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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
Amendment No. 1
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| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026
OR
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| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE TRANSITION PERIOD FROM TO
Commission File Number: 000-55931
Blackstone Real Estate Income Trust, Inc.
(Exact name of Registrant as specified in its charter)
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| Maryland | | 81-0696966 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| 345 Park Avenue | | |
| New York, | NY | | 10154 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (212) 583-5000
Securities registered pursuant to Section 12(b) of the Act: None
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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| Large accelerated filer | | ☐ | Accelerated filer | | ☐ |
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| Non-accelerated filer | | ý | Smaller reporting company | | ☐ |
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| Emerging growth company | | ☐ | | | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ý
As of May 8, 2026, the registrant had the following shares outstanding (in thousands): 2,162,488 shares of Class I common stock, 1,157,135 shares of Class S common stock, 47,659 shares of Class S-2 common stock, 94,830 shares of Class D common stock, 6,788 shares of Class D-2 common stock, 30,092 shares of Class T common stock, 427 shares of Class T-2 common stock, 38,377 shares of Class C common stock, 8,074 shares of Class L common stock, 0 shares of Class L-2 common stock, and 0 shares of Class F common stock.
Explanatory Note
Blackstone Real Estate Income Trust, Inc. (the “Company,” “we,” “us” or “our”) is filing this Amendment No. 1 (the “Amendment”) to our Quarterly Report on Form 10-Q for the period ended March 31, 2026, which was filed with the Securities and Exchange Commission on May 8, 2026 (the “Form 10-Q”), for the sole purpose of providing conformed signatures on Exhibits 31.1, 31.2 and 32.1 inadvertently omitted from the Form 10-Q. Accordingly, Exhibits 31.1, 31.2, 32.1 and 32.2 are being re-filed with this Amendment.
Except as described above, this Amendment does not modify or update disclosure in, or exhibits to, the Form 10-Q. Furthermore, this Amendment does not change any previously reported financial results, nor does it reflect events occurring after the filing date of the Form 10-Q. This Amendment should be read in conjunction with the Form 10-Q.
ITEM 6. EXHIBITS
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| Exhibit Number | | Exhibit Description |
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| 31.1 | | |
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| 31.2 | | |
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| 32.1 | | |
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32.2 | | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| | BLACKSTONE REAL ESTATE INCOME TRUST, INC. |
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| May 8, 2026 | | /s/ Paul Kolodziej |
| Date | | Paul Kolodziej |
| | Chief Financial Officer and Treasurer |
| | (Principal Financial Officer and Principal Accounting Officer) |
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