BrightSpire Capital, Inc. - Quarter Report: 2025 March (Form 10-Q)

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The accompanying notes are an integral part of these consolidated financial statements.

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multifamily properties’ economic performance and the obligation to absorb losses or the right to receive benefits of the VIEs that could be significant to the VIEs. The Company consolidated the assets and liabilities of the VIEs as well as the operations of the properties and are included in real estate, net on its consolidated balance sheets. The consolidation did not result in a gain or loss. The loans and preferred equity investments for the Arlington, Texas and Mesa, Arizona are eliminated in consolidation. See Note 3, “Loans Held for Investment, net” and Note 4, “Real Estate, net and Real Estate Held for Sale” for further information.

Voting Interest Entities—Unlike VIEs, voting interest entities have sufficient equity to finance their activities and equity investors exhibit the characteristics of a controlling financial interest through their voting rights. The Company consolidates such entities when it has the power to control these entities through ownership of a majority of the entities’ voting interests or through other arrangements.

At each reporting period, the Company reassesses whether changes in facts and circumstances cause a change in the status of an entity as a VIE or voting interest entity, and/or a change in the Company’s consolidation assessment.

As of March 31, 2025 and December 31, 2024, the Company has identified certain consolidated VIEs. Assets of each of the VIEs, other than the OP, may only be used to settle obligations of the respective VIE. Creditors of each of the VIEs have no recourse to the general credit of the Company.

Consolidated VIEs

Consolidated VIEs include securitization bonds payable, net, the Arlington, Texas multifamily loan, the Mesa, Arizona multifamily loan and certain operating real estate properties that have noncontrolling interests. At March 31, 2025 and December 31, 2024, the noncontrolling interests in the operating real estate properties, excluding the Arlington, Texas and Mesa, Arizona multifamily loans, represent third party joint venture partners with ownership ranging from % to %. These noncontrolling interests do not have substantive kick-out nor participating rights. The Arlington, Texas and Mesa, Arizona are multifamily loans in which we also hold preferred equity interests.

Unconsolidated VIEs

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At March 31, 2025 and December 31, 2024, the Company had loans classified as held for sale.

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to yearsBuilding leasehold interestsLesser of remaining term of the lease or remaining life of the buildingBuilding improvementsLesser of the useful life or remaining life of the buildingLand improvements

to years

Tenant improvementsLesser of the useful life or remaining term of the leaseFurniture, fixtures and equipment

to years

Impairment—The Company evaluates its real estate held for investment for impairment periodically or whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. The Company evaluates real estate for impairment on an individual property basis. If an impairment indicator exists, the Company evaluates the undiscounted future net cash flows that are expected to be generated by the property, including any estimated proceeds from the eventual disposition of the property. If multiple outcomes are under consideration, the Company may apply a probability-weighted approach to the impairment analysis. Another key consideration in this assessment is the Company’s assumptions about the highest and best use of its real estate investments and its intent and ability to hold them for a reasonable period that would allow for the recovery of their carrying values. If such assumptions change and the Company shortens its expected hold period, this may result in the recognition of impairment losses. Based upon the analysis, if the carrying value of a property exceeds its undiscounted future net cash flows, an impairment loss is recognized for the excess of the carrying value of the property over the estimated fair value of the property. In evaluating and/or measuring impairment, the Company considers, among other things, current and estimated future cash flows associated with each property, market information for each sub-market, including, where applicable, capitalization rates, discount rates, competition levels, foreclosure levels, leasing trends, occupancy trends, lease or room rates, and the market prices of similar properties recently sold or currently being offered for sale, and other quantitative and qualitative factors. See Note 4, “Real Estate, net and Real Estate Held for Sale” and Note 12, “Fair Value” for further detail.

Real Estate Held for Sale

Real estate is classified as held for sale in the period when (i) management approves a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, subject only to usual and customary terms, (iii) a program is initiated to locate a buyer and actively market the asset for sale at a reasonable price, and (iv) completion of the sale is probable within one year. Real estate held for sale is stated at the lower of its carrying amount or estimated fair value less disposal cost, with any write-down to fair value less disposal cost recorded as an impairment loss. For any increase in fair value less disposal cost subsequent to classification as held for sale, the impairment loss may be reversed, but only up to the amount of cumulative loss previously recognized. Depreciation is not recorded on assets classified as held for sale. At the time a sale is consummated, the excess, if any, of sale price less selling costs over carrying value of the real estate is recognized as a gain.

If circumstances arise that were previously considered unlikely and, as a result, the Company decides not to sell the real estate asset previously classified as held for sale, the real estate asset is reclassified as held for investment. Upon reclassification, the real estate asset is measured at the lower of (i) its carrying amount prior to classification as held for sale, adjusted for

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property as held for sale. At December 31, 2024, the Company classified property as held for sale. Refer to Note 4, “Real Estate, net and Real Estate Held for Sale” and Note 12, “Fair Value” for further detail.

Foreclosed Properties

The Company receives foreclosed properties in full or partial settlement of loans held for investment by taking legal title or physical possession of the properties. Foreclosed properties are generally recognized at the time the real estate is received at foreclosure sale or upon execution of a deed in lieu of foreclosure. Foreclosed properties are initially measured at fair value. If the fair value of the property is lower than the carrying value of the loan, the difference is recognized as CECL reserves and the cumulative reserve on the loan is charged off. Fair value of foreclosed properties is generally based on a discounted cash flow, third party appraisals, broker price opinions, comparable sales, direct capitalization method or a combination thereof.

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For the three months ended March 31, 2025 and 2024, the Company recorded income tax expense of $ million and $ million, respectively.

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See Note 3, “Loans Held for Investment, net” for further detail.

$ %$ $ %

Securitized loans(4)

% %

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(1)Current period gross write-offs exclude all transfers to real estate, net.

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million and $ million at March 31, 2025 and December 31, 2024, respectively. Refer to Note 13, “Commitments and Contingencies” for further details. The Company recorded $ million and $ million for allowance for lending commitments in accrued and other liabilities on its consolidated balance sheets in accordance with CECL at March 31, 2025 and December 31, 2024, respectively. See Note 2, “Summary of Significant Accounting Policies” for further details.

$ Buildings, building leaseholds, and improvements Tenant improvements Subtotal$ $ Less: Accumulated depreciation()()

Less: Impairment(1)

()Net lease portfolio, net$ $

The following table presents the Company’s portfolio of other real estate, net as of March 31, 2025 and December 31, 2024 (dollars in thousands):

March 31, 2025

December 31, 2024

Land and improvements

Buildings, building leaseholds, and improvements

Tenant improvements

Furniture, fixtures and equipment

Construction-in-progress

Subtotal

Less: Accumulated depreciation

()

Less: Impairment(1)

()

Other portfolio, net

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(1) See Note 12, “Fair Value,” for discussion of impairment of real estate.

At March 31, 2025, the Company held foreclosed properties in other real estate, net with a combined carrying value of $ million and foreclosed property as held for sale with a carrying value of $ million. At December 31, 2024, the Company held foreclosed properties in other real estate, net with a combined carrying value of $ million and foreclosed property as held for sale with a carrying value of $ million.

Depreciation Expense

Depreciation expense on real estate was $ million and $ million for the three months ended March 31, 2025 and 2024, respectively.

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$ Variable lease revenue

Total property operating income(1)

$ $

)

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million and deferred leasing costs and intangible assets, net of $ million.

The Company acquired office property in Oakland, California through a deed-in-lieu of foreclosure in July 2023. During the three months ended June 30, 2024, the Company classified the office property as held for sale. The Company recorded $ million of impairment related to this office property, which was based on a reduction in the expected holding period as well as the expected proceeds from the sale. During the three months ended March 31, 2025, the office property was sold for a gross sales price of $ million, resulting in a loss on sale of $ million.

During the three months ended March 31, 2025, the Company classified a multifamily property it previously acquired through a deed-in-lieu of foreclosure as held for sale.

There were no real estate sales during the three months ended March 31, 2024.

$()$ Deferred leasing costs () Above-market lease values () $ $()$ Intangible LiabilitiesBelow-market lease values$ $()$

December 31, 2024

Carrying Amount

Accumulated Amortization

Net Carrying Amount

Deferred Leasing Costs and Intangible Assets

In-place lease values

()

Deferred leasing costs

()

Above-market lease values

()

Intangible Liabilities

Below-market lease values

()

)$()Below-market lease values Net decrease to property operating income$()$()In-place lease values$ $ Deferred leasing costs Amortization expense$ $

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)$()$()$()$()$()$()Below-market lease values Net increase (decrease) to property operating income$ $ $()$()$()$()$ In-place lease values$ $ $ $ $ $ $ Deferred leasing costs Amortization expense$ $ $ $ $ $ $

$ Capital expenditure reserves Working capital and other reserves Real estate escrow reserves Tenant lockboxes

Securitization trust unused proceeds(1)

Total$ $

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(1) Refer to Note 7, “Debt” for further discussion.

$ Tax receivable and deferred tax assets Prepaid expenses and other Investments in unconsolidated ventures at fair value Deferred financing costs, net – credit facilities Total$ $

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$ Current and deferred tax liability Accounts payable, accrued expenses and other liabilities Interest payable Prepaid rent and unearned revenue Tenant security deposits Unfunded CECL loan allowance Total$ $

Investments in Unconsolidated Ventures at Fair Value

Private Funds

The Company elected the fair value option to account for its indirect interests in real estate through real estate private equity funds (“PE Investments”), which interests ranged from % to % as of March 31, 2025 and December 31, 2024. The Company records equity in earnings for these investments based on a change in fair value of its share of projected future cash flows.

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%$ $ $ $

BRSP 2021-FL1(3)

Non-recourseAug-38

SOFR + %

Subtotal securitization bonds payable, net Mortgage and other notes payable, netNet lease 1Non-recourseSep-33%

Net lease 2(4)

Non-recourseJun-25% Net lease 3Non-recourseAug-26% Net lease 4Non-recourseOct-27%

Net lease 5(5)

Non-recourseNov-26%

Net lease 5(6)

Non-recourseMar-28% Net lease 6Non-recourseNov-26% Net lease 8Non-recourseNov-26% Other real estate 1Non-recourse

Dec-28(7)

% Other real estate 2Non-recourse

Jan-25(8)

Loan 1(9)

Non-recourseJun-25

Subtotal mortgage and other notes payable, net Bank credit facilityBank credit facility$ Recourse

Jan-27 (10)

SOFR + %

Subtotal bank credit facility Master repurchase facilitiesBank 1

Limited Recourse(11)

Apr-27

SOFR + %

(12) Bank 2

Limited Recourse(11)

Apr-30(13)

SOFR + %

(12) Bank 3 (14)

June-27(15)

SOFR + %

(12) Bank 4

Limited Recourse(11)

Nov-29(16)

SOFR + %

(12) Subtotal master repurchase facilities$ Subtotal credit facilities Total$ $ $ $

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(1)Subject to customary non-recourse carveouts.

(2)Difference between principal amount and carrying value of securitization bonds payable, net and mortgage and other notes payable, net is attributable to deferred financing costs, net and premium/discount on mortgage notes payable.

(3)The Company, through indirect Cayman subsidiaries, securitized commercial mortgage loans originated by the Company. Senior notes issued by the securitization trusts were generally sold to third parties and subordinated notes retained by the Company. These securitizations are accounted for as secured financing with the underlying mortgage loans pledged as collateral. Principal payments from underlying collateral loans must be applied to repay the notes until fully paid off, irrespective of the contractual maturities on the notes. Underlying collateral loans have initial terms of two to .

(4)As of March 31, 2025, the outstanding principal of the mortgage payable was NOK billion, which translated to $ million. In July 2024, the trustee placed the property into a cash flow sweep where excess cash flow is utilized to amortize the principal of the mortgage.

(5)Payment terms are periodic payment of principal and interest for debt on properties and periodic payment of interest only with principal at maturity (except for principal repayments to release collateral properties disposed) for debt on property.

(6)Represents a mortgage note collateralized by properties.

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extension available, subject to satisfaction of certain customary conditions set forth in the governing documents.

(8)The mortgage payable collateralized by Other real estate 2 is in maturity default as of January 2025. The Company is currently negotiating an extension with its lender and remains current on interest payments.

(9)The current maturity of the note payable is June 2025. In March 2025, Loan 1 was modified to a fixed rate of %. Following the modification, there are no extension options remaining.

(10)On January 28, 2022, the Company, through its subsidiaries, including the OP, entered into an Amended and Restated Credit Agreement. Refer to “Bank Credit Facility” within this note for more details.

(11)Recourse solely with respect to % of the financed amount.

(12)Represents the weighted average spread as of March 31, 2025. The contractual interest rate depends upon asset type and characteristics and ranges from SOFR plus % to %.

(13)The current maturity date is April 2028, with two extensions available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents.

(14)Recourse is either % or % depending on loan metrics.

(15)The current maturity date is June 2025, with extensions available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents.

extensions available at the option of the Company, which may be exercised upon the satisfaction of certain customary conditions set forth in the governing documents.

Future Minimum Principal Payments

$ $ $ 2026 2027 2028 2029 2030 and thereafter Total$ $ $ $

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(1)Mortgage and other notes payable, net includes Other real estate 2, which is in maturity default as of January 2025. The Company is currently negotiating an extension with its lender and remains current on interest payments.

Bank Credit Facility

The Company uses bank credit facilities (including term loans and revolving facilities) to finance the business. These financings may be collateralized or non-collateralized and may involve one or more lenders. Credit facilities typically have maturities ranging from two to and may accrue interest at either fixed or floating rates.

On January 28, 2022, the OP (together with certain subsidiaries of the OP from time to time party thereto as borrowers, collectively, the “Borrowers”) entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), and the several lenders from time to time party thereto (the “Lenders”), pursuant to which the Lenders agreed to provide a revolving credit facility in the aggregate principal amount of up to $ million, of which up to $ million is available as letters of credit. Loans under the Credit Agreement may be advanced in U.S. dollars and certain foreign currencies, including euros, pounds sterling and Swiss francs. The Credit Agreement amended and restated the OP’s prior $ million revolving credit facility that would have matured on February 1, 2022.

The Credit Agreement also includes an option for the Borrowers to increase the maximum available principal amount of up to $ million, subject to one or more new or existing Lenders agreeing to provide such additional loan commitments and satisfaction of other customary conditions.

Advances under the Credit Agreement accrue interest at a per annum rate equal to, at the applicable Borrower’s election, either (x) an adjusted SOFR rate plus a margin of %, or (y) a base rate equal to the highest of (i) the Wall Street Journal’s prime rate, (ii) the federal funds rate plus % and (iii) the adjusted SOFR rate plus %, plus a margin of %. An unused

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% or %, per annum, depending on the amount of facility utilization, applies to un-utilized borrowing capacity under the Credit Agreement. Amounts owed under the Credit Agreement may be prepaid at any time without premium or penalty, subject to customary breakage costs in the case of borrowings with respect to which a SOFR rate election is in effect.

The maximum amount available for borrowing at any time under the Credit Agreement is limited to a borrowing base valuation of certain investment assets, with the valuation of such investment assets generally determined according to a percentage of adjusted net book value. As of March 31, 2025, the borrowing base valuation is sufficient to permit borrowings of up to the entire $ million. If any borrowing is outstanding for more than 180 days after its initial draw, the borrowing base valuation will be reduced by % until all outstanding borrowings are repaid in full. The ability to borrow new amounts under the Credit Agreement terminates on January 31, 2026, at which time the OP may, at its election and by written notice to the Administrative Agent, extend the termination date for additional terms of each, subject to the terms and conditions in the Credit Agreement, resulting in a latest termination date of January 31, 2027.

