Item 3.02 Unregistered Sales of Equity Securities.
On March 2, 2026, Sculptor Diversified Real Estate Income Trust, Inc. (the "Company") issued the following shares based on the respective net asset value per share as of January 31, 2026.
The following table details the shares issued and gross proceeds:
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Number of Shares Issued
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Gross Proceeds
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Class E Shares(1)
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1,736,725
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$
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20,404,608
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Class AA Shares(2)
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205,146
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2,325,300
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Total
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1,941,871
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$
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22,729,908
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_______________________________________
(1) Includes shares issued to (i) an independent director, (ii) an employee and (iii) Sculptor Advisors LLC (17,324 shares at $203,541) as payment for accrued management fees.
(2) Includes sales load fees of $22,800 for Class AA Shares.
On February 12, 2026, the Company, pursuant to their distribution reinvestment plans, issued the following shares based on the respective net asset value per share as of December 31, 2025:
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Number of Shares Issued
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Purchase Price
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Class E Shares(1)
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2,983
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$
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34,989
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Class F Shares
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140
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1,611
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Class FF Shares
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23,316
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263,531
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Class AA Shares
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25,046
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281,246
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Class A Shares
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985
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10,944
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Class I-S Shares
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310
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3,431
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Total
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52,780
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$
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595,752
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_______________________________________
(1)Includes distributions of 112 Class E restricted shares at $1,316 in connection with the restricted stock held by our independent directors under our independent director compensation plan.
The offer, sale, and issuance of these shares were exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2), Regulation D and/or Regulation S thereunder.