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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 16, 2025
 
Sculptor Diversified Real Estate Income Trust, Inc. 
(Exact Name of Registrant as Specified in its Charter)
 
 Maryland
 000-56566 88-0870670
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS. Employer
Identification No.)
9 West 57th Street, 40th Floor
New York, NY 10019
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (212) 790-0000

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: None

Title of each class
Trading
Symbol(s)
Name of each exchange on which registered

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒



Item 8.01. Other Events.

May 31, 2025 Net Asset Value (“NAV”) per Share

On June 16, 2025, we released the NAV per share for each share class of our common stock as of May 31, 2025, which amounts are as follows:
NAV per Share
Class E
$10.8311 
Class F$10.6863 
Class FF$10.5263 
Class AA$10.5551 
Class A$10.4378 
Class I-S$10.3921 
NAV Calculation

We calculate NAV per share in accordance with the valuation guidelines that have been approved by our board of directors. Our total NAV presented in the following tables includes the NAV of our Class E, Class F, Class FF, Class AA, Class A and Class I-S common shares, which were reduced by the noncontrolling interests in our consolidated subsidiaries.

The following table provides a breakdown of the major components of our NAV as of May 31, 2025 (amounts in thousands, except share/unit data):
Components of NAV
Investments in real estate, net (including goodwill)
$581,500 
Investment in an unconsolidated joint venture2,064 
Investment in real estate debt60,559 
Cash and cash equivalents
24,622 
Restricted cash
12,431 
Receivables
832 
Other assets
3,357 
Mortgages, credit facility and financing obligations, net
(261,237)
Accounts payable and other liabilities
(15,452)
Management fee payable(309)
Accrued performance participation allocation(689)
Due to related parties, net(32)
Noncontrolling interest in the consolidated subsidiaries(28,262)
Net Asset Value
$379,384 
Number of outstanding shares/units
35,636,434 
The following table provides a breakdown of our total NAV and NAV per share/unit by class as of May 31, 2025 (amounts in thousands, except share/unit and per share/unit data):
NAV per share
Class E SharesClass F SharesClass FF SharesClass AA SharesClass A SharesClass I-S Shares
Operating Partnership Units(1)
Total
NAV
$39,013 $209,530 $65,469 $46,611 $16,539 $509 $1,713 $379,384 
Number of outstanding shares/units
3,601,939 19,607,307 6,219,562 4,415,973 1,584,531 48,960 158,162 35,636,434 
NAV Per Share/Unit
$10.8311 $10.6863 $10.5263 $10.5551 $10.4378 $10.3921 $10.8311 $10.6459 
_____________________________________
(1) Includes the partnership interests of Sculptor Diversified REIT Operating Partnership LP held by Sculptor Diversified REIT Special Limited Partner LP.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Sculptor Diversified Real Estate Income Trust, Inc.
By:/s/ Ellen Conti
Name:Ellen Conti
Title:Chief Financial Officer
Date:June 16, 2025