The obligations of the Borrowers under the Credit Agreement are guaranteed pursuant to a Guarantee and Collateral Agreement by substantially all material wholly owned subsidiaries of the OP (the “Guarantors”) in favor of the Administrative Agent (the “Guarantee and Collateral Agreement”) and, subject to certain exceptions, secured by a pledge of substantially all equity interests owned by the Borrowers and the Guarantors, as well as by a security interest in deposit accounts of the Borrowers and the Guarantors in which the proceeds of investment asset distributions are maintained.

The Credit Agreement contains various affirmative and negative covenants, including, among other things, the obligation of the Company to maintain REIT status and be listed on the New York Stock Exchange, and limitations on debt, liens and restricted payments. In addition, the Credit Agreement includes the following financial covenants applicable to the OP and its consolidated subsidiaries: (a) minimum consolidated tangible net worth of the OP to be greater than or equal to the sum of (i) $ and (ii) % of the net cash proceeds received by the OP from any offering of its common equity after September 30, 2021 and of the net cash proceeds from any offering by the Company of its common equity to the extent such proceeds are contributed to the OP, excluding any such proceeds that are contributed to the OP within ninety () days of receipt and applied to acquire capital stock of the OP; (b) the OP’s ratio of EBITDA plus lease expenses to fixed charges for any period of four consecutive fiscal quarters to be not less than to 1.00; (c) the OP’s minimum interest coverage ratio to be not less than to 1.00; and (d) the OP’s ratio of consolidated total debt to consolidated total assets to be not more than to 1.00. The Credit Agreement also includes customary events of default, including, among other things, failure to make payments when due, breach of covenants or representations, cross default to material indebtedness, material judgment defaults, bankruptcy matters involving any Borrower or any Guarantor and certain change of control events. The occurrence of an event of default will limit the ability of the OP and its subsidiaries to make distributions and may result in the termination of the credit facility, acceleration of repayment obligations and the exercise of remedies by the Lenders with respect to the collateral.

As of March 31, 2025, the Company was in compliance with all of its financial covenants under the Credit Agreement.

Securitization Financing Transactions

Securitization bonds payable, net represent debt issued by securitization vehicles consolidated by the Company. Senior notes issued by these securitization trusts were generally sold to third parties and subordinated notes retained by the Company. Following expiration of the reinvestment period, payments from underlying collateral loans must be applied to repay the notes until fully paid off, irrespective of the contractual maturities of the loans.

The Company evaluated the key terms in the collateralized loan obligation (“CLO”) governing documents of the issuers of the CRE CLOs (“CRE CLO Issuers”), which are wholly-owned subsidiaries of the Company, to determine if they were VIEs and, if so, whether the Company was the primary beneficiary and therefore consolidate the CRE CLOs. The Company concluded that the CRE CLO Issuers are VIEs and the Company is the primary beneficiary because it has the ability to control the most significant activities of the CRE CLO Issuers, the obligation to absorb losses to the extent of its equity investments, and the right to receive benefits that could potentially be significant to these entities.

As of March 31, 2025, the Company had $ billion carrying value of CRE debt investments financed with $ million of securitization bonds payable, net. As of December 31, 2024, the Company had $ billion carrying value of CRE debt investments financed with $ billion of securitization bonds payable, net.

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million of investment grade notes.

BRSP 2021-FL1 included a reinvestment feature that allowed the Company to contribute existing or newly originated loan investments in exchange for proceeds from repayments or repurchases of loans held in BRSP 2021-FL1, subject to the satisfaction of certain conditions set forth in the indenture. The reinvestment period for BRSP 2021-FL1 expired on July 20, 2023. During the three months ended March 31, 2025, loans held in BRSP 2021-FL1 were fully repaid, totaling $ million, and loan was partially repaid totaling $ million. The proceeds from the repayments were used to amortize the securitization bonds in accordance with the securitization priority of repayments. At March 31, 2025, the Company had $ million of unpaid principal balance of CRE debt investments financed with BRSP 2021-FL1. As of March 31, 2025, the securitization reflects an advance rate of % at a weighted average cost of funds of Term SOFR plus % (before transaction costs), and is collateralized by a pool of senior loan investments.

Additionally, BRSP 2021-FL1 contains note protection tests that can be triggered as a result of contributed loan defaults, losses, and certain other events outlined in the indenture, beyond established thresholds. A note protection test failure that is not remedied can result in the redirection of interest proceeds from the below investment grade tranches to amortize the most senior outstanding tranche. The Company did not fail any note protection tests during the three months ended March 31, 2025 and March 31, 2024. While the Company continues to closely monitor all loan investments contributed to BRSP 2021-FL1, a deterioration in the performance of an underlying loan could negatively impact its liquidity position.

BRSP 2024-FL2

In August 2024, the Company executed a $ million securitization transaction through wholly-owned subsidiaries, BRSP 2024-FL2, Ltd. and BRSP 2024-FL2, LLC (collectively, “BRSP 2024-FL2”), which resulted in the sale of $ million of investment grade notes (the “2024-FL2 Notes”).

BRSP 2024-FL2 included a six-month ramp-up acquisition period that allowed the Company to contribute existing or newly originated loan investments in exchange for $ million in unused proceeds held in BRSP 2024-FL2, subject to the satisfaction of certain conditions set forth in the indenture. BRSP 2024-FL2 also includes a reinvestment feature that allows the Company to contribute existing or newly originated loan investments in exchange for proceeds from repayments of loans held in BRSP 2024-FL2, subject to the satisfaction of certain conditions set forth in the indenture. As of March 31, 2025, the securitization reflects an advance rate of % at a weighted average cost of funds of Term SOFR plus % (before transaction costs), and is collateralized by a pool of senior loan investments. During the three months ended March 31, 2025, the Company contributed existing or newly originated loan investments totaling $ million, in exchange for a combination of reinvestment and unused proceeds. At March 31, 2025, the unused proceeds have been fully utilized and the Company had $ million of unpaid principal balance of CRE debt investments financed with BRSP 2024-FL2.

Additionally, BRSP 2024-FL2 contains note protection tests that can be triggered as a result of contributed loan defaults, losses, and certain other events outlined in the indenture, beyond established thresholds. A note protection test failure that is not remedied can result in the redirection of interest proceeds from the below investment grade tranches to amortize the most senior outstanding tranche. The Company did not fail any note protection tests during the three months ended March 31, 2025. While the Company continues to closely monitor all loan investments contributed to BRSP 2024-FL2, a deterioration in the performance of an underlying loan could negatively impact its liquidity position.

Master Repurchase Facilities

As of March 31, 2025, the Company, through subsidiaries, had entered into repurchase agreements with multiple global financial institutions to provide an aggregate principal amount of up to $ billion to finance the origination of first mortgage loans and senior loan participations secured by senior loan investments (each, a “Master Repurchase Facility” and collectively, the “Master Repurchase Facilities”). The Company agreed to guarantee certain obligations under the Master Repurchase Facilities, which contain representations, warranties, covenants, conditions precedent to funding, events of default and indemnities that are customary for agreements of this type. The Master Repurchase Facilities act as revolving loan facilities that can be paid down as assets are repaid or sold and re-drawn upon for new investments. As of March 31, 2025, the Company was in compliance with all of its financial covenants under the Master Repurchase Facilities.

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billion carrying value of CRE debt investments financed with $ million under the Master Repurchase Facilities. As of December 31, 2024, the Company had $ billion carrying value of CRE debt investments financed with $ million under the Master Repurchase Facilities.

As of March 31, 2025 and December 31, 2024, the Company had counterparty, Bank 1, with net exposure (collateral that exceeded amounts borrowed) totaling more than 10% of the Company’s total equity. As of March 31, 2025 and December 31, 2024, the Company’s net exposure to Bank 1 was $ million and $ million, respectively.

related party transactions as of and for the three months ended March 31, 2025 and 2024.

million shares (subject to adjustment pursuant to the terms of the 2022 Plan) and extending the termination date to May 4, 2032. Awards may be granted under the 2022 Plan to (x) any employee, officer, director, consultant or advisor (who is a natural person) providing services to the Company, or its affiliates and (y) any other individual whose participation in the 2022 Plan is determined to be in the best interests of the Company. The following types of awards may be made under the 2022 Plan, subject to the limitations set forth in the plan: (i) stock options (which may be either incentive stock options or non-qualified stock options); (ii) stock appreciation rights; (iii) restricted stock awards; (iv) stock units; (v) unrestricted stock awards; (vi) dividend equivalent rights; (vii) performance awards; (viii) annual cash incentive awards; (ix) long-term incentive units; and (x) other equity-based awards.

Shares subject to an award granted under the 2022 Plan will be counted against the maximum number of shares of Class A common stock available for issuance thereunder as one share of Class A common stock for every one share of Class A common stock subject to such an award. Shares subject to an award granted under the 2022 Plan will again become available for issuance under the 2022 Plan if the award terminates by expiration, forfeiture, cancellation, or otherwise without the issuance of such shares (except as set forth in the following sentence). The number of shares of Class A common stock available for issuance under the 2022 Plan will not be increased by (i) any shares tendered or withheld in connection with the purchase of shares upon exercise of a stock option, (ii) any shares deducted or delivered in connection with the Company’s tax withholding obligations, or (iii) any shares purchased by the Company with proceeds from stock option exercises. Shares granted to non-independent directors, officers and employees, if applicable, generally vest ratably in annual installments following the grant date.

On May 5, 2022, the Company granted shares of Class A common stock to certain of its employees, including executive officers. The remaining one-third increment of such share grant vested on March 15, 2025. On March 6, 2023, the Company granted shares of Class A common stock to certain of its employees, including executive officers. The remaining one-third increment of such share grant will vest on March 15, 2026.

On May 17, 2023, the Company granted shares of Class A common stock to the non-employee directors of the Company which vested on May 17, 2024. On May 17, 2024, the Company granted shares of Class A common stock to the non-employee directors of the Company which vest on May 17, 2025.

On March 15, 2024, the Company granted shares of Class A common stock to certain of its employees, including executive officers. Remaining one-third increments of such share grant will vest on March 15, 2026 and March 15, 2027.

On March 17, 2025, the Company granted shares of Class A common stock to certain of its employees, including executive officers. The shares vest in one-third increments on March 15, 2026, March 15, 2027 and March 15, 2028. Additionally, on March 17, 2025 the Company granted shares of Class A common stock to its executive officers. Such share grant vested immediately.

Equity-Based Compensation Expense

In connection with the share grants, the Company recognized share-based compensation expense of $ million and $ million within compensation and benefits in the consolidated statements of operations for the three months ended March 31, 2025 and 2024, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

. Restricted stock awards are granted to certain employees of the Company, with a service condition only and are generally subject to annual time-based vesting in equal tranches over a period. Restricted stock is entitled to dividends declared and paid on the Company’s Class A common stock and such dividends are not forfeitable prior to vesting of the award. Restricted stock awards are valued based on the Company’s Class A common stock price on grant date and equity-based compensation expense is recognized on a straight-line basis over the requisite service period.

Performance Stock Units (“PSU”)—PSUs are granted to certain employees of the Company and are subject to both a service condition and a performance condition. Following the end of the measurement period for the PSUs, the recipients of PSUs may be eligible to vest in all or a portion of PSUs granted, and be issued a number of shares of the Company’s Class A common stock, ranging from % to % of the number of PSUs granted and eligible to vest, to be determined based upon the Company’s total shareholder return relative to certain peer group companies at the end of a measurement period for the 2023 PSU grant (the “2023 Grant”), the 2024 PSU grant (the “2024 Grant”) and the 2025 PSU grant (the “2025 Grant”). PSUs also contain dividend equivalent rights which entitle the recipients to a payment equal to the amount of dividends that would have been paid on the shares that are ultimately issued at the end of the measurement period.

% % %

Risk free rate(2)

% % %

Expected dividend yield(3)

_________________________________________

(1)Based upon the Company’s historical stock volatility.

(2)Based upon the continuously compounded zero-coupon U.S. Treasury yield for the term coinciding with the measurement period of the award as of valuation date.

(3)Based upon award holders being entitled to dividends paid during the measurement period on any shares earned.

Fair value of PSU awards, excluding dividend equivalent rights, is generally recognized on a straight-line basis over their measurement period as compensation expense, except when certain performance metrics are achieved.

$ $ Granted Vested() () Unvested shares at March 31, 2024 Unvested shares at December 31, 2024 $ $ Granted Vested () () Unvested shares at March 31, 2025

Fair value of equity awards that vested during the three months ended March 31, 2025 and March 31, 2024, determined based on their respective fair values at vesting date, was $ million and $ million, respectively. Fair value of granted awards is determined based on the closing price of the Class A common stock on the date of vesting of the awards. Equity-based compensation is classified within compensation and benefits in the consolidated statement of operations.

million, which is expected to be recognized over a weighted-average period of years.

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BRIGHTSPIRE CAPITAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

10.

billion shares of stock, at $ par value per share, consisting of million shares of Class A common stock and million shares of preferred stock.

The Company had shares of preferred stock issued and outstanding as of March 31, 2025 and December 31, 2024.

Dividends

March 15, 2024March 29, 2024April 15, 2024$ $()$() ()() $()$()

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BRIGHTSPIRE CAPITAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

11.

million for the three months ended March 31, 2025 and de minimis for the three months ended March 31, 2024.

12.

$ $ $ $ $ $ $

As of March 31, 2025 and December 31, 2024, the Company elected to apply the fair value option for its PE Investments and the key unobservable inputs used in the analysis included discount rates with a range of % to %.

Fair Value of Financial Instruments

In addition to the above disclosures regarding financial assets or liabilities which are recorded at fair value, GAAP requires disclosure of fair value about all financial instruments. The following disclosure of estimated fair value of financial instruments was determined by the Company using available market information and appropriate valuation methodologies. Considerable judgment is necessary to interpret market data and develop estimated fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize on disposition of the financial instruments. The use of different market assumptions and/or estimation methodologies may have a material effect on estimated fair value.

$ $ $ $ $

Financial liabilities:(1)

Securitization bonds payable, net$ $ $ $ $ $ Mortgage and other notes payable, net Master repurchase facilities

_________________________________________

(1)The fair value of other financial instruments not included in this table is estimated to approximate their carrying value.

(2)Excludes future funding commitments of $ million and $ million as of March 31, 2025 and December 31, 2024, respectively.

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BRIGHTSPIRE CAPITAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

million and $ million as of March 31, 2025 and December 31, 2024, respectively.

Disclosure about fair value of financial instruments is based on pertinent information available to management as of March 31, 2025. Although management is not aware of any factors that would significantly affect fair value, such amounts have not been comprehensively revalued for purposes of these consolidated financial statements since that date and current estimates of fair value may differ significantly from the amounts presented herein.

