDIT REALTY INCOME TRUST issued aggregate of 932,809 common shares of common stock for gross proceeds of approximately $18.8 million.
“On December 1, 2025, Fortress Credit Realty Income Trust (the “Company” or “we”) issued and sold an aggregate of 932,809 common shares for gross proceeds of approximately $18.8 million”
Remora Capital Corp issued 944,466.601 shares of common stock to accredited investors for $9,473,000.
“On December 1, 2025, Remora Capital Corporation (the “Company”) issued 944,466.601 shares of common stock (the “Shares”) of the Company for an aggregate offering price of $9,473,000.”
Hyperliquid Strategies Inc issued an aggregate of 9,131,600 shares of Common Stock of warrant to Rorschach Advisors LLC.
“Each Advisor Warrant is exercisable to purchase an aggregate of 9,131,600 shares of Common Stock for a period of five years following the Closing Date.”
Rithm Perpetual Life Residential Trust issued an aggregate of 150,000 Class E Common Shares of common stock to Rithm Perpetual Life Residential Investor LLC for at a price per share of $20.00 for aggregate consideration of $3,000,000.
“On December 1, 2025, the Company issued an aggregate of 150,000 Class E Common Shares to Rithm Perpetual Life Residential Investor LLC, an affiliate of the Company’s sponsor, Rithm Capital Corp., at a price per share of $20.00 for aggregate consideration of $3,000,000”
Rithm Perpetual Life Residential Trust issued an aggregate of 2,997,900 common shares of common stock for aggregate consideration of approximately $60.5 million.
“on December 1, 2025, the Company sold an aggregate of 2,997,900 common shares (the “Shares”) for aggregate consideration of approximately $60.5 million”
Mitesco, Inc. issued res of restricted common stock of common stock to accredited institutional investors.
“The Company issued the shares described herein to accredited institutional investors in a transaction not involving a public offering pursuant to section 4(a)(2) of the United States Securities Act of 1933, as amended.”
OLENOX INDUSTRIES INC. issued 4,500 shares of preferred stock to institutional investor for $4,050,000 ($3,150,000 payable at the initial closing and an additional $900,000 payable on the initial date of effectiveness of the registration statement regi.
“On November 25, 2025, Safe & Green Holdings Corp. (the “ Company ”) consummated a private placement (the “ Private Placement ”) pursuant to a securities purchase agreement (the “ Purchase Agreement ”) with an institutional investor (the “ Purchaser ”) for the purchase and sale of 4,500 shares (the “ Initial Preferred Shares ”) of the Company’s series c preferred stock, $1.00 par value per share (the “ Series C Preferred Stock ”), for an initial purchase price of $4,050,000 ($3,150,000 payable at the initial closing and an additional $900,000 payable on the initial date of effectiveness of the registration statement registering the Securities).”
Chilean Cobalt Corp. issued 6,000,000 shares of the Company's Common Stock of common stock to certain investors for $0.50 per share.
“On November 25, 2025 and November 27, 2025, the Company entered into certain stock purchase agreements with certain investors, pursuant to which such investors purchased an aggregate of 6,000,000 shares of the Company’s Common Stock, par value $0.0001, at a price of $0.50 per share (the “Shares”) for an aggregate purchase price of $3,000,000.00 (such agreements, the “Stock Purchase Agreements”).”
BioNexus Gene Lab Corp issued 392,329 shares of common stock of common stock to Fidelion for issuance to Fidelion was made in reliance upon the exemption from registration under Section 4(a)(2) and Rule 506(b) of Regulation D.
“d and outstanding equity of Fidelion. The issuance to Fidelion was made in reliance upon the exemption from registration under Section 4(a)(2) and Rule 506(b) of Regulation D promulgated thereunder. Item 3.02 Unregistered Sales of Equity Securities. As described under Item 1.01 of this Current Report on Form 8-K,”
BioNexus Gene Lab Corp issued 175,000 shares of common stock of common stock to ARC for consideration for ARC’s commitment under the Purchase Agreement.
“the Company issued (i) 175,000 shares of common stock to ARC as consideration for ARC’s commitment under the Purchase Agreement”
Baldwin Insurance Group, Inc. issued up to an aggregate of approximately $40 million of Class A Common Stock of common stock to parties to other Acquisition Agreements for $40 million aggregate value.
“the Company may issue up to an aggregate of approximately $40 million of Class A Common Stock pursuant to the terms of the Acquisition Agreements”
Baldwin Insurance Group, Inc. issued 23,200,000 shares of the Company's Class A Common Stock of common stock to Seller (Cobbs Allen Capital Holdings, LLC) and its direct owners who qualify as accredited investors for part of Aggregate Consideration for acquisition.
“23,200,000 shares of the Company’s Class A Common Stock (the “Equity Consideration”), which shall be issued only to Seller or its direct owners (“Owners”) who qualify as accredited investors”
Pasithea Therapeutics Corp. issued 4,000,000 shares of Common Stock of warrant to H.C. Wainwright & Co., LLC or its designees.
“the Company issued to Wainwright or its designees, warrants (the “ Placement Agent Warrants ”) to purchase up to an aggregate of 4,000,000 shares of Common Stock (the “ Placement Agent Warrant Shares ”) at an exercise price equal to $0.9375 per share”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.