Item 3.02 Unregistered Sales of Equity Securities.
On August 3, 2026, Invesco Commercial Real Estate Finance Trust, Inc. (the "Company") sold shares of common stock as follows:
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Number of Shares Sold
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Transaction Price Per Share
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Upfront Selling Commissions
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Aggregate Consideration
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Class S-1 Common Stock
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707,211
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$25.0524
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$95,770
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$17,813,124
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Class S Common Stock
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6,495
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$24.9405
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$3,240
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$165,240
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Class I Common Stock
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523,005
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$25.0144
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$-
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$13,082,675
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Class E Common Stock
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99,706
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$26.0209
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$-
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$2,594,452
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The Class E shares sold by the Company on August 3, 2026, are comprised of 99,706 shares of Class E Common Stock issued to Invesco Advisers, Inc. ("IAI") as payment for its quarterly management fee under the Amended and Restated Advisory Agreement among the Company, Invesco Commercial Real Estate Finance Investments, LP, and IAI, of $2,594,452.
The transaction price per share of each class of common stock sold on August 3, 2026 was equal to the net asset value per share of each such class of common stock on June 30, 2026.
The transactions reflected above were exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2) thereunder as they did not involve any public offering.