Loans Held for Investment, Net

For loans held for investment, net, fair values were determined: (i) by comparing the current yield to the estimated yield for newly originated loans with similar credit risk or the market yield at which a third party might expect to purchase such investment; or (ii) based on discounted cash flow projections of principal and interest expected to be collected, which includes consideration of the financial standing of the borrower or sponsor as well as operating results of the underlying collateral. These fair value measurements of CRE debt are generally based on unobservable inputs and, as such, are classified as Level 3 of the fair value hierarchy.

Securitization Bonds Payable, Net

The Company’s securitization bonds payable, net bear floating rates of interest. As of March 31, 2025, the Company believes the unpaid principal balance approximates fair value given the floating rate nature of the bonds and significant level of subordination within the securitization. These fair value measurements are based on observable inputs, and as such, are classified as Level 2 of the fair value hierarchy.

Mortgage and Other Notes Payable, Net

For mortgage and other notes payable, net, the Company primarily uses rates currently available with similar terms and remaining maturities to estimate fair value. These measurements are determined using comparable U.S. Treasury rates as of the end of the reporting period. These fair value measurements are based on observable inputs, and as such, are classified as Level 2 of the fair value hierarchy.

Master Repurchase Facilities

The Company has amounts outstanding under Master Repurchase Facilities. The Master Repurchase Facilities bear floating rates of interest. As of March 31, 2025, the Company believes the carrying value approximates fair value due to the short-term nature of the debt, and as a result, contractual rates should equate to market rates. These fair value measurements are based on observable inputs, and as such, are classified as Level 2 of the fair value hierarchy.

Other

The carrying values of cash and cash equivalents, restricted cash, receivables, and accrued and other liabilities approximate fair value due to their short term nature and credit risks, if any, are negligible.

Nonrecurring Fair Values

The Company measures fair value of certain assets on a nonrecurring basis when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Adjustments to fair value generally result from the application of lower of amortized cost or fair value accounting for assets held for sale or write-down of asset values due to impairment.

During the first quarter of 2025, the Company recorded a $ million specific CECL reserve related to multifamily loan that was subsequently charged off during the quarter following repayment of the loan. The specific CECL reserve was based on the proceeds the Company received from the repayment of the loan during the three months ended March 31, 2025.

Additionally, the Company recorded general CECL reserves on multifamily loan that is determined to be collateral dependent as of March 31, 2025. The Company estimated expected losses based on the loan’s collateral value, which was determined by applying a capitalization rate of % and discount rate of %.

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BRIGHTSPIRE CAPITAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

million related to multifamily loans, office loans and development mezzanine loan based on the proceeds received from the repayment of the loans. Following repayment of of the office loans, the Company recognized a specific CECL reversal of $ million after receiving higher than expected proceeds. The Company also recorded specific CECL reserves of $ million related to multifamily loan that was acquired through a foreclosure in the fourth quarter of 2024. The Company elected to apply the practical expedient, afforded to the Company under ASC 326, to use the fair value of the collateral to determine the specific CECL reserve. The specific CECL reserves on the multifamily loan was based on the estimated fair value of the collateral using a discounted cash flow model and Level 3 inputs, which included a capitalization rate of % and discount rate of %. All specific CECL reserves recorded during the year ended December 31, 2024 were charged off.

Additionally, the Company recorded general CECL reserves on office loans, hotel loan and multifamily loan that it determined to be collateral dependent as of December 31, 2024. The Company estimated expected losses based on the loan’s collateral value, which was determined either by applying a capitalization rate between % and % and a discount rate between % and %, or by the expected proceeds from the sale of the underlying collateral.

During the year ended December 31, 2024, the Company recorded $ million of impairment related to office properties. The impairment was due to a reduction in the current expected holding period of the properties. The estimated fair value of the collateral was determined by using a discounted cash flow model and Level 3 inputs, which included capitalization rates ranging from % to %, discount rates ranging from % to % and a weighted average capitalization rate of % based on carrying value. The Company also recorded $ million of impairment related to office property held for sale. The impairment was due to a reduction in the expected holding period as well as the proceeds expected from the sale of the property. The Company sold the office property during the first quarter of 2025. Refer to Note 4, “Real Estate, net and Real Estate Held for Sale” for further discussion.

13.

million for senior loans and $ million for mezzanine loans. At December 31, 2024, total unfunded lending commitments for loans held for investment were $ million for senior loans and $ million for mezzanine loans.

Ground Lease Obligation

The Company’s operating leases include ground leases acquired with real estate.

At March 31, 2025 and December 31, 2024, the weighted average remaining lease term was years and years for ground leases, respectively.

$ Variable lease expense $ $

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BRIGHTSPIRE CAPITAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

%. 2026 2027 2028 2029 2030 and thereafter Total lease payments Less: Present value discount Operating lease liability (Note 6)$

For these ground leases, the Company has elected the practical expedient to combine lease and related nonlease components as a single lease component.

Office Lease

At March 31, 2025 and December 31, 2024, the weighted average remaining lease term was years and years for office leases, respectively. The office leases are located in New York, New York and Los Angeles, California.

$ Variable lease expense $ $

Total cash paid for office leases was $ million and $ million for the three months ended March 31, 2025 and March 31, 2024, respectively.

The operating lease liability for the office leases was determined using a weighted average discount rate of %.

2026 2027 2028 2029 2030 and thereafter Total lease payments Less: Present value discount Operating lease liability (Note 6)$

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BRIGHTSPIRE CAPITAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

14.

operating and reportable segments described below and is how management views the business activities of the Company.

•Senior and Mezzanine Loans and Preferred Equity—CRE debt investments including senior and mezzanine loans, and preferred equity interests as well as participations in such loans.

•Net Leased and Other Real Estate—direct investments in CRE with long-term leases to tenants on a net lease basis, where such tenants generally will be responsible for property operating expenses such as insurance, utilities, maintenance, capital expenditures and real estate taxes. It also includes other real estate, currently consisting of investments with direct ownership in commercial real estate, with an emphasis on properties with stable cash flow, and additional properties that the Company acquired through foreclosure or deed-in-lieu of foreclosure and properties that the Company consolidates as the primary beneficiary.

•Corporate and Other—includes corporate-level asset management and other fees including expenses related to the Company’s secured revolving credit facility (the “Bank Credit Facility”) and compensation and benefits. It also includes a sub-portfolio of private equity funds.

U.S. GAAP defines the Chief Operating Decision Maker (“CODM”) as the person or persons who perform the function of allocating resources to and assessing the performance of segments of a public entity. The Company has identified the CODM as its Chief Executive Officer, who is responsible for making key operating decisions of the Company. The CODM reviews net income (loss) on the Company’s consolidated statements of operations to make decisions, allocate resources, and assess segment performance.

The Company primarily generates revenue from net interest income on the loan portfolio and rental and other income from its net leased and multi-tenant office assets. The Company’s income is primarily derived through the difference between revenue and the cost at which the Company is able to finance its investments. The Company may also acquire investments which generate attractive returns without any leverage.

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BRIGHTSPIRE CAPITAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

$ $ $ Interest expense()()()()Property and other income Property operating expense () ()Transaction, investment and servicing expense()()()()Interest expense on real estate () ()Depreciation and amortization ()()()Decrease of current expected credit loss reserve Compensation and benefits ()()Operating expense ()()Other loss, net () ()Income (loss) before income taxes ()() ) )))) () )()() )()())

_________________________________________

(1)Includes PE Investments totaling $ million as of March 31, 2025 and December 31, 2024, and cash, unallocated receivables and deferred costs and other assets, net.

Geography

Geography is generally defined as the location in which the income producing assets reside or the location in which income generating services are performed. Geography information on total income includes equity in earnings of unconsolidated ventures.

$ Norway

Total(1)

$ $

$ Norway

Total(2)

$ $

_________________________________________

(1)Includes interest income and property and other income.

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BRIGHTSPIRE CAPITAL, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

15.

$()Net income (loss) attributable to noncontrolling interests:Investment Entities Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders$ $()Numerator:Dividends allocated to participating securities (non-vested shares)$()$ Net income (loss) attributable to common stockholders$ $()Denominator:

Weighted average shares outstanding - basic(1)

Weighted average shares outstanding - diluted(2)

Net income (loss) per common share - basic$ $()Net income (loss) per common share - diluted$ $()

_________________________________________

(1)The outstanding shares used to calculate the weighted average basic shares outstanding exclude and of restricted stock awards as of March 31, 2025 and March 31, 2024, net of forfeitures, respectively, as those shares were issued but were not vested and therefore, not considered outstanding for purposes of computing basic net income (loss) per common share.

for the three months ended March 31, 2024, as the effect would be antidilutive.

16.

per share of its Class A common stock for the quarter ended March 31, 2025, to stockholders of record as of March 31, 2025.

Loan Originations

senior mortgage loan with a total commitment of $ million.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with our unaudited consolidated financial statements and the accompanying notes thereto, which are included in Item 1 of this Quarterly Report, as well as the information contained in our Form 10-K for the year ended December 31, 2024, which is accessible on the SEC’s website at www.sec.gov.

Introduction

We are a commercial real estate (“CRE”) credit real estate investment trust (“REIT”) focused on originating, acquiring, financing and managing a diversified portfolio consisting primarily of CRE debt investments and net leased properties predominantly in the United States. CRE debt investments primarily consist of first mortgage loans, which is our primary investment strategy. Additionally, we may also selectively originate mezzanine loans and preferred equity investments, which may include profit participations. The mezzanine loans and preferred equity investments may be in conjunction with our origination of corresponding first mortgages on the same properties. Net leased properties consist of CRE properties with long-term leases to tenants on a net-lease basis, where such tenants generally will be responsible for property operating expenses such as insurance, utilities, maintenance capital expenditures and real estate taxes.

We were organized in the state of Maryland on August 23, 2017 and maintain key offices in New York, New York and Los Angeles, California. We elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, beginning with our taxable year ended December 31, 2018. We conduct all our activities and hold substantially all our assets and liabilities through our operating subsidiary, BrightSpire Capital Operating Company, LLC (the “OP”).

Our Target Assets

Our investment strategy is to originate and selectively acquire our target assets, which consist of the following:

•Senior Loans. Our primary focus is originating and selectively acquiring senior loans that are backed by CRE assets. These loans are secured by a first mortgage lien on a commercial property and provide mortgage financing to a commercial property developer or owner. The loans may vary in duration, bear interest at a fixed or floating rate and amortize, if at all, over varying periods, often with a balloon payment of principal at maturity. Senior loans may include junior participations in our originated senior loans for which we have syndicated the senior participations to other investors and retained the junior participations for our portfolio. We believe these junior participations are more like the senior loans we originate than other loan types given their credit quality and risk profile.

•Mezzanine Loans. We may originate or acquire mezzanine loans, which are structurally subordinate to senior loans, but senior to the borrower’s equity position. Generally, we will originate or acquire these loans if we believe we have the ability to protect our position and fund the first mortgage, if necessary. Mezzanine loans may be structured such that our return accrues and is added to the principal amount rather than paid on a current basis. We may also pursue equity participation opportunities in instances when the risk-reward characteristics of the investment warrant additional upside participation in the possible appreciation in value of the underlying assets securing the investment.

•Preferred Equity. We may make investments that are subordinate to senior and mezzanine loans, but senior to the common equity in the mortgage borrower. Preferred equity investments may be structured such that our return accrues and is added to the principal amount rather than paid on a current basis. We also may pursue equity participation opportunities in preferred equity investments, like such participations in mezzanine loans.

•Net Leased and Other Real Estate. We may occasionally invest directly in well-located commercial real estate with long-term leases to tenants on a net lease basis, where such tenants generally will be responsible for property operating expenses such as insurance, utilities, maintenance capital expenditures and real estate taxes. In addition, tenants of our properties typically pay rent increases based on: (1) increases in the consumer price index (typically subject to ceilings), (2) fixed increases, or (3) additional rent calculated as a percentage of the tenants’ gross sales above a specified level. We believe that a portfolio of properties under long-term, net lease agreements generally produces a more predictable income stream than many other types of real estate portfolios, while continuing to offer the potential for growth in rental income.

Our operating and reportable segments are Senior and Mezzanine Loans and Preferred Equity and Net Leased and Other Real Estate, both of which are included in our target assets, and Corporate and Other.

The allocation of our capital among our target assets will depend on prevailing market conditions at the time we invest and may change over time in response to different prevailing market conditions. In addition, in the future, we may invest in assets other than our target assets or change our target assets. With respect to all our investments, we invest so as to maintain our qualification as a REIT for U.S. federal income tax purposes and our exclusion or exemption from regulation under the Investment Company Act of 1940, as amended (the “Investment Company Act”).

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We believe that events in the financial markets from time to time, including the lingering impacts of the COVID-19 pandemic, have created and will continue to create dislocation between price and intrinsic value in certain asset classes as well as a supply and demand imbalance of available credit to finance these assets. We believe that our in-depth understanding of CRE and real estate-related investments, in-house underwriting, asset management and resolution capabilities, provides an extensive platform to regularly evaluate our investments and determine primary, secondary or alternative disposition strategies. This includes intermediate servicing and negotiating, restructuring of non-performing investments, foreclosure considerations, management or development of owned real estate, in each case to reposition and achieve optimal value realization for us and our stockholders. Depending on the nature of the underlying investment, we may pursue repositioning strategies through judicious capital investment in order to extract maximum value from the investment or recognize unanticipated losses to reinvest resulting liquidity in higher-yielding performing investments.

Our Business Segments

We present our business through three operating and reportable segments:

•Senior and Mezzanine Loans and Preferred Equity—CRE debt investments including senior and mezzanine loans, and preferred equity interests as well as participations in such loans.

•Net Leased and Other Real Estate—direct investments in commercial real estate with long-term leases to tenants on a net lease basis, where such tenants generally will be responsible for property operating expenses such as insurance, utilities, maintenance, capital expenditures and real estate taxes. It also includes other real estate, currently consisting of two investments with direct ownership in commercial real estate, with an emphasis on properties with stable cash flow, four additional properties that we acquired through foreclosure or deed-in-lieu of foreclosure and two properties that we consolidate as the primary beneficiary.

•Corporate and Other—includes corporate-level asset management and other fees including expenses related to our secured revolving credit facility (the “Bank Credit Facility”) and compensation and benefits. It also includes a sub-portfolio of private equity funds.

Significant Developments

During the three months ended March 31, 2025, and through April 29, 2025, significant developments affecting our business and results of operations of our portfolio included the following:

Capital Resources

•Declared and paid a first quarter dividend of $0.16 per share on April 15, 2025;

•As of the date of this report, we have approximately $310.0 million of liquidity, consisting of $145.0 million cash and cash equivalents on hand and $165.0 million available on our Bank Credit Facility. This excludes $56.0 million of approved but undrawn borrowings available on our master repurchase facilities;

•On March 31, we repurchased 0.2 million shares of our Class A common stock at a weighted average price of $5.59 for an aggregate cost of $1.1 million; and

•Subsequent to March 31, 2025:

◦Our board of directors authorized a Stock Repurchase Program, under which we may repurchase up to $50.0 million of our outstanding Class A common stock until April 30, 2026. The Stock Repurchase Program replaces the prior repurchase program authorization which expired on April 30, 2025.

