---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-193833"
form_type: "8-K"
ticker: "ACR"
cik: "0001332551"
company_name: "ACRES Commercial Realty Corp."
filed_at: "2026-04-30T23:59:59+00:00"
generated_at: "2026-05-15T00:36:04.796528+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# ACR to acquire external manager ACRES Capital Corp., become internally managed REIT

## Summary
- All-stock merger: ACC shareholders receive 2.61882 ACR shares per ACC share; ~7.5M new ACR shares issued at fully diluted book value.
- AUM expands from $2.2B to $4.7B; management to own >45% of common equity post-close, aligning interests.
- Closing expected Q3 2026, subject to ACR stockholder approval of share issuance and NYSE listing.
- Andrew Fentress appointed Managing Director – Capital Markets (principal executive officer); Martin Reasoner and Kyle Brengel as Managing Director and COO, effective at closing.
- Charter amended to reduce stock ownership limit from 9.8% to 4.34% effective April 29, 2026.

## SEC filing metadata
- accession: 0001193125-26-193833
- form_type: 8-K
- ticker: ACR
- cik: 0001332551
- company_name: ACRES Commercial Realty Corp.
- filed_at: 2026-04-30T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 5.02, 3.02, 5.03, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1332551/000119312526193833/0001193125-26-193833-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1332551/000119312526193833/acr-20260427.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-193833
- JSON: https://secwatch.observer/filing/0001193125-26-193833.json
- Plain text: https://secwatch.observer/filing/0001193125-26-193833.txt

## Key facts
- Executive change
  Andrew Fentress was appointed as Managing Director – Capital Markets at ACRES Commercial Realty Corp..
  - Action: appointed
  - Role: Managing Director – Capital Markets
  source text: appointed Andrew Fentress as the Company’s Managing Director – Capital Markets
  evidence_url: https://www.sec.gov/Archives/edgar/data/1332551/000119312526193833/0001193125-26-193833-index.htm
- Governance Changes
  ACRES Commercial Realty Corp.: Decreased stock ownership limit from 9.8% to 4.34% (effective 2026-04-29).
  - Change: charter amendment
  - Effective: 2026-04-29
  source text: the Board of Directors of the Company approved, pursuant to Section 6.2.8 of the Company’s charter (the “Charter”), a decrease in the Stock Ownership Limit, as such term is defined therein, from 9.8% to 4.34% in value or in number of shares, whichever is more restrictive, of any class or series of shares of Capital Stock, as such term is defined therein, of the Company. On April 28, 2026, the Company filed an amendment to the Charter (the “Amendment”) reflecting the change in the Stock Ownership Limit with the State Department of Assessments and Taxation of Maryland, effective at 5:00 p.m. on April 29, 2026.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1332551/000119312526193833/0001193125-26-193833-index.htm
- Material Agreements
  ACRES Commercial Realty Corp. entered into Agreement and Plan of Merger with ACRES Capital Corp and ACRES Capital, LLC (effective 2026-04-29).
  - Action: entry
  - Agreement: merger
  - Counterparty: ACRES Capital Corp and ACRES Capital, LLC
  - Effective: 2026-04-29
  source text: On April 29, 2026, ACRES Commercial Realty Corp. (the “ Company ”) and ACRES Holdings Sub LLC (“ Merger Sub ”), a subsidiary of the Company, on the one hand, and ACRES Capital Corp (“ ACC ”) and ACRES Capital, LLC, a subsidiary of ACC and the external manager of the Company (the “ Manager ”), on the other hand, entered into an Agreement and Plan of Merger (the “ Merger Agreement ”), pursuant to which ACC will be merged with and into Merger Sub, with Merger Sub surviving as a wholly-owned subsidiary of the Company (the “ Merger ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1332551/000119312526193833/0001193125-26-193833-index.htm

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