Form 4: Eagle Point Sells ACR Preferred Stock Under 10b5-1 Plan

Eagle Point Credit Management LLC, a 10% owner and director of ACRES Commercial Realty Corp., reported sales of preferred stock totaling 4,487 shares under a pre-arranged 10b5-1 trading plan.

Summary

• Eagle Point Credit Management LLC and Eagle Point DIF GP I LLC, identified as a 10% owner and director of ACRES Commercial Realty Corp. (ACR), reported sales of preferred stock.
• The transactions were executed under a Rule 10b5-1(c) pre-arranged trading plan, indicating they were scheduled in advance.
• On November 11, 2025, 1,161 shares of 7.875% Series D Preferred Stock were sold at a price of $22.2 per share.
• On November 12, 2025, an additional 2,064 shares of 7.875% Series D Preferred Stock were sold at $22.2 per share.
• Also on November 12, 2025, 529 shares of 8.625% Series C Preferred Stock were sold at $25.15 per share.
• On November 13, 2025, 733 shares of 8.625% Series C Preferred Stock were sold at $25.15 per share.
• Following these transactions, the reporting persons indirectly beneficially own 763,436 shares of 7.875% Series D Preferred Stock, 389,817 shares of 8.625% Series C Preferred Stock, and 1,177,060 shares of Common Stock.
• The reporting persons disclaim beneficial ownership of the reported securities, citing Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, despite reporting them due to indirect pecuniary interest.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider sales can sometimes be viewed negatively, the explicit mention of a Rule 10b5-1 plan mitigates concerns, indicating pre-scheduled, non-discretionary transactions rather than a reaction to new information.

Positives

• The sales were conducted under a Rule 10b5-1 trading plan, which suggests the transactions were pre-scheduled and not based on new, non-public information, mitigating concerns about reactive selling.

Negatives

• A significant owner and director selling preferred stock could be perceived negatively by some investors, even if the sales are pre-planned.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• The securities are directly held by certain private investment funds and/or certain accounts (the 'Applicable Accounts') managed by Eagle Point Credit Management LLC ('EPCM').
• Eagle Point DIF GP I LLC ('DIF GP') serves as general partner to certain Applicable Accounts.
• EPCM and DIF GP could be deemed to have an 'indirect pecuniary interest' (within the meaning of Rule 16a-1(a)(2)(ii) under the Securities Exchange Act of 1934) in securities reported herein.
• Each of the Reporting Persons hereby disclaims beneficial ownership of the securities described in this report pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any of the reported securities for purposes of Section 16 or for any other purpose.

Industry Context

This Form 4 filing reports routine insider transactions by a significant shareholder and director, which is a common occurrence in the financial industry, particularly when executed under pre-arranged 10b5-1 plans. It does not provide broader industry trends or competitive analysis.

Stakeholder Impact

• Shareholders: May interpret the sales by a significant owner as a slight negative signal, though the 10b5-1 plan mitigates this. The reduction in preferred stock holdings by a large investor could impact market perception of these specific securities.

Key Dates

Recommendation

The filing reports pre-scheduled sales of preferred stock by a 10% owner and director under a Rule 10b5-1 plan. While insider sales can sometimes be a bearish signal, the pre-planned nature suggests these are not based on new, adverse information. The transactions are routine for a large institutional investor managing its portfolio. Without additional information on the company's fundamentals or market conditions, a 'hold' recommendation is appropriate, as these specific transactions do not fundamentally alter the investment thesis for ACRES Commercial Realty Corp.

Keywords

ACRES Commercial Realty Corp., ACR, Eagle Point Credit Management, Form 4, Insider Sales, Preferred Stock, 10b5-1 Plan, SEC Filing, Beneficial Ownership