Our Portfolio

•For the three months ended March 31, 2025, we:

◦Originated four senior mortgage loans with a total commitment of $111.7 million;

◦Received loan repayment proceeds of $133.0 million from nine loans;

◦Recorded $9.2 million in specific current expected credit loss (“CECL”) reserves related to one senior loan; At March 31, 2025, there were no specific CECL reserves on our consolidated balance sheet;

◦Recorded a net decrease in our general CECL reserves of $10.1 million. At March 31, 2025, our general CECL reserve for our outstanding loans and future loan funding commitments is $156.1 million, which is 6.08% of the aggregate commitment amount of our loan portfolio;

◦Remained at seven watchlist loans (loans with a risk ranking of 4 or 5) (refer to “Our Portfolio” for further discussion):

▪Removed one multifamily loan with an unpaid principal balance of $40.1 million following repayment;

▪Added one multifamily loan with an unpaid principal balance of $23.4 million;

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◦Extended 26 loans eligible for certain maturity events, which represent $863.1 million of unpaid principal balance at March 31, 2025;

◦Consolidated the assets and liabilities of one Mesa, Arizona multifamily property that was previously classified as a loan. As a result of the consolidation, the property is now classified as real estate;

◦Sold one office property for net proceeds of $4.7 million and recognized a realized loss of $0.2 million; and

•Subsequent to March 31, 2025, we:

◦Originated one senior mortgage loan with a total commitment of $70.0 million.

Financial Results

•Generated GAAP net income of $5.3 million, or $0.04 per basic share and $0.04 per diluted share, Distributable Earnings of $11.4 million or $0.09 per share and Adjusted Distributable Earnings of $20.1 million or $0.16 per share for the three months ended March 31, 2025. Distributable Earnings and Adjusted Distributable Earnings are non-GAAP financial measures. A reconciliation of these measures to net income/(loss) attributable to the Company’s common stockholders is in the section “Non-GAAP Supplemental Financial Measures” below.

Trends Affecting Our Business

Global Markets

Global markets pressure and uncertainties coming from the Administration’s tariff initiative, inflationary worries and geopolitical unrest continue to contribute to market volatility and impact CRE valuations. Additionally, high interest rates continue to negatively impact transaction activity in the real estate market and correspondingly the loan financing and refinancing opportunities. While the Federal Reserve lowered interest rates in the second half of 2024, it is uncertain as to if, when, how many and by how much subsequent interest rate cuts will be made during 2025. To the extent certain of our borrowers are experiencing significant financial dislocation as a result of economic conditions, we have and may continue to use interest and other reserves and/or replenishment obligations of the borrower and/or guarantors to meet current interest payment obligations for a limited period. The market for office properties was particularly negatively impacted by the COVID-19 pandemic and continues to experience headwinds driven by the normalization of work from home and hybrid work arrangements and elevated costs to operate or reconfigure office properties. Although “return to office” mandates are on the rise, the demand for office space generally remains lower than pre-COVID-19 pandemic levels and has driven rising vacancy rates. Given the continuing uncertainty in the office market, there is risk of future valuation impairment or investment loss on our loans secured by office properties. Similarly, these trends may impact our ability to manage debt covenant tests, maturity dates and/or seek suitable refinancing opportunities on certain of our office property equity investments, which may adversely impact valuation assessments and cash flow generated by such investments.

While macroeconomic conditions continue to be challenged, we cannot predict whether they will in fact improve or even intensify. Due to the inherent uncertainty of these conditions, their impact on our business is difficult to predict and quantify.

Factors Impacting Our Operating Results

Our results of operations are affected by a number of factors and depend primarily on, among other things, the ability of the borrowers of our assets to service our debt as it is due and payable, the ability of our tenants to pay rent and other amounts due under their leases, our ability to actively and effectively service any sub-performing and non-performing loans and other assets we may have from time to time in our portfolio, the market value of our assets and the supply of, and demand for, CRE senior loans, mezzanine loans, preferred equity, debt securities, net leased properties and our other assets, and the level of our net operating income (“NOI”). Our net interest income, which includes the amortization of purchase premiums and the accretion of purchase discounts, varies primarily as a result of changes in market interest rates, prepayment rates and frequency on our CRE loans and the ability of our borrowers to make scheduled interest payments. Interest rates and prepayment rates vary according to the type of investment, conditions in the financial markets, creditworthiness of our borrowers, competition and other factors, none of which can be predicted with any certainty. Our net property operating income depends on our ability to maintain the historical occupancy rates of our real estate equity investments, lease currently available space and continue to attract new tenants.

Changes in fair value of our assets

We consider and treat our assets as long-term investments. As a result, we do not expect that changes in market value will impact our operating results. However, at least on a quarterly basis, we assess both our ability and intent to hold such assets for the long-term. As part of this process, we monitor our assets for impairment. A change in our ability and/or intent to continue to hold any of our assets, which includes the inability to modify, extend or refinance existing mortgage debt on our real estate portfolio, may result in our recognizing an impairment charge or realizing losses upon the sale of such investments.

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Changes in market interest rates

With respect to our business operations, increases in interest rates, in general, may over time cause:

•the value of our fixed-rate investments to decrease;

•prepayments on certain assets in our portfolio to slow, thereby slowing the amortization of our purchase premiums and the accretion of our purchase discounts;

•coupons on our floating and adjustable-rate mortgage loans to reset, although on a delayed basis, to higher interest rates;

•interest rate caps required by our borrowers to increase in cost;

•borrowers’ unwillingness to purchase new interest rate caps at loan maturity to qualify for an extension;

•financial hardship to our borrowers, whose ability to service their debt as it is due and payable and to pass maturity extension tests may be materially adversely impacted, resulting in foreclosures;

•to the extent we use leverage to finance our assets, the interest expense associated with our borrowings to increase; and

•to the extent we enter into interest rate swap agreements as part of our hedging strategy, the value of these agreements to increase.

Conversely, decreases in interest rates, in general, may over time cause:

•the value of the fixed-rate assets in our portfolio to increase;

•prepayments on certain assets in our portfolio to increase, thereby accelerating the amortization of our purchase premiums and the accretion of our purchase discounts;

•to the extent we enter into interest rate swap agreements as part of our hedging strategy, the value of these agreements to decrease;

•coupons on our floating and adjustable-rate mortgage loans to reset, although on a delayed basis, to lower interest rates; and

•to the extent we use leverage to finance our assets, the interest expense associated with our borrowings to decrease.

Credit risk

We are subject to varying degrees of credit risk in connection with our target assets. We seek to mitigate this risk by seeking to acquire high quality assets, at appropriate prices given anticipated and unanticipated losses and by employing a comprehensive review and asset selection process and by careful ongoing monitoring of acquired assets. Nevertheless, unanticipated credit losses could occur, which could adversely impact our operating results.

Size of investment portfolio

The size of our portfolio, as measured by the aggregate principal balance of our commercial mortgage loans, other commercial real estate-related debt investments and the other assets we own, is also a key revenue driver. Generally, as the size of our portfolio grows, the amount of interest income we earn increases. However, a larger portfolio may result in increased expenses to the extent that we incur additional interest expense to finance our assets.

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Our Portfolio

As of March 31, 2025, our portfolio consisted of 91 investments representing approximately $3.3 billion in carrying value (based on our share of ownership and excluding cash, cash equivalents and certain other assets). Our senior and mezzanine loans consisted of 74 senior and mezzanine loans with a weighted average cash coupon of 3.2% and a weighted average all-in unlevered yield of 7.4%. Our net leased and other real estate consisted of approximately 6.8 million total square feet of space and total first quarter 2025 NOI of that portfolio was approximately $16.7 million. Refer to “Non-GAAP Supplemental Financial Measures” below for further information on NOI.

As of March 31, 2025, our portfolio consisted of the following investments (dollars in thousands):


	Count(1)	Carrying value (Consolidated)		Carrying value (at BRSP share)(2)		Net carrying value (Consolidated)(3)		Net carrying value (at BRSP share)(4)
Our Portfolio
Senior loans	72	$	2,411,428	$	2,411,428	$	734,918	$	734,918
Mezzanine loans	2	46,407		46,407		46,407		46,407

8.0 %2,457,835 100.0 %

_________________________________________

(1)Carrying value at our share represents the proportionate carrying value based on ownership by asset as of March 31, 2025.

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The following table provides asset level detail for our senior and mezzanine loans as of March 31, 2025 (dollars in thousands):


	Loan Type	Origination Date	City, State	Carrying value(1)		Principal balance		Coupon type	Cash Coupon(2)	Unlevered all-in yield(3)	Extended maturity date	Loan-to-value(4)	Q1 Risk ranking(5)

Multifamily
Loan 1(6)(7)	Senior	6/18/2019	Santa Clara, CA	$	57,442	$	57,442	n/a(7)	n/a(7)	n/a(7)	6/18/2025	69%	5
Loan 2	Senior	5/17/2022	Las Vegas, NV	55,563		54,867		Floating	2.0%	7.9%	6/9/2027	74%	4
Loan 3	Senior	3/8/2022	Austin, TX	50,424		50,324		Floating	3.3%	7.6%	3/9/2027	75%	3
Loan 4	Senior	7/19/2021	Dallas, TX	50,333		50,200		Floating	3.4%	7.7%	8/9/2026	74%	3
Loan 5	Senior	5/26/2021	Las Vegas, NV	47,547		47,235		Floating	2.5%	8.5%	6/9/2026	70%	3
Loan 6	Senior	3/31/2022	Louisville, KY	43,478		43,382		Floating	3.7%	8.0%	4/9/2027	72%	3
Loan 7	Senior	7/15/2021	Jersey City, NJ	41,886		41,779		Floating	3.1%	7.4%	8/9/2026	66%	3
Loan 8	Senior	7/15/2021	Dallas, TX	40,338		40,338		Floating	3.2%	7.5%	8/9/2026	77%	3
Loan 9	Senior	3/31/2022	Long Beach, CA	39,536		39,536		Floating	3.4%	7.7%	4/9/2027	80%	3
Loan 10	Senior	7/12/2022	Irving, TX	38,379		38,379		Floating	3.6%	7.9%	8/9/2027	75%	3
Subtotal top 10 multifamily				$	464,926	$	463,482	19% of total loans

Loan 11	Senior	12/21/2020	Austin, TX	$	37,000	$	37,000	Floating	3.2%	7.5%	1/9/2026	54%	3
Loan 12	Senior	1/18/2022	Dallas, TX	36,656		36,563		Floating	3.5%	7.8%	2/9/2027	75%	3
Loan 13	Senior	1/12/2022	Los Angeles, CA	36,361		36,361		Floating	3.4%	7.7%	2/9/2027	76%	3
Loan 14	Senior	7/29/2021	Phoenix, AZ	33,325		33,325		Floating	3.4%	7.7%	8/9/2026	73%	3
Loan 15	Senior	2/20/2025	Las Vegas, NV	32,678		33,000		Floating	3.4%	8.2%	3/9/2030	59%	3
Loan 16	Mezzanine	2/8/2022	Las Vegas, NV	31,715		31,715		Fixed	7.0%	12.0%	2/8/2027	57% - 82%	3
Loan 17	Senior	4/29/2021	Las Vegas, NV	30,794		30,792		Floating	3.2%	7.5%	5/9/2026	76%	3
Loan 18	Senior	4/15/2022	Mesa, AZ	30,160		30,160		Floating	3.4%	8.0%	5/9/2027	75%	3
Loan 19	Senior	2/17/2022	Long Beach, CA	30,137		30,137		Floating	3.4%	7.7%	3/9/2027	71%	3
Loan 20	Senior	2/13/2025	Las Vegas, NV	29,278		29,570		Floating	2.7%	7.5%	3/9/2030	70%	3
Subtotal top 20 multifamily				$	793,030	$	792,105	32% of total loans

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	Loan Type	Origination Date	City, State	Carrying value(1)		Principal balance		Coupon type	Cash Coupon(2)	Unlevered all-in yield(3)	Extended maturity date	Loan-to-value(4)	Q1 Risk ranking(5)

Loan 21	Senior	8/31/2021	Glendale, AZ	$	28,846	$	28,802	Floating	3.3%	7.6%	9/9/2026	85%	3
Loan 22	Senior	5/27/2021	Houston, TX	27,600		27,600		Floating	3.1%	7.4%	6/9/2026	67%	3
Loan 23	Senior	12/16/2021	Fort Mill, SC	27,366		27,366		Floating	3.3%	7.6%	1/9/2027	71%	3
Loan 24	Senior	12/21/2021	Phoenix, AZ	25,606		25,606		Floating	3.6%	7.9%	1/9/2027	75%	3
Loan 25	Senior	7/12/2022	Irving, TX	25,433		25,433		Floating	3.6%	7.9%	8/9/2027	72%	3
Loan 26	Senior	3/8/2022	Glendale, AZ	25,046		25,046		Floating	3.5%	7.8%	3/9/2027	73%	3
Loan 27	Senior	3/31/2022	Phoenix, AZ	23,860		23,847		Floating	3.7%	8.3%	4/9/2027	74%	3
Loan 28	Senior	11/4/2021	Austin, TX	23,353		23,353		Floating	3.4%	7.9%	11/9/2026	78%	4
Loan 29	Senior	2/25/2025	Denver, CO	23,087		23,087		Floating	3.3%	8.1%	3/9/2028	68%	3
Loan 30	Senior	1/10/2025	Lebanon,TN	22,308		22,500		Floating	3.4%	8.7%	2/9/2030	71%	3
Loan 31	Senior	6/22/2021	Phoenix, AZ	22,292		22,292		Floating	3.3%	7.6%	7/9/2026	71%	3
Loan 32	Senior	7/1/2021	Aurora, CO	21,327		21,305		Floating	3.2%	7.6%	7/9/2026	73%	3
Loan 33	Senior	12/10/2024	Seattle, WA	20,787		21,000		Floating	2.8%	7.6%	1/9/2030	65%	3
Loan 34	Senior	1/12/2022	Austin, TX	20,276		20,276		Floating	3.4%	7.7%	2/9/2027	76%	3
Loan 35	Senior	8/6/2021	La Mesa, CA	19,752		19,752		Floating	3.0%	7.3%	8/9/2025	72%	3
Loan 36	Senior	10/18/2024	Garland, TX	19,675		19,920		Floating	3.7%	8.3%	11/9/2029	70%	3
Loan 37	Senior	12/21/2021	Gresham, OR	19,455		19,455		Floating	3.6%	7.9%	1/9/2027	76%	3
Loan 38	Senior	9/1/2021	Bellevue, WA	19,308		19,308		Floating	3.0%	7.3%	9/9/2025	71%	3
Loan 39	Senior	5/5/2022	Charlotte, NC	18,500		18,500		Floating	3.5%	7.8%	5/9/2027	70%	3
Loan 40	Senior	4/29/2022	Tacoma, WA	18,384		18,384		Floating	3.0%	7.3%	5/9/2027	64%	3
Loan 41	Senior	7/14/2021	Salt Lake City, UT	18,362		18,315		Floating	3.4%	7.7%	8/9/2026	73%	3
Loan 42	Senior	6/25/2021	Phoenix, AZ	17,650		17,650		Floating	3.2%	7.5%	7/9/2026	75%	3
Loan 43	Senior	11/22/2024	Garland, TX	12,254		12,399		Floating	3.5%	8.1%	12/9/2029	63%	3
Loan 44	Senior	3/8/2022	Glendale, AZ	11,664		11,664		Floating	3.5%	7.8%	3/9/2027	73%	3
Total/Weighted average multifamily loans				$	1,305,221	$	1,304,965	53% of total loans	3.2%	7.5%	1.9 years		3.1

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	Loan Type	Origination Date	City, State	Carrying value(1)		Principal balance		Coupon type	Cash Coupon(2)	Unlevered all-in yield(3)	Extended maturity date	Loan-to-value(4)	Q1 Risk ranking(5)

Office
Loan 45	Senior	1/19/2021	Phoenix, AZ	$	75,386	$	75,325	Floating	3.7%	8.5%	2/9/2026	72%	3
Loan 46	Senior	8/28/2018	San Jose, CA	74,071		74,071		Floating	2.6%	6.9%	8/28/2025	81%	3
Loan 47	Senior	2/13/2019	Baltimore, MD	58,606		58,606		Floating	3.6%	7.9%	2/9/2027	74%	3
Loan 48	Senior	11/23/2021	Tualatin, OR	43,785		42,121		Floating	1.5%	10.8%	12/9/2026	66%	4
Loan 49	Senior	4/27/2022	Plano, TX	41,179		41,101		Floating	4.1%	8.4%	5/9/2027	70%	3
Loan 50	Senior	5/23/2022	Plano, TX	40,864		40,782		Floating	4.3%	8.6%	6/9/2027	64%	3
Loan 51	Senior	9/28/2021	Reston, VA	40,857		40,089		Floating	2.1%	8.4%	10/9/2026	71%	4
Loan 52	Senior	11/17/2021	Dallas, TX	39,986		39,986		Floating	4.0%	8.3%	12/9/2025	61%	4
Loan 53	Senior	4/7/2022	San Jose, CA	33,906		33,906		Floating	4.2%	8.5%	4/9/2027	70%	3
Loan 54	Senior	4/30/2021	San Diego, CA	33,751		33,751		Floating	3.6%	7.9%	5/9/2026	55%	3
Subtotal top 10 office loans				$	482,391	$	479,738	20% of total loans

Loan 55	Senior	3/31/2022	Blue Bell, PA	$	29,030	$	29,030	Floating	4.2%	8.5%	4/9/2025	80%	3
Loan 56	Senior	10/21/2021	Blue Bell, PA	28,717		28,717		Floating	3.8%	8.1%	4/9/2025	78%	3
Loan 57	Senior	2/26/2019	Charlotte, NC	27,653		27,653		Floating	3.3%	7.6%	7/9/2025	72%	3
Loan 58	Senior	12/7/2018	Carlsbad, CA	26,848		26,470		Floating	3.9%	8.2%	12/9/2025	73%	3
Loan 59	Senior	7/30/2021	Denver, CO	23,190		23,190		Floating	4.4%	8.7%	8/9/2026	71%	3
Loan 60	Senior	8/27/2019	San Francisco, CA	22,716		22,716		Floating	2.9%	7.3%	9/9/2025	84%	3
Loan 61	Senior	10/13/2021	Burbank, CA	18,216		18,216		Floating	4.0%	8.3%	11/9/2026	51%	3
Loan 62	Senior	10/29/2020	Denver, CO	18,103		18,103		Floating	3.7%	8.0%	11/9/2025	64%	3
Loan 63	Senior	11/16/2021	Charlotte, NC	15,466		15,466		Floating	4.5%	8.8%	12/9/2026	67%	3
Loan 64(8)	Mezzanine	2/13/2023	Baltimore, MD	14,692		14,692		n/a(8)	n/a(8)	n/a(8)	2/9/2027	74% - 75%	3
Subtotal top 20 office loans				$	707,022	$	703,991	29% of total loans

Loan 65	Senior	11/10/2021	Richardson, TX	$	13,085	$	13,053	Floating	4.1%	8.4%	12/9/2026	68%	3
Total/Weighted average office loans				$	720,107	$	717,044	29% of total loans	3.4%	8.1%	1.2 years		3.2

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	Loan Type	Origination Date	City, State	Carrying value(1)		Principal balance		Coupon type	Cash Coupon(2)	Unlevered all-in yield(3)	Extended maturity date	Loan-to-value(4)	Q1 Risk ranking(5)

Hotel
Loan 66(9)	Senior	1/2/2018	San Jose, CA	$	134,720	$	134,720	n/a(9)	n/a(9)	n/a(9)	11/9/2026	75%	5
Loan 67	Senior	6/25/2018	Englewood, CO	72,183		72,000		Floating	3.5%	7.8%	5/9/2025	68%	3
Total/Weighted average hotel loans				$	206,903	$	206,720		1.2%	2.7%	1.1 years		4.3

Other (Mixed-use)
Loan 68	Senior	10/24/2019	Brooklyn, NY	$	79,308	$	79,308	Floating	4.2%	8.5%	11/9/2025	79%	3
Loan 69	Senior	1/13/2022	New York, NY	46,090		46,090		Floating	3.5%	7.8%	2/9/2027	76%	3
Loan 70	Senior	5/3/2022	Brooklyn, NY	28,810		28,810		Floating	4.4%	8.7%	5/9/2027	68%	3
Loan 71	Senior	4/3/2024	South Pasadena, CA	19,804		19,804		Fixed	15.0%	15.0%	2/9/2027	28%	3
Loan 72	Senior	8/31/2021	Los Angeles, CA	15,888		15,888		Floating	4.6%	8.9%	9/9/2026	58%	3
Total/Weighted average other (mixed-use) loans				$	189,900	$	189,900		5.2%	9.1%	1.3 years		3.0

Industrial
Loan 73	Senior	7/13/2022	Ontario, CA	$	24,110	$	24,131	Floating	3.3%	8.0%	8/9/2027	66%	3
Loan 74	Senior	3/21/2022	Commerce, CA	11,594		11,594		Floating	3.3%	7.6%	4/9/2027	60%	3
Total/Weighted average industrial loans				$	35,704	$	35,725		3.3%	7.8%	2.3 years		3.0

Total/Weighted average senior and mezzanine loans - Our Portfolio				$	2,457,835	$	2,454,354		3.2%	7.4%	1.6 years		3.2

_________________________________________

(1)Represents carrying values at our share as of March 31, 2025 and excludes general CECL reserves.

(2)Represents the stated coupon rate for loans; for floating rate loans, does not include Secured Overnight Financing Rate (“SOFR”), which was 4.32% as of March 31, 2025.

(3)In addition to the stated cash coupon rate, unlevered all-in yield includes non-cash payment-in-kind interest income and the accrual of origination and exit fees. Unlevered all-in yield for the loan portfolio assumes the applicable floating benchmark rate as of March 31, 2025 for weighted average calculations.

(4)Except for construction loans, senior loans reflect the initial loan amount divided by the as-is value as of the date the loan was originated, or the principal amount divided by the appraised value for the in place collateral as of the date of the most recent as-is appraisal. Mezzanine loans include attachment loan-to-value and detachment loan-to-value, respectively. Attachment loan-to-value reflects initial funding of loans senior to our position divided by the as-is value as of the date the loan was originated, or the principal amount divided by the appraised value for the in place collateral as of the date of the most recent appraisal. Detachment loan-to-value reflects the cumulative initial funding of our loan and the loans senior to our position divided by the as-is value as of the date the loan was originated, or the cumulative principal amount divided by the appraised value for the in place collateral as of the date of the most recent appraisal.

(5)On a quarterly basis, our senior and mezzanine loans are rated “1” through “5,” from less risk to greater risk. Represents risk ranking as of March 31, 2025.

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(6)The underlying collateral for Loan 1 relates to a construction/development project. Construction senior loans’ loan-to-value reflect the total commitment amount of the loan divided by as-completed appraised value, or the total commitment amount of the loan divided by the projected total cost basis. Construction mezzanine loans include attachment loan-to-value and detachment loan-to-value. Attachment loan-to-value reflects the total commitment amount of loans senior to our position divided by as-completed appraised value, or the total commitment amount of loans senior to our position divided by projected total cost basis. Detachment loan-to-value reflect the cumulative commitment amount of our loan and the loans senior to our position divided by as-completed appraised value, or the cumulative commitment amount of our loan and loans senior to our position divided by projected total cost basis.

(7)Loan 1 was placed on nonaccrual status in February 2025; as such, no income is being recognized.

(8)Loan 64 was placed on nonaccrual status in April 2024; as such, no income is being recognized.

(9)Loan 66 was placed on nonaccrual status in June 2024; as such, no income is being recognized.

At March 31, 2025, our general CECL reserve for our outstanding loans and future loan funding commitments is $156.1 million, which is 6.08% of the aggregate commitment amount of our loan portfolio. This represents a decrease of $10.1 million from $166.1 million or 6.34% of the aggregate commitment amount of our loan portfolio at December 31, 2024. The decrease in our general CECL reserves was driven by loan repayments and the charge-off of reserves related to the consolidation of a multifamily loan in Mesa, Arizona. As a result, we have no specific CECL reserves at March 31, 2025.

Net Leased and Other Real Estate

Our net leased real estate investment strategy focuses on direct ownership in commercial real estate with an emphasis on properties with stable cash flow, which may be structurally senior to a third-party partner’s equity. As part of our net leased real estate strategy, we explore a variety of real estate investments including multi-tenant office, multifamily, student housing and industrial. Additionally, we have two investments in direct ownership of commercial real estate and own these operating real estate investments through joint ventures with one or more partners. We also own four properties included in other real estate that were acquired through deeds-in-lieu of foreclosure and foreclosure and consolidate two properties after being deemed the primary beneficiary of the variable interest entity holding it.

As of March 31, 2025, $848.4 million or 25.6% of our assets were invested in net leased and other real estate properties and these properties were 87.6% occupied. The following table presents our net leased and other real estate investments as of March 31, 2025 (dollars in thousands):


	Count(1)	Carrying Value(2)		NOI for the year ended March 31, 2025(3)
Net leased real estate	8	$	513,483	$	12,066
Other real estate	8	334,909		4,646
Total/Weighted average net leased and other real estate	16	$	848,392	$	16,712

________________________________________

(1)Count represents the number of investments.

(2)Represents carrying values at our share as of March 31, 2025; includes real estate tangible assets, deferred leasing costs and other intangible assets less intangible liabilities.

(3)Refer to “Non-GAAP Supplemental Financial Measures” for further information on NOI.

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The following table provides asset-level detail of our net leased and other real estate as of March 31, 2025:


	Collateral type	City, State	Number of properties	Rentable square feet (“RSF”) / units/keys(1)	Weighted average % leased(2)	Weighted average lease term (yrs)(3)	Principal amount of debt(4)		Final debt maturity date
Net leased real estate
Net lease 1	Industrial	Various - U.S.	2	2,787,343 RSF	100%	13.4	$	200,000	Sep-33
Net lease 2(5)	Office	Stavanger, Norway	1	1,290,926 RSF	100%	5.2	142,614		Jun-25
Net lease 3	Office	Aurora, CO	1	183,529 RSF	100%	2.7	28,491		Aug-26
Net lease 4	Office	Indianapolis, IN	1	338,000 RSF	100%	5.8	21,208		Oct-27
Net lease 5(5)(6)	Retail	Various - U.S.	7	319,600 RSF	100%	2.7	27,490		Nov-26 & Mar-28
Net lease 6(5)	Retail	Keene, NH	1	45,471 RSF	100%	3.8	6,576		Nov-26
Net lease 7	Retail	South Portland, ME	1	52,900 RSF	100%	6.8	—		—
Net lease 8(5)	Retail	Fort Wayne, IN	1	50,000 RSF	100%	0.4	3,048		Nov-26
Total/Weighted average net leased real estate			15	5,067,769 RSF	100%	8.7	$	429,427

Other real estate
Other real estate 1(5)(7)	Office	Creve Coeur, MO	7	847,604 RSF	80%	3.5	$	93,749	Dec-28
Other real estate 2(5)	Office	Warrendale, PA	5	496,440 RSF	83%	5.0	59,872		Jan-25(8)
Other real estate 3	Multifamily	Arlington, TX	1	436 Units	65%	n/a	—		—
Other real estate 4(9)	Multifamily	Phoenix, AZ	1	236 Units	92%	n/a	—		—
Other real estate 5(9)	Multifamily	Fort Worth, TX	1	354 Units	71%	n/a	—		—
Other real estate 6	Multifamily	Mesa, AZ	1	285 Units	78%	n/a	—		—
Other real estate 7(5)(9)	Office	Long Island City, NY	1	220,872 RSF	31%	3.9	—		—
Other real estate 8(5)(9)	Office	Long Island City, NY	1	128,195 RSF	2%	4.9	—		—
Total/Weighted average other real estate			18	n/a	69%	4.2	$	153,621

Total net leased and other real estate			33

_________________________________________

(1)Rentable square feet based on carrying value at our share as of March 31, 2025.

(2)Represents the percent leased as of March 31, 2025. Weighted average calculation based on carrying value at our share as of March 31, 2025.

(3)Based on in-place leases (defined as occupied and paying leases) as of March 31, 2025, and assumes that no renewal options are exercised. Weighted average calculation based on carrying value at our share as of March 31, 2025.

(4)Represents principal amount of debt at our share as of March 31, 2025.

(5)Represents a property where we recorded impairment during the year ended December 31, 2024. For Net lease 5, three individual properties were impaired.

(6)Net lease 5 consists of two separate mortgage notes.

(7)The current maturity date is December 2027, with a one-year extension available, subject to satisfaction of certain customary conditions set forth in the governing documents.

(8)The mortgage payable collateralized by Other real estate 2 is in maturity default as of January 2025. We are currently negotiating an extension with our lender and remain current on interest payments.

(9)Property was acquired through foreclosure or deed-in-lieu of foreclosure.

Stavanger, Norway Office Net Lease

Collateral type

City, State

Number of Properties

Rentable square feet (“RSF”) / units/keys

Weighted average % leased

Weighted average lease term (yrs)

Principal amount of debt

Final debt maturity date

Net lease 2

Office

Stavanger, Norway

1,290,926 RSF

100%

5.2

$142,614

Jun-25

In July 2018, we acquired a class A office campus in Stavanger, Norway (the “Norway Net Lease”) for $320 million (NOK 2.6 billion). This property is 100% occupied by a creditworthy single tenant. The property serves as their global headquarters. The Norway Net Lease requires the tenant to pay for all real estate-related expenses, including operational expenditures, capital expenditures and municipality taxes. The Norway Net Lease has a weighted average remaining lease term of five years, and the tenant has the option to extend for two five-year periods at the same terms with rent adjusted to market rent, with the ability to reduce their total occupied space, and there is a risk that the rent can decrease at that time. The Norway Net Lease also has annual rent increases based on the Norwegian CPI Index through 2030. The rent increase in 2025 was 2.4%. Our tenant has injected a significant amount of capital into improvements of the property over the past 10 years.

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Financing on the Norway Net Lease consists of a mortgage payable of $142.6 million (NOK 1.5 billion) with a fixed rate of 3.9%, which matures in June 2025, at which time there will be five years remaining on the initial lease term. The financing includes a provision for annual appraisal valuation each May with loan-to-value (“LTV”) tests declining from 75% LTV beginning in year five, to 70% LTV after year eight and 65% LTV after year nine. The most recent valuation in May 2024 resulted in an LTV below the current 70% threshold resulting in a lender cash trap. The tenant has made all rent payments and is current on all financial obligations under the lease. We remain current on all interest payments. Both the lease payments and mortgage debt service are NOK denominated currency. Therefore, the Norway Net Lease net book value may be subject to fluctuations based on the USD-NOK impact.

In the quarter ended June 30, 2024, we recognized an impairment charge of $32.8 million which decreased both our undepreciated book value and GAAP book value. Concurrently, we recognized a non-GAAP impairment charge of $67.7 million, which further decreased our undepreciated book value and resulted in an undepreciated carrying value of zero. Subsequent to the second quarter of 2024, we recognized additional non-GAAP impairments of $8.7 million to maintain an undepreciated book value of zero.

The upcoming May 2025 annual appraisal of the property, current market conditions, limited five-year remaining lease term with no assurances that the tenant will remain at the property beyond 2030, and potential exercise of remedies by the lenders (notwithstanding ongoing extension negotiations), individually and together may negatively impact the property’s valuation and result in a future impairment charge that would reduce GAAP book value. However, any future impairment charge would have no impact on the property’s undepreciated book value, which is currently zero.

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Results of Operations

The following table summarizes our portfolio results of operations for the three months ended March 31, 2025 and December 31, 2024 (dollars in thousands):

Net interest income

(6,219)

Property and other income

Expenses

Other income

24,856

Comparison of Three Months Ended March 31, 2025 and December 31, 2024

Net Interest Income

Interest income

Interest income decreased by $6.2 million to $48.1 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The decrease was primarily due to $3.2 million related to loan repayments, $2.5 million due to lower interest rates, and $1.0 million from one senior loan placed on nonaccrual status. This was partially offset by $1.7 million due to loan originations.

Interest expense

Interest expense decreased by $4.6 million to $32.2 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The decrease was primarily due to $3.3 million from repayments on financings and $1.5 million from lower interest rates. This was offset by $0.3 million due to new financings.

Property and other income

Property operating income

Property operating income increased by $0.8 million to $26.9 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The increase was primarily driven by $0.8 million of reimbursement income associated with two office properties and $0.6 million due to the consolidation of a multifamily property that was previously

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classified as a loan in the first quarter of 2025 partially offset by $0.8 million related to one-time fee income associated with one office property in the fourth quarter ended 2024.

Other income

Other income decreased by $0.4 million to $2.6 million during the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The decrease was primarily driven by lower income on money market investments.

Expenses

Property operating expense

Property operating expense increased by $1.1 million to $10.0 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The increase was primarily driven by $0.8 million of utilities and snow removal expense at two office properties and $0.3 million due to the consolidation of a multifamily property that was previously classified as a loan in the first quarter of 2025.

Transaction, investment and servicing expense

Transaction, investment and servicing expense increased by $0.2 million to $0.6 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The increase was primarily due to franchise tax refunds received during the fourth quarter of 2024.

Interest expense on real estate

Interest expense on real estate decreased by $0.2 million to $6.6 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The decrease was primarily due to the amortization of our mortgages payable.

Depreciation and amortization

Depreciation and amortization expense decreased by $0.5 million to $10.6 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The decrease was primarily driven by $1.4 million associated with fully amortized intangibles in the fourth quarter of 2024 partially offset by $0.6 million associated with the consolidation of a multifamily property that was previously classified as a loan during the first quarter of 2025.

(Decrease) increase of current expected credit loss reserve

During the three months ended March 31, 2025, we recorded a decrease in CECL reserves of $0.2 million. The decrease in our CECL reserves was primarily driven by a net decrease in general reserves of $9.0 million offset by a net increase in specific CECL reserves of $8.8 million. The increase in specific CECL reserves was attributable to $9.2 million from one multifamily loan following its resolution during the quarter offset by a $0.4 million reversal of specific CECL from the receipt of additional proceeds received from a previously resolved loan.

We recorded total CECL reserves of $20.5 million during the three months ended December 31, 2024, which is comprised of an increase of $10.4 million in general reserves and $9.1 million of specific reserves. The increase in our general CECL reserve was primarily driven by the macroeconomic conditions, as well as specific inputs on certain office and multifamily properties utilized in our general CECL model. The specific reserves were charged off during the three months ended December 31, 2024.

Impairment of operating real estate

We recorded no impairment during the three months ended March 31, 2025. During the three months ended December 31, 2024, we recorded $9.0 million of impairment on two office properties following a reduction in the current expected holding period in connection with our preparation of our quarterly financial reporting for one property and executing a purchase and sales agreement on the other property.

Compensation and benefits

Compensation and benefits increased by $2.3 million to $10.4 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. The increase was primarily driven by $1.3 million in stock compensation expense following a one-time vesting event in March 2025 and higher benefit costs due to the annual reset of 401(k) and Social Security contributions.

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Operating expense

Operating expense increased by $0.5 million to $3.2 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024 primarily due to higher third-party costs.

Other income

Other gain, net

Other gain, net decreased by $0.2 million to other loss, net of $0.2 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024. We recorded a $0.2 million realized loss on sale of an office property during the three months ended March 31, 2025.

Income tax expense

Income tax expense decreased by a de minimis amount to $0.3 million for the three months ended March 31, 2025, as compared to the three months ended December 31, 2024.

The following table summarizes our portfolio results of operations for the three months ended March 31, 2025 and March 31, 2024 (dollars in thousands):

Net interest income

(19,477)

Property and other income

Expenses

Other income

60,815

Comparison of Three Months Ended March 31, 2025 and Three Months Ended March 31, 2024

Net Interest Income

Interest income

Interest income decreased by $19.5 million to $48.1 million for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. The decrease was primarily due to $8.6 million related to loan repayments, $5.0 million

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due to loans placed on nonaccrual status, $5.0 million due to a decrease in rates and $2.6 million related to loans that were transferred to real estate. This was partially offset by $2.8 million in loan originations.

Interest expense

Interest expense decreased by $7.9 million to $32.2 million for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. The decrease was primarily due to $8.3 million from paydowns on financings and $2.0 million from the net impact of the BRSP 2024-FL2 issuance and the unwinding of the CLNC 2019-FL1 securitization trust following the redemption of all outstanding securities thereunder. This was partially offset by $3.4 million relating to draws on our master repurchase facilities.

Property and other income

Property operating income

Property operating income increased by $1.8 million to $26.9 million for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. The increase was primarily due to $1.6 million from the consolidation of two multifamily properties that were previously classified as loans and $0.9 million from one multifamily property acquired through foreclosure partially offset by $0.4 million from one office property sold in the third quarter of 2024.

Other income

Other income decreased by $0.5 million to $2.6 million during the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, due to one-time income recorded during the three months ended March 31, 2024.

Expenses

Property operating expense

Property operating expense increased by $1.3 million to $10.0 million for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. The increase was primarily due to $1.3 million from the consolidation of two multifamily properties that were previously classified as loans and $0.8 million from one multifamily property acquired through foreclosure, partially offset by $0.9 million from the sale of one office property sold in the third quarter of 2024.

Transaction, investment and servicing expense

Transaction, investment and servicing expense increased by a de minimis amount for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024.

Interest expense on real estate

Interest expense on real estate decreased by $0.2 million to $6.6 million for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. This decrease was primarily due to bond amortization and foreign currency translation on the Stavanger, Norway office property.

Depreciation and amortization

Depreciation and amortization expense increased by $0.2 million to $10.6 million for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. The increase was primarily due to $1.4 million from one multifamily property acquired through foreclosure and $1.2 million from the consolidation of two multifamily properties that were previously classified as loans. This was partially offset by $1.5 million from fully amortized intangibles in 2024, $0.4 million in lower depreciation following impairment recorded in 2024 and $0.3 million from an office property sold during the three months ended March 31, 2025.

Decrease (increase) of current expected credit loss reserve

We recorded total CECL reserves of $74.4 million during the three months ended March 31, 2024, which is comprised of $67.3 million of general reserves and $7.1 million of specific reserves related to one multifamily loan. The increase in our general CECL reserve was primarily driven by the macroeconomic conditions, as well as specific inputs on certain office and

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multifamily properties utilized in our general CECL model. The specific CECL reserve was based on the estimated proceeds we expect to receive from the borrower upon the borrower’s sale of the loan collateral.

Compensation and benefits

Compensation and benefits increased by $1.7 million to $10.4 million for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. This was primarily due to $1.3 million in stock compensation following a one-time vesting event in March 2025.

Operating expense

Operating expense increased by a de minimis amount for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024.

Other income (loss)

Other gain, net

Other gain, net decreased by $0.6 million to other loss, net of $0.2 million for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024. This was primarily due to $0.2 million in foreign currency remeasurement gains recorded during the three months ended March 31, 2024. We recorded a $0.2 million realized loss on sale of an office property during the three months ended March 31, 2025.

Income tax expense

Income tax expense increased by a de minimis amount for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024.

Non-GAAP Supplemental Financial Measures

Distributable Earnings

We present Distributable Earnings, which is a non-GAAP supplemental financial measure of our performance. We believe that Distributable Earnings provides meaningful information to consider in addition to our net income and cash flow from operating activities determined in accordance with GAAP, and this metric is a useful indicator for investors in evaluating and comparing our operating performance to our peers and our ability to pay dividends. We elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, beginning with our taxable year ended December 31, 2018. As a REIT, we are required to distribute substantially all of our taxable income and we believe that dividends are one of the principal reasons investors invest in credit or commercial mortgage REITs such as our company. Over time, Distributable Earnings has been a useful indicator of our dividends per share and we consider that measure in determining the dividend, if any, to be paid. This supplemental financial measure also helps us to evaluate our performance excluding the effects of certain transactions and GAAP adjustments that we believe are not necessarily indicative of our current portfolio and operations.

We define Distributable Earnings as GAAP net income (loss) attributable to our common stockholders (or, without duplication, the owners of the common equity of our direct subsidiaries, such as our OP) and excluding (i) non-cash equity compensation expense, (ii) the expenses incurred in connection with our formation or other strategic transactions, (iii) acquisition costs from successful acquisitions, (iv) gains or losses from sales of real estate property and impairment write-downs of depreciable real estate, including unconsolidated joint ventures and preferred equity investments, (v) general CECL reserves, (vi) depreciation and amortization, (vii) any unrealized gains or losses or other similar non-cash items that are included in net income for the current quarter, regardless of whether such items are included in other comprehensive income or loss, or in net income, (viii) one-time events pursuant to changes in GAAP and (ix) certain material non-cash income or expense items that in the judgment of management should not be included in Distributable Earnings. For clauses (viii) and (ix), such exclusions shall only be applied after approval by a majority of our independent directors. Distributable Earnings include specific CECL reserves.

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Additionally, we define Adjusted Distributable Earnings as Distributable Earnings excluding (i) realized gains and losses on asset sales, (ii) fair value adjustments, which represent mark-to-market adjustments to investments in unconsolidated ventures based on an exit price, defined as the estimated price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants, (iii) unrealized gains or losses, (iv) specific CECL reserves and (v) one-time gains or losses that in the judgement of management should not be included in Adjusted Distributable Earnings. We believe Adjusted Distributable Earnings is a useful indicator for investors to further evaluate and compare our operating performance to our peers and our ability to pay dividends, net of the impact of any gains or losses on assets sales or fair value adjustments, as described above.

Distributable Earnings and Adjusted Distributable Earnings do not represent net income or cash generated from operating activities and should not be considered as an alternative to GAAP net income or an indication of our cash flows from operating activities determined in accordance with GAAP, a measure of our liquidity, or an indication of funds available to fund our cash needs. In addition, our methodology for calculating Distributable Earnings and Adjusted Distributable Earnings may differ from methodologies employed by other companies to calculate the same or similar non-GAAP supplemental financial measures, and accordingly, our reported Distributable Earnings and Adjusted Distributable Earnings may not be comparable to the Distributable Earnings and Adjusted Distributable Earnings reported by other companies.

The following tables present a reconciliation of net income (loss) attributable to our common stockholders to Distributable Earnings and Adjusted Distributable Earnings attributable to our common stockholders (dollars and share amounts in thousands, except per share data) for the three months ended March 31, 2025 and March 31, 2024:


	Three Months Ended March 31,		Three Months Ended March 31,
	2025		2024
Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders	$	5,342	$	(57,103)
Adjustments:

Non-cash equity compensation expense	4,213		2,170

Depreciation and amortization	10,748		10,531
Net unrealized loss (gain):

Other unrealized loss (gain) on investments	2		(151)
General CECL reserves	(9,018)		67,284
Loss on sales of real estate, preferred equity and investments in unconsolidated joint ventures	239		—
Adjustments related to noncontrolling interests	(172)		(189)
Distributable Earnings attributable to BrightSpire Capital, Inc. common stockholders	$	11,354	$	22,542
Distributable Earnings per share(1)	$	0.09	$	0.17

Adjustments:
Specific CECL reserves	$	8,782	$	7,128





Adjusted Distributable Earnings attributable to BrightSpire Capital, Inc. common stockholders	$	20,136	$	29,670

Adjusted Distributable Earnings per share(1)	$	0.16	$	0.23
Weighted average number of shares of Class A common stock(1)	129,860		130,100

________________________________________

(1)We calculate Distributable Earnings (Loss) per share, and Adjusted Distributable Earnings per share, non-GAAP financial measures, based on a weighted-average number of common shares.

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Undepreciated Book Value Per Share

We believe that presenting undepreciated book value per share is a more useful and consistent measure of the value of our current portfolio and operations for our investors. It additionally enhances the comparability to our peers who do not hold real estate investments. Undepreciated book value per share excludes our share of accumulated depreciation and amortization on real estate investments (including related intangible assets and liabilities). Non-GAAP impairment of real estate and foreign currency translation excludes our share of the carrying value (including any related foreign currency translation) on certain net leased and other real estate office properties whose non-recourse mortgages mature within 12 months or who have been placed in a cash flow sweep by their lender. Our ability to refinance at their maturity dates is burdened by the current interest rate environment, lenders’ aversion to finance or refinance office properties and/or associated improvements or paydowns potentially demanded at such properties. Loan maturity defaults can lead to foreclosures. Given this potential likelihood, we believe it is prudent to recognize impairments and exclude our share of the carrying value related to these properties.

The following table calculates our GAAP book value per share and undepreciated book value per share ($ in thousands, except per share data):


	March 31, 2025		December 31, 2024
Stockholders’ equity excluding noncontrolling interests in investment entities	$	1,034,924	$	1,048,218
Accumulated depreciation and amortization	241,234		232,177
Non-GAAP impairment of real estate	(139,120)		(134,578)
Foreign currency translation	6,485		6,624
Undepreciated book value	$	1,143,523	$	1,152,441

GAAP book value per share	$	7.92	$	8.08
Accumulated depreciation and amortization per share	1.85		1.79
Non-GAAP impairment of real estate	(1.06)		(1.04)
Foreign currency translation	0.05		0.05
Undepreciated book value per share(1)	$	8.75	$	8.89
Total outstanding shares - Class A common stock	130,658		129,685

________________________________________

(1)Per share data may differ due to rounding.

NOI

We believe NOI to be a useful measure of operating performance of our net leased and other real estate portfolios as they are more closely linked to the direct results of operations at the property level. NOI excludes historical cost depreciation and amortization, which are based on different useful life estimates depending on the age of the properties, as well as adjustments for the effects of real estate impairment and gains or losses on sales of depreciated properties, which eliminate differences arising from investment and disposition decisions. Additionally, by excluding corporate level expenses or benefits such as interest expense, any gain or loss on early extinguishment of debt and income taxes, which are incurred by the parent entity and are not directly linked to the operating performance of the Company’s properties, NOI provides a measure of operating performance independent of the Company’s capital structure and indebtedness. However, the exclusion of these items as well as others, such as capital expenditures and leasing costs, which are necessary to maintain the operating performance of the Company’s properties, and transaction costs and administrative costs, may limit the usefulness of NOI. NOI may fail to capture significant trends in these components of GAAP net income (loss) which further limits its usefulness.

