CMCT Stock: Preferred Paid in Shares, 4 Reverse Splits, Oakland Default

The preferred: who bought it, what it paid, how it was meant to end

CMCT sold three series of cumulative preferred stock to retail investors in registered public offerings: Series A (October 2016 to June 2022), Series D (February 2020 to June 2022) and Series A1 (June 2022 to September 2024). Through June 30, 2026 the three offerings had issued 12,040,878 Series A1, 8,251,657 Series A and 56,857 Series D shares for aggregate net proceeds of $459.1 million. The shares carry a $25.00 stated value and no exchange listing: the 10-K says “There is no public market for our Preferred Stock, and we do not expect any such market to develop.”

Dividends are “if, as and when” declared, cumulative, and the three series rank equally with each other and ahead of the common. The company says it expects to pay them monthly in arrears “unless our results of operations, our general financing conditions, general economic conditions, applicable requirements of the Maryland General Corporation Law (“MGCL”) or other factors make it imprudent to do so.” None has been skipped in the filings we read: the 10-Q shows $4.1 million, $1.8 million and $24 thousand of cash dividends on Series A1, A and D in the first half of 2026.

The exit was supposed to be redemption. From the date of issue until the fifth anniversary a holder may redeem at the stated value less a redemption fee; after that the company and the holder can redeem at 100% of stated value plus accrued dividends. The catch is a single sentence: the redemption price “may be paid in cash or in shares of Common Stock in our sole discretion.”

What it paid in: cash versus stock

For Series A1, the series sold most recently and in the largest amount, almost every redeemed share was settled in stock. That is the practical meaning of “redemption” here, and it is why this page treats the common share count and price as part of the preferred story.

March 16, 2026: $235.8 million of preferred becomes 257.8 million shares

On March 6, 2026 the company gave notice that it would redeem about 1,873,573 Series A, 7,556,751 Series A1 and 21,760 Series D shares in common stock. The 8-K/A of March 18 gives the final numbers, set by the average price of the 20 trading days before each date.

Two sets of arithmetic matter to a holder. First, $235.8 million of stated value for 257,787,595 shares is about $0.91 a share before the 2026 splits, or about $91 on today's share basis (our arithmetic; accrued dividends were also paid in shares, so the true price was slightly lower). Second, as an illustration only: 9,430,971 preferred shares became 257,787,595 common shares, about 27.3 for each (our arithmetic), or 0.273 of a share after the two 2026 splits. At the $4.35 average price of September 9, 2026 that is about $1.19 for a $25.00 preferred share, 4.8% of stated value. It ignores accrued dividends, any fee and what a seller could actually get for a thinly traded stock.

The accounting shows the same event: the 10-Q recorded $22.3 million of “redeemable preferred stock redemptions” in the first half of 2026 as a charge to common stockholders, $22.2 million of it in Q1 (our arithmetic). The company's own framing, in the Q2 10-Q, is that the redemption and other measures “strengthen our balance sheet and improve liquidity.”

Four reverse splits, one share count

The share count shows what the splits sit on top of. On November 7, 2025 the 10-Q cover reported 789,251 common shares, which is 7,893 on today's share basis (our arithmetic). The Q2 10-Q cover reports 2,947,493 shares at August 6, 2026, 373 times as many (our arithmetic), mostly from preferred redemptions. A further 269,702 shares were issued across four redemption dates from August 19 to September 9, 2026 (our arithmetic from the 8-Ks).

These are volume-weighted averages the charter uses to convert preferred into common, not closing prices, and the first two rows are on a pre-split basis. Put on one basis, $4.35 is 99.4% below $758 (our arithmetic). The dilution is built into the formula: the lower the average price, the more shares each redemption issues.

A rough market value, as a size check only: 2,947,493 shares at $4.35 is $12.8 million (our arithmetic, mixing an August share count with a September price; more shares have been issued since). Against it, stockholders' equity of $245.3 million less $67.7 million of preferred at carrying value is $177.6 million, about $60.24 a common share (our arithmetic). That is book value at depreciated cost, not a net asset value, and the $4.35 average is 7.2% of it. The gap is the market's view of a levered balance sheet with debt coming due, not an appraisal.

What the remaining holders see now

The 8-K of September 10, 2026 is the newest filing. It reports redemptions of 1,388 Series A1 and 4,087 Series A shares on September 9 for 7,477 and 23,078 common shares, and says that “as of September 10, 2026” the company had outstanding holder requests for about 12,217 Series A1 and 9,906 Series A shares, “which the Company may elect to redeem in shares of Common Stock or cash, at the Company's discretion.” Any stock redemption would happen after the company's next trading window opens.

The pending requests (about 22,000 shares, roughly $0.55 million of stated value, our arithmetic) are small beside the 2,687,871 shares outstanding at June 30. Redemption requests since March look more like a trickle than a run; what the filings do not say is how many holders have not asked, or why. The company's stated position, in the Q2 10-Q, is that other than the March 2026 Redemption it “does not currently intend to redeem, at the Company's election, additional Preferred Stock in shares of Common Stock” and “will evaluate redemption requests” as they arrive. To fund cash redemptions it names “issuances of Preferred Stock to one or more of our affiliates and/or the sale of one or more of our real estate assets.”

Dividends: preferred paid, common not since 2024

The common has no dividend to compare with FFO. The 10-Q says: “We have not paid dividends on our Common Stock since 2024, and we cannot predict with certainty if or when we may be able to resume paying such dividends on our Common Stock.” In 2024 it declared $3.9 million of common dividends in cash plus a $3.3 million stock dividend (10-K, statement of equity).

The preