---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-059605"
form_type: "8-K"
ticker: null
cik: "0001893262"
company_name: "J.P. Morgan Real Estate Income Trust, Inc."
filed_at: "2026-02-19T23:59:59+00:00"
generated_at: "2026-05-16T01:49:15.549221+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.4
calibrated_materiality_score: 0.4
confidence: "high"
source: SEC EDGAR
---

# J.P. Morgan REIT raises ~$39.5M via unregistered equity sales over three months

## Summary
- Total proceeds of ~$39.5M from three monthly tranches (Dec 2025–Feb 2026) of Class E, I, Y shares.
- January 2026 private placement of 1,072,210 Class E shares at $11.43/share raised $12.25M.
- Commissions on Class Y shares: $0.04M (Dec), $0.06M (Jan), $0.06M (Feb).
- Share prices ranged from $10.52 (Class I) to $11.46 (Class Y) across all transactions.
- Sales were exempt under Section 4(a)(2) and Regulation D; shares issued to accredited investors.

## SEC filing metadata
- accession: 0001193125-26-059605
- form_type: 8-K
- cik: 0001893262
- company_name: J.P. Morgan Real Estate Income Trust, Inc.
- filed_at: 2026-02-19T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.4
- calibrated_materiality_score: 0.4
- confidence: high
- sec_items: 3.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1893262/000119312526059605/0001193125-26-059605-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1893262/000119312526059605/ck0001893262-20251201.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-059605
- JSON: https://secwatch.observer/filing/0001193125-26-059605.json
- Plain text: https://secwatch.observer/filing/0001193125-26-059605.txt

## Key facts
- Equity Issuances
  J.P. Morgan Real Estate Income Trust, Inc. issued 1,072,210 and 283,059 Class E and Class Y shares of common stock of common stock to accredited investors for aggregate purchase prices of $12.25 million and $3.24 million.
  - Security: common stock
  - Shares: 1,072,210 and 283,059 Class E and Class Y shares of common stock
  - Purchaser: accredited investors
  - Consideration: aggregate purchase prices of $12.25 million and $3.24 million
  source text: On January 2, 2026, the Company issued 1,072,210 and 283,059 Class E and Class Y shares of common stock at prices per share of $11.43 and $11.46, respectively, to accredited investors in private placements for aggregate purchase prices of $12.25 million and $3.24 million, respectively.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1893262/000119312526059605/0001193125-26-059605-index.htm
- Equity Issuances
  J.P. Morgan Real Estate Income Trust, Inc. issued 163,139 Class Y shares of common stock of common stock to accredited investors for $11.35 per share.
  - Security: common stock
  - Shares: 163,139 Class Y shares of common stock
  - Purchaser: accredited investors
  - Consideration: $11.35 per share
  source text: On December 1, 2025, the Company issued 371,999, 18,302, and 163,139 Class E, Class I, and Class Y shares of common stock at prices per share of $11.27, $10.52, and $11.35, respectively, to accredited investors in private placements for aggregate purchase prices of $4.19 million, $0.19 million and $1.85 million, respectively.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1893262/000119312526059605/0001193125-26-059605-index.htm
- Equity Issuances
  J.P. Morgan Real Estate Income Trust, Inc. issued 371,999 ... Class E shares of common stock of common stock to accredited investors for aggregate purchase prices of $4.19 million.
  - Security: common stock
  - Shares: 371,999 ... Class E shares of common stock
  - Purchaser: accredited investors
  - Consideration: aggregate purchase prices of $4.19 million
  source text: On December 1, 2025, the Company issued 371,999, 18,302, and 163,139 Class E, Class I, and Class Y shares of common stock at prices per share of $11.27, $10.52, and $11.35, respectively, to accredited investors in private placements for aggregate purchase prices of $4.19 million, $0.19 million and $1.85 million, respectively.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1893262/000119312526059605/0001193125-26-059605-index.htm
- Equity Issuances
  J.P. Morgan Real Estate Income Trust, Inc. issued 678,067, 12,253, and 461,021 Class E, Class I, and Class Y shares of common stock of common stock to accredited investors for aggregate purchase prices of $7.74 million, $0.13 million and $5.24 million.
  - Security: common stock
  - Shares: 678,067, 12,253, and 461,021 Class E, Class I, and Class Y shares of common stock
  - Purchaser: accredited investors
  - Consideration: aggregate purchase prices of $7.74 million, $0.13 million and $5.24 million
  source text: On February 2, 2026, the Company issued 678,067, 12,253, and 461,021 Class E, Class I, and Class Y shares of common stock at prices per share of $11.42, $10.61, and $11.37, respectively, to accredited investors in private placements for aggregate purchase prices of $7.74 million, $0.13 million and $5.24 million, respectively.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1893262/000119312526059605/0001193125-26-059605-index.htm
- Equity Issuances
  J.P. Morgan Real Estate Income Trust, Inc. issued 283,059 Class Y shares of common stock of common stock to accredited investors for $11.46 per share.
  - Security: common stock
  - Shares: 283,059 Class Y shares of common stock
  - Purchaser: accredited investors
  - Consideration: $11.46 per share
  source text: On January 2, 2026, the Company issued 1,072,210 and 283,059 Class E and Class Y shares of common stock at prices per share of $11.43 and $11.46, respectively, to accredited investors in private placements for aggregate purchase prices of $12.25 million and $3.24 million, respectively.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1893262/000119312526059605/0001193125-26-059605-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.