NOI should not be considered as an alternative to net income (loss), determined in accordance with GAAP, as an indicator of operating performance. In addition, our methodology for calculating NOI involves subjective judgment and discretion and may differ from the methodologies used by other companies, when calculating the same or similar supplemental financial measures and may not be comparable with other companies.

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The following tables present a reconciliation of net income (loss) on our net leased and other real estate portfolios attributable to our common stockholders to NOI attributable to our common stockholders (dollars in thousands) for the three months ended March 31, 2025 and March 31, 2024:


	Three Months Ended March 31,		Three Months Ended March 31,
	2025		2024
Net income (loss) attributable to BrightSpire Capital, Inc. common stockholders	$	5,342	$	(57,103)
Adjustments:

Net (income) loss attributable to non-net leased and other real estate portfolios(1)	(6,287)		56,456
Net loss attributable to noncontrolling interests in investment entities	(1,634)		(4)
Amortization of above- and below-market lease intangibles	59		112
Net interest (income) expense	39		(17)
Interest expense on real estate	7,940		6,782
Other income	(34)		(189)
Transaction, investment and servicing expense	38		122
Depreciation and amortization	10,519		10,353

Operating expense	1		24
Other (gain) loss on investments, net	742		(150)
Income tax expense	254		240
NOI attributable to noncontrolling interest in investment entities	(267)		(307)
Total NOI, at share	$	16,712	$	16,319

________________________________________

(1)Net (income) loss attributable to non-net leased and other real estate portfolios includes net (income) loss on our senior and mezzanine loans and preferred equity and corporate and other business segments.

Liquidity and Capital Resources

Overview

Our material cash commitments include commitments to repay borrowings, finance our assets and operations, meet future funding obligations, make distributions to our stockholders and fund other general business needs. We use significant cash to make investments, meet commitments to existing investments, repay the principal of and interest on our borrowings and pay other financing costs, make distributions to our stockholders and fund our operations.

Our primary sources of liquidity include cash on hand, cash generated from our operating activities and cash generated from asset sales and investment maturities. However, subject to maintaining our qualification as a REIT and our Investment Company Act exclusion, we may use several sources to finance our business, including bank credit facilities (including term loans and revolving facilities), Master Repurchase Facilities and securitizations, as described below. In addition to our current sources of liquidity, there may be opportunities from time to time to access liquidity through public offerings of debt and equity securities. We have sufficient sources of liquidity to meet our material cash commitments for the next 12 months and the foreseeable future.

Financing Strategy

We have a multi-pronged financing strategy that includes an up to $165.0 million secured revolving credit facility as of March 31, 2025, up to approximately $2.0 billion in secured revolving repurchase facilities, $1.0 billion in non-recourse securitization financing, $595.4 million in commercial mortgages and $34.5 million in other asset-level financing structures.

In addition, we may use other forms of financing, including additional warehouse facilities, public and private secured and unsecured debt issuances and equity or equity-related securities issuances by us or our subsidiaries. We may also finance a portion of our investments through the syndication of one or more interests in a whole loan. We will seek to match the nature and duration of the financing with the underlying asset’s cash flow, including using hedges, as appropriate.

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Debt-to-Equity Ratio

The following table presents our debt-to-equity ratio:

March 31, 2025

December 31, 2024

Debt-to-equity ratio(1)

2.1x

_________________________________________

(1)Represents (i) total consolidated outstanding secured debt less cash and cash equivalents of $200.9 million and $302.2 million at March 31, 2025 and December 31, 2024, respectively to (ii) total equity, in each case, at period end.

Potential Sources of Liquidity

As discussed in greater detail above under “Trends Affecting our Business,” and “Factors Impacting Our Operating Results” overall market uncertainty coupled with rising inflation and high interest rates have tempered the loan financing markets recently. A high interest rate environment will result in increased interest expense on our variable rate debt that is not hedged and may result in disruptions to our borrowers’ and tenants’ ability to finance their activities, which would similarly adversely impact their ability to make their monthly mortgage payments and meet their loan obligations. Additionally, due to the current market conditions, warehouse lenders may take a more conservative stance by increasing funding costs, which may lead to margin calls.

Our primary sources of liquidity include borrowings available under our credit facilities, Master Repurchase Facilities and monthly mortgage payments from our borrowers.

Bank Credit Facilities

We use bank credit facilities (including term loans and revolving facilities) to finance our business. These financings may be collateralized or non-collateralized and may involve one or more lenders. Credit facilities typically have maturities ranging from two to five years and may accrue interest at either fixed or floating rates.

On January 28, 2022, the OP (together with certain subsidiaries of the OP from time to time party thereto as borrowers, collectively, the “Borrowers”) entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), and the several lenders from time to time party thereto (the “Lenders”), pursuant to which the Lenders agreed to provide a revolving credit facility in the aggregate principal amount of up to $165.0 million, of which up to $25.0 million is available as letters of credit. Loans under the Credit Agreement may be advanced in U.S. dollars and certain foreign currencies, including euros, pounds sterling and Swiss francs. The Credit Agreement amended and restated the OP’s prior $300.0 million revolving credit facility that would have matured on February 1, 2022.

The Credit Agreement also includes an option for the Borrowers to increase the maximum available principal amount of up to $300.0 million, subject to one or more new or existing Lenders agreeing to provide such additional loan commitments and satisfaction of other customary conditions.

Advances under the Credit Agreement accrue interest at a per annum rate equal to, at the applicable Borrower’s election, either (x) an adjusted SOFR rate plus a margin of 2.25%, or (y) a base rate equal to the highest of (i) the Wall Street Journal’s prime rate, (ii) the federal funds rate plus 0.50% and (iii) the adjusted SOFR rate plus 1.00%, plus a margin of 1.25%. An unused commitment fee at a rate of 0.25% or 0.35%, per annum, depending on the amount of facility utilization, applies to un-utilized borrowing capacity under the Credit Agreement. Amounts owed under the Credit Agreement may be prepaid at any time without premium or penalty, subject to customary breakage costs in the case of borrowings with respect to which a SOFR rate election is in effect.

The maximum amount available for borrowing at any time under the Credit Agreement is limited to a borrowing base valuation of certain investment assets, with the valuation of such investment assets generally determined according to a percentage of adjusted net book value. As of March 31, 2025, the borrowing base valuation is sufficient to permit borrowings of up to the entire $165.0 million. If any borrowing is outstanding for more than 180 days after its initial draw, the borrowing base valuation will be reduced by 50% until all outstanding borrowings are repaid in full. The ability to borrow new amounts under the Credit Agreement terminates on January 31, 2026, at which time the OP may, at its election and by written notice to the Administrative Agent, extend the termination date for two additional terms of six months each, subject to the terms and conditions in the Credit Agreement, resulting in a latest termination date of January 31, 2027.

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interests owned by the Borrowers and the Guarantors, as well as by a security interest in deposit accounts of the Borrowers and the Guarantors in which the proceeds of investment asset distributions are maintained.

The Credit Agreement contains various affirmative and negative covenants, including, among other things, the obligation of the Company to maintain REIT status and be listed on the New York Stock Exchange, and limitations on debt, liens and restricted payments. In addition, the Credit Agreement includes the following financial covenants applicable to the OP and its consolidated subsidiaries: (a) minimum consolidated tangible net worth of the OP to be greater than or equal to the sum of (i) $1,112,000,000 and (ii) 70% of the net cash proceeds received by the OP from any offering of its common equity after September 30, 2021 and of the net cash proceeds from any offering by the Company of its common equity to the extent such proceeds are contributed to the OP, excluding any such proceeds that are contributed to the OP within ninety (90) days of receipt and applied to acquire capital stock of the OP; (b) the OP’s ratio of EBITDA plus lease expenses to fixed charges for any period of four consecutive fiscal quarters to be not less than 1.50 to 1.00; (c) the OP’s minimum interest coverage ratio to be not less than 3.00 to 1.00; and (d) the OP’s ratio of consolidated total debt to consolidated total assets to be not more than 0.80 to 1.00. The Credit Agreement also includes customary events of default, including, among other things, failure to make payments when due, breach of covenants or representations, cross default to material indebtedness, material judgment defaults, bankruptcy matters involving any Borrower or any Guarantor and certain change of control events. The occurrence of an event of default will limit the ability of the OP and its subsidiaries to make distributions and may result in the termination of the credit facility, acceleration of repayment obligations and the exercise of remedies by the Lenders with respect to the collateral.

As of March 31, 2025, we were in compliance with all of our financial covenants under the Credit Agreement.

Master Repurchase Facilities

Currently, our primary sources of financing the origination of first mortgage loans and senior loan participations secured by senior loan investments are our repurchase agreements with multiple global financial institutions (each, a “Master Repurchase Facility” and collectively, the “Master Repurchase Facilities”). The Master Repurchase Facilities, effectively allow us to borrow against loans that we own in an amount generally equal to (i) the market value of such loans multiplied by (ii) the applicable advance rate. Under these agreements, we sell our loans to a counterparty and agree to repurchase the same loans from the counterparty at a price equal to the original sales price plus an interest factor. During the term of a repurchase agreement, we receive the principal and interest on the related loans and pay interest to the lender under the master repurchase agreement. We intend to maintain formal relationships with multiple counterparties to obtain master repurchase financing.

The following table presents a summary of our Master Repurchase Facilities and Bank Credit Facility as of March 31, 2025 (dollars in thousands):


	Maximum Facility Size		Current Borrowings		Weighted Average Final Maturity (Years)	Weighted Average Interest Rate(1)
Master Repurchase Facilities
Bank 1	$	600,000	$	346,946	2.0	SOFR + 2.43%
Bank 2	600,000		160,075		5.0	SOFR + 2.01%
Bank 3	400,000		176,466		2.2	SOFR + 1.78%
Bank 4	400,000		50,007		4.6	SOFR + 1.80%
Total Master Repurchase Facilities	2,000,000		733,494


Bank Credit Facility	165,000		—		1.8	SOFR + 2.25%

Total Facilities	$	2,165,000	$	733,494

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(1)All facilities utilize Term SOFR at March 31, 2025.

The following table presents the quarterly average unpaid principal balance (“UPB”), end of period UPB and the maximum UPB at any month-end related to our Master Repurchase Facilities and Bank Credit Facility (dollars in thousands):


Quarter Ended	Quarterly Average UPB		End of Period UPB		Maximum UPB at Any Month-End
March 31, 2025	$	759,339	$	733,494	$	818,603
December 31, 2024	816,782		785,183		848,381
September 30, 2024	923,540		848,381		987,017
June 30, 2024	1,015,107		998,699		1,031,514
March 31, 2024	1,092,119		1,031,516		1,121,264

Operating Activities

Cash inflows from operating activities are generated primarily through interest received from loans held for investment, and property operating income from our real estate portfolio. This is partially offset by payment of interest expenses for credit facilities and mortgages payable, and operating expenses supporting our various lines of business, including property management and operations, loan servicing and workout of loans in default, investment transaction costs, as well as general administrative costs.

Our operating activities provided net cash inflows of $10.5 million and $24.6 million for the three months ended March 31, 2025 and 2024, respectively. Net cash provided by operating activities decreased for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 primarily due to lower net interest income recorded during the three months ended March 31, 2025

We believe cash flows from operations, available cash balances and our ability to generate cash through short and long-term borrowings are sufficient to fund our operating liquidity needs.

Investing Activities

Investing activities include cash outlays for disbursements on new and/or existing loans, which are partially offset by repayments of loans held for investment.

Investing activities generated net cash inflows of $13.6 million for the three months ended March 31, 2025. Net cash provided by investing activities in the first quarter of 2025 resulted primarily from repayments on loans held for investment, net of $133.0 million partially offset by the origination and fundings on our loans held for investment, net of $112.6 million and the change in escrow deposit activity of $9.9 million.

Investing activities generated net cash inflows of $79.4 million for the three months ended March 31, 2024. Net cash provided by investing activities in first quarter of 2024 resulted primarily from repayments on loans held for investment, net of $116.8 million partially offset by the change in escrow deposit activity of $19.8 million as well as the origination and fundings on our loans held for investment, net of $15.2 million.

Financing Activities

We finance our investing activities largely through borrowings secured by our investments along with capital from third party investors. We also have the ability to raise capital in the public markets through issuances of common stock, as well as draws upon our corporate credit facility, to finance our investing and operating activities. Accordingly, we incur cash outlays for payments on third party debt and dividends to our common stockholders.

Financing activities used net cash of $183.4 million for the three months ended March 31, 2025, which resulted primarily from repayment of securitization bonds of $104.3 million, repayment of credit facilities of $100.9 million and distributions paid on common stock of $20.7 million partially offset by borrowings from credit facilities of $49.2 million.

Financing activities used net cash of $159.4 million for the three months ended March 31, 2024, which resulted primarily from repayment of credit facilities of $133.1 million and distributions paid on common stock of $26.0 million.

Our Investment Strategy

Our objective is to generate consistent and attractive risk-adjusted returns to our stockholders. We seek to achieve this objective primarily through cash distributions and the preservation of invested capital. We believe our investment strategy provides flexibility through economic cycles to achieve attractive risk-adjusted returns. This approach is driven by a disciplined investment strategy, focused on:

•leveraging long standing relationships, our organization structure and the experience of the team;

•the underlying real estate and market dynamics to identify investments with attractive risk-return profiles;

•primarily originating and structuring CRE senior loans and selective investments in mezzanine loans and preferred equity with attractive return profiles relative to the underlying value and financial operating performance of the real estate collateral, given the strength and quality of the sponsorship;

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•structuring transactions with a prudent amount of leverage, if any, given the risk of the underlying asset’s cash flows, attempting to match the structure and duration of the financing with the underlying asset’s cash flows, including through the use of hedges, as appropriate; and

•operating our net leased real estate investments and selectively pursuing new investments based on property location and purpose, tenant credit quality, market lease rates and potential appreciation of, and alternative uses for, the real estate.

The period for which we intend to hold our investments will vary depending on the type of asset, interest rates, investment performance, micro and macro real estate environment, capital markets and credit availability, among other factors. We generally expect to hold debt investments until the stated maturity and equity investments in accordance with each investment’s proposed business plan. We may sell all or a partial ownership interest in an investment before the end of the expected holding period if we believe that market conditions have maximized its value to us, or the sale of the asset would otherwise be in the best interests of our stockholders.

Our investment strategy is flexible, enabling us to adapt to shifts in economic, real estate and capital market conditions and to exploit market inefficiencies. We may expand or change our investment strategy or target assets over time in response to opportunities available in different economic and capital market conditions. This flexibility in our investment strategy allows us to employ a customized, solutions-oriented approach, which we believe is attractive to borrowers and tenants. We believe that our diverse portfolio, our ability to originate, acquire and manage our target assets and the flexibility of our investment strategy positions us to capitalize on market inefficiencies and generate attractive long-term risk-adjusted returns for our stockholders through a variety of market conditions and economic cycles.

