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2024-02-13
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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): February 13, 2024
Bluerock Homes
Trust, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Maryland |
001-41322 |
87-4211187 |
(State or other jurisdiction of incorporation
or organization) |
(Commission File
Number) |
(I.R.S. Employer
Identification
No.) |
1345 Avenue of the Americas, 32nd Floor
New York, NY 10105
(Address of principal executive offices)
(212) 843-1601
(Registrant’s telephone number, including
area code)
None.
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of
the Exchange Act:
| Title
of each class |
Trading
Symbol |
Name
of each exchange on which registered |
| Class
A Common Stock, $0.01 par value per share |
BHM |
NYSE
American |
Check the appropriate box below if the Form 8-K/A 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))
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 x
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.
On
February 13, 2024, the board of directors (the “Board of Directors”) of Bluerock Homes Trust, Inc., a Maryland corporation
(the “Company”), authorized a new plan for the repurchase, from time to time,
of up to an aggregate of $5.0 million in shares of the Company’s Class A common stock, par value of $0.01 per share (the “Class
A Common Stock”), to be conducted in accordance with the requirements of Rule 10b-18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”) and subject to Rule 10b-5 of the Exchange Act. The
repurchase plan has a term of one year and may be discontinued at any time. The extent to which the Company repurchases shares of its
Class A Common Stock under the repurchase plan, and the timing of any such repurchases, will
depend on a variety of factors including general business and market conditions and other corporate considerations. The Company expects
to repurchase shares of its Class A Common Stock through open market transactions, subject to market conditions, certain price
limitations and other conditions established thereunder. Open market repurchases will be structured to occur within the method, timing,
price and volume requirements of Rule 10b-18 of the Exchange Act.
| ITEM 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS |
(d)
Exhibits.
SIGNATURE
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.
| |
BLUEROCK HOMES TRUST, INC. |
| |
|
|
| |
|
|
| Date: February 22, 2024 |
By: |
/s/ Christopher J. Vohs |
| |
|
Christopher J. Vohs |
| |
|
Chief Financial Officer and Treasurer |
Exhibit 99.1
Corporate Headquarters
1345 Avenue of the Americas, 32nd Floor
New York, NY 10105
877.826.BLUE
PRESS RELEASE
For Immediate Release
Bluerock Homes Trust (BHM) Announces
Share Repurchase Plan
New
York, NY (February 22, 2024) – Bluerock Homes Trust, Inc. (NYSE American: BHM) (the “Company”) today announced
that its Board of Directors has authorized a new plan for the repurchase of up to $5.0 million
of its outstanding shares of Class A common stock (the “Class A Common Stock”).
The repurchase plan will be conducted in accordance with the requirements of Rule 10b-18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and subject
to Rule 10b-5 of the Exchange Act.
The
repurchase plan has a term of one year and may be discontinued at any time. The extent to which the Company repurchases shares of its
Class A Common Stock under the repurchase plan, and the timing of any such repurchases, will
depend on a variety of factors including general business and market conditions and other corporate considerations. The Company expects
to repurchase shares of its Class A Common Stock through open market transactions, subject to market conditions, certain price
limitations and other conditions established thereunder. Open market repurchases will be structured to occur within the method, timing,
price and volume requirements of Rule 10b-18 of the Exchange Act.
About Bluerock Homes
Trust, Inc.
Bluerock Homes Trust, Inc. (NYSE American: BHM),
headquartered in New York, New York, is an externally managed REIT that owns and operates high-quality single-family properties located
in attractive markets with a focus on the knowledge-economy and high quality of life regions of the Sunbelt and high growth areas of the
Western United States. BHM’s principal objective is to generate attractive risk-adjusted investment returns by assembling a portfolio
of pre-existing single-family rental homes and developing build-to-rent communities. BHM properties are located across a diverse group
of growth markets and will seek to target a growing pool of middle-market renters seeking the single-family lifestyle without the upfront
and ongoing investments associated with home ownership. For more information, please visit bluerockhomes.com.
Forward Looking Statements
This press release contains forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking
statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the
Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions
or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking
statements. For further discussion of the factors that could affect outcomes, please refer to the risk
factors set forth in Item 1A of the Company’s Annual Report on Form 10-K filed by the Company
with the U.S. Securities and Exchange Commission (“SEC”) on March 22, 2023, and
subsequent filings by the Company with the SEC. We claim the safe harbor protection for forward looking statements contained in
the Private Securities Litigation Reform Act of 1995.
Contact
(Media)
Josh Hoffman
(208) 475.2380
jhoffman@bluerockre.com
##