Item 3.02. Unregistered Sales of Equity Securities
On June 18, 2026, Brookfield Real Estate Income Trust Inc. (the "Company") issued equity securities that were not registered under the Securities Act of 1933, as amended (the "Securities Act") to Brookfield REIT Adviser LLC (the "Adviser"), an affiliate of Brookfield Asset Management Ltd. (together with its affiliates, "Brookfield"). Pursuant to the advisory agreement by and among the Company, Brookfield REIT Operating Partnership L.P. and the Adviser, the Adviser is entitled to an annual management fee payable monthly in cash or shares of the Company's Class E or Class I common stock, in each case at the Adviser's election. For the month ended May 31, 2026, the Adviser elected to receive its management fees in Class I common shares and the Company issued 107,584 unregistered Class I common shares to the Adviser in satisfaction of the May 2026 management fee of $1,117,521. This issuance to the Adviser was made pursuant to Section 4(a)(2) of the Securities Act.
On June 18, 2026, the Company also issued unregistered Class I common shares pursuant to the Company's distribution reinvestment plan to a feeder vehicle that offers interests in such feeder vehicle to non-U.S. persons. This issuance was made pursuant to Section 4(a)(2) of the Securities Act. The following table details the unregistered Class I common shares issued to the feeder vehicle during the month of June 2026.
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Date of Unregistered Sale
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Number of Class I Common Shares Issued to Feeder Vehicles
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Consideration
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June 18, 2026
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9,344
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$96,847
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On June 18, 2026, the Company also issued unregistered Class I common shares pursuant to the Company's distribution reinvestment plan to Brookfield and its affiliates. These issuances were made pursuant to Section 4(a)(2) of the Securities Act. The following table details the unregistered Class I common shares issued to Brookfield and its affiliates during the month of June 2026.
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Date of Unregistered Sale
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Number of Class I Common Shares Issued to Brookfield and its Affiliates
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Consideration
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June 18, 2026
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162,691
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$1,689,932
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On June 18, 2026, the Company also issued unregistered Class E common shares pursuant to the Company's distribution reinvestment plan to Brookfield and its affiliates. These issuances were made pursuant to Section 4(a)(2) of the Securities Act. The following table details the unregistered Class E common shares issued to Brookfield and its affiliates during the month of June 2026.
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Date of Unregistered Sale
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Number of Class E Common Shares Issued to Brookfield and its Affiliates
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Consideration
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June 18, 2026
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23,894
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$247,986
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