Underwriting, Asset and Risk Management

We closely monitor our portfolio and actively manage risks associated with, among other things, our assets and interest rates. Prior to investing in any particular asset, the underwriting team, in conjunction with third party providers, undertakes a rigorous asset-level due diligence process, involving intensive data collection and analysis, to ensure that we understand fully the state of the market and the risk-reward profile of the asset. Beginning in 2021, our investment and portfolio management and risk assessment practices diligence the environmental, social and governance (“ESG”) standards of our business counterparties, including borrowers, sponsors and that of our investment assets and underlying collateral, which may include sustainability initiatives, recycling, energy efficiency and water management, volunteer and charitable efforts, anti-money laundering and know-your-client policies, and engagement and belonging practices in workforce leadership, composition and hiring practices. Prior to making a final investment decision, we focus on portfolio diversification to determine whether a target asset will cause our portfolio to be too heavily concentrated with, or cause too much risk exposure to, any one borrower, real estate sector, geographic region, source of cash flow for payment or other geopolitical issues. If we determine that a proposed acquisition presents excessive concentration risk, we may determine not to acquire an otherwise attractive asset.

For each asset that we acquire, our asset management team engages in active management of the asset, the intensity of which depends on the attendant risks. The asset manager works collaboratively with the underwriting team to formulate a strategic plan for the particular asset, which includes evaluating the underlying collateral and updating valuation assumptions to reflect changes in the real estate market and the general economy. This plan also generally outlines several strategies for the asset to extract the maximum amount of value from each asset under a variety of market conditions. Such strategies may vary depending on the type of asset, the availability of refinancing options, recourse and maturity, but may include, among others, the restructuring of non-performing or sub-performing loans, the negotiation of discounted payoffs or other modification of the terms governing a loan, and the foreclosure and management of assets underlying non-performing loans in order to reposition them for profitable disposition. We continuously track the progress of an asset against the original business plan to ensure that the attendant risks of continuing to own the asset do not outweigh the associated rewards. Under these circumstances, certain assets will require intensified asset management in order to achieve optimal value realization.

Our asset management team engages in a proactive and comprehensive on-going review of the credit quality of each asset it manages. In particular, for debt investments on at least an annual basis, the asset management team will evaluate the financial wherewithal of individual borrowers to meet contractual obligations as well as review the financial stability of the assets securing such debt investments. Further, there is ongoing review of borrower covenant compliance including the ability of borrowers to meet certain negotiated debt service coverage ratios and debt yield tests. For equity investments, the asset management team, with the assistance of third-party property managers, monitors and reviews key metrics such as occupancy, same-store sales, tenant payment rates, property budgets and capital expenditures. If through this analysis of credit quality, the asset management team encounters declines in credit quality not in accordance with the original business plan, the team evaluates the risks and determines what changes, if any, are required to the business plan to ensure that the attendant risks of continuing to hold the investment do not outweigh the associated rewards.

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In addition, the audit committee of our board of directors, in consultation with management, periodically reviews our policies with respect to risk assessment and risk management, including key risks to which we are subject, including credit risk, liquidity risk and market risk, and the steps that management has taken to monitor and control such risks.

Inflation

Virtually all of our assets and liabilities are interest rate sensitive in nature. As a result, interest rates and other factors influence our performance significantly more than inflation does. A change in interest rates may correlate with the inflation rate. Substantially all of the leases at our multifamily properties allow for monthly or annual rent increases which provide us with the opportunity to achieve increases, where justified by the market, as each lease matures. Such types of leases generally minimize the risks of inflation on our multifamily properties.

Refer to Item 3, “Quantitative and Qualitative Disclosures About Market Risk” for additional details.

Critical Accounting Estimates

Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP, which requires the use of estimates and assumptions that involve the exercise of judgment and that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. There have been no material changes to our critical accounting estimates described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

Recent Accounting Updates

For recent accounting updates, refer to Note 2, “Summary of Significant Accounting Policies” in our accompanying consolidated financial statements included in Part I, Item 1, “Financial Statements.”

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Our primary market risks are interest rate risk, prepayment risk, extension risk, credit risk, real estate market risk, capital market risk and foreign currency risk, either directly through the assets held or indirectly through investments in unconsolidated ventures.

Interest Rate Risk

Interest rate risk relates to the risk that the future cash flow of a financial instrument will fluctuate because of changes in market interest rates. Interest rate risk is highly sensitive to many factors, including governmental, monetary and tax policies, domestic and international economic and political considerations, international conflicts, inflation and other factors beyond our control. Credit curve spread risk is highly sensitive to the dynamics of the markets for loans and securities we hold. Excessive supply of these assets combined with reduced demand will cause the market to require a higher yield. This demand for higher yield will cause the market to use a higher spread over the U.S. Treasury securities yield curve, or other benchmark interest rates, to value these assets.

As U.S. Treasury securities are priced to a higher yield and/or the spread to U.S. Treasuries used to price the assets increases, the price at which we could sell some of our fixed rate financial assets may decline. Conversely, as U.S. Treasury securities are priced to a lower yield and/or the spread to U.S. Treasuries used to price the assets decreases, the value of our fixed rate financial assets may increase. Fluctuations in SOFR may affect the amount of interest income we earn on our floating rate borrowings and interest expense we incur on borrowings indexed to SOFR, including under credit facilities and investment-level financing.

We may utilize a variety of financial instruments on some of our investments, including interest rate swaps, caps, floors and other interest rate exchange contracts, in order to limit the effects of fluctuations in interest rates on our operations. The use of these types of derivatives to hedge interest-earning assets and/or interest-bearing liabilities carries certain risks, including the risk that losses on a hedge position will reduce the funds available for distribution and that such losses may exceed the amount invested in such instruments. A hedge may not perform its intended purpose of offsetting losses of rising interest rates. Moreover, with respect to certain of the instruments used as hedges, there is exposure to the risk that the counterparties may cease making markets and quoting prices in such instruments, which may inhibit the ability to enter into an offsetting transaction with respect to an open position. Our profitability may be adversely affected during any period as a result of changing interest rates. At March 31, 2025, we held no derivative instruments.

As of March 31, 2025, a hypothetical 100 basis point increase or decrease in the applicable interest rate benchmark on our loan portfolio would increase or decrease interest income by $5.0 million annually, net of interest expense.

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See the “Factors Impacting Our Operating Results” section in “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” for further discussion on interest rates.

Prepayment risk

Prepayment risk is the risk that principal will be repaid at a different rate than anticipated, resulting in a less than expected return on an investment. As prepayments of principal are received, any premiums paid on such assets are amortized against interest income, while any discounts on such assets are accreted into interest income. Therefore, an increase in prepayment rates has the following impact: (i) accelerates amortization of purchase premiums, which reduces interest income earned on the assets; and conversely, (ii) accelerates accretion of purchase discounts, which increases interest income earned on the assets.

Extension risk

The weighted average life of assets is projected based on assumptions regarding the rate at which borrowers will prepay or extend their mortgages. If prepayment rates decrease or extension options are exercised by borrowers at a rate that deviates significantly from projections, the life of fixed rate assets could extend beyond the term of the secured debt agreements. This in turn could negatively impact liquidity to the extent that assets may have to be sold and losses may be incurred as a result.

Credit risk

Investment in loans held for investment is subject to a high degree of credit risk through exposure to loss from loan defaults. Default rates are subject to a wide variety of factors, including, but not limited to, borrower financial condition, property performance, property management, supply/demand factors, construction trends, consumer behavior, regional economics, interest rates, the strength of the U.S. economy and other factors beyond our control. All loans are subject to a certain probability of default. We manage credit risk through the underwriting process, acquiring investments at the appropriate discount to face value, if any, and establishing loss assumptions. We carefully monitor performance of all loans, including those held through joint venture investments, as well as the external factors that may affect their value.

We are also subject to the credit risk of the tenants in our properties, including business closures, occupancy levels, meeting rent or other expense obligations, lease concessions, and ESG standards and practices among other factors. We seek to undertake a rigorous credit evaluation of the tenants prior to acquiring properties. This analysis includes an extensive due diligence investigation of the tenants’ businesses, as well as an assessment of the strategic importance of the underlying real estate to the respective tenants’ core business operations. Where appropriate, we may seek to augment the tenants’ commitment to the properties by structuring various credit enhancement mechanisms into the underlying leases. These mechanisms could include security deposit requirements or guarantees from entities that are deemed credit worthy.

Our in-depth understanding of CRE and real estate-related investments, and in-house underwriting, asset management and resolution capabilities, provides us and management with a sophisticated full-service platform to regularly evaluate our investments and determine primary, secondary or alternative strategies to manage the credit risks described above. This includes intermediate servicing and complex and creative negotiating, restructuring of non-performing investments, foreclosure considerations, intense management or development of owned real estate, in each case to manage the risks faced to achieve value realization events in our interests and our stockholders. Solutions considered may include defensive loan or lease modifications, temporary interest or rent deferrals or forbearances, converting current interest payment obligations to payment-in-kind, repurposing reserves and/or covenant waivers. Depending on the nature of the underlying investment and credit risk, we may pursue repositioning strategies through judicious capital investment in order to extract value from the investment or limit losses.

There can be no assurance that the measures we take will be sufficient to address or mitigate the impact of credit risk on our future operating results, liquidity and financial condition.

Real estate market risk

We are exposed to the risks generally associated with the commercial real estate market. The market values of commercial real estate are subject to volatility and may be affected adversely by a number of factors, including, but not limited to, national, regional, and local economic conditions, as well as changes or weakness in specific industry segments, and other macroeconomic factors beyond our control which have and may continue to affect occupancy rates, capitalization rates and absorption rates. This in turn could impact the performance of tenants and borrowers. We seek to manage these risks through our underwriting due diligence and asset management processes and the solutions-oriented process described above.

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Capital markets risk

We are exposed to risks related to the debt capital markets, specifically the ability to finance our business through borrowings under secured revolving repurchase facilities, secured and unsecured warehouse facilities or other debt instruments. We seek to mitigate these risks by monitoring the debt capital markets to inform our decisions on the amount, timing and terms of our borrowings.

Our Master Repurchase Facilities are partial recourse, and margin call provisions do not permit valuation adjustments based on capital markets events; rather they are limited to collateral-specific credit marks generally determined on a commercially reasonable basis. For the three months ended March 31, 2025, and through April 29, 2025, we have not received any margin calls under our Master Repurchase Facilities.

We have amended our Bank Credit Facility and Master Repurchase Facilities to adjust certain covenants (such as the tangible net worth covenant), reduce advance rates on certain financed assets, obtain margin call holidays and permitted modification flexibilities, in an effort to mitigate the risk of future compliance issues, including margin calls, under our financing arrangements.

Foreign Currency Risk

We have foreign currency rate exposures related to our foreign currency-denominated investments held by our foreign subsidiaries. Changes in foreign currency rates can adversely affect the fair values and earning of our non-U.S. holdings. We generally mitigate this foreign currency risk by utilizing currency instruments to hedge our net investments in our foreign subsidiaries. The type of hedging instruments that we employed on our foreign subsidiary investments were put options.

At March 31, 2025, we had approximately NOK 263.1 million or a total of $25.0 million, in net investments in our European subsidiaries. A 1.0% change in the foreign currency rate would result in a $0.3 million increase or decrease in translation gain or loss included in other comprehensive income in connection with our European subsidiary.

We had no foreign exchange contracts in place at March 31, 2025. The maturity dates of the prior instruments approximated the projected dates of related cash flows for specific investments. Termination or maturity of currency hedging instruments may have resulted in an obligation for payment to or from the counterparty to the hedging agreement. We were exposed to credit loss in the event of non-performance by counterparties for these contracts. To manage this risk, we selected major international banks and financial institutions as counterparties and performed a quarterly review of the financial health and stability of our trading counterparties. No counterparty defaulted on its obligations when we held foreign exchange contracts.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As required by Rule 13a-15(b) under the Exchange Act, our management carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of March 31, 2025, our disclosure controls and procedures were effective at providing reasonable assurance regarding the reliability of the information required to be disclosed by us in reports that we file under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the most recent fiscal quarter that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II—Other Information

Item 1. Legal Proceedings

The Company is not currently subject to any material legal proceedings. We anticipate that we may from time to time be involved in legal actions arising in the ordinary course of business, the outcome of which we would not expect to have a material adverse effect on our financial position, results of operations or cash flow.

Item 1A. Risk Factors

In addition to the other information in this Quarterly Report on Form 10-Q, you should carefully consider the risks described in our Annual Report on Form 10-K for the year ended December 31, 2024, in Part I, Item 1A, Risk Factors, and in our other filings with the SEC. These factors may materially affect our business, financial condition and operating results. There have been no material changes to the risk factors relating to the Company disclosed in our Form 10-K for the year ended December 31, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no sales of unregistered securities of our Company during the three months ended March 31, 2025.

Purchases of Equity Securities by Issuer

The following table summarizes the repurchase of common stock for the three months ended March 31, 2025 (in thousands, except per share data):


Period	Total number of shares purchased	Average price paid per share		Total number of shares purchased as part of publicly announced plans or programs	Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs(1)
January 1 - 31, 2025	—	$	—	—	$	—
February 1 - 28, 2025	—	—		—	—
March 1 - 31, 2025(2)	196	5.59		196	42,309
Total	196	$	5.59	196	$	42,309

________________________________________

(1)In April 2024, the Company’s board of directors authorized a stock repurchase program under which the Company may repurchase up to $50.0 million of its outstanding Class A common stock until April 30, 2025.

(2)In accordance with the Company’s policy, this transaction will be reflected in the consolidated financial statements in April 2025 on the settlement date.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended March 31, 2025, director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

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Item 6. Exhibits

EXHIBIT INDEX


Exhibit Number						Description of Exhibit
3.1						Articles of Amendment and Restatement of BrightSpire Capital, Inc., as amended (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q (No. 001-38377) for the quarter ended June 30, 2021 filed on August 5, 2021)
3.2						Fifth Amended and Restated Bylaws of BrightSpire Capital, Inc., as amended (incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q (No. 001-38377) for the quarter ended March 31, 2023 filed on May 3, 2023)
10.1†						BrightSpire Capital, Inc. 2022 Equity Incentive Plan Second Amended and Restated Performance Restricted Stock Unit Agreement, dated as of February 18, 2025 (inc orporated by ref erence to Exhibit 10.11 to the Company ’s Annual Report on Form 10-K (No. 001 -38377) filed o n February 19, 2025
31.1*						Certification by the Chief Executive Officer pursuant to 17 CFR 240.13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*						Certification by the Chief Financial Officer pursuant to 17 CFR 240.13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*						Certification by the Chief Executive Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*						Certification by the Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH*						Inline XBRL Taxonomy Extension Schema Document
101.CAL*						Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*						Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*						Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase Document
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

______________________________________

* Filed herewith

† Denotes a management contract or compensatory plan, contract or arrangement.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: April 30, 2025


BRIGHTSPIRE CAPITAL, INC.

By:						/s/ Michael J. Mazzei
						Michael J. Mazzei
						Chief Executive Officer
						(Principal Executive Officer)

By:						/s/ Frank V. Saracino
						Frank V. Saracino
						Chief Financial Officer
						(Principal Accounting Officer)

BrightSpire Capital, Inc. - Quarter Report: 2025 March (Form 10-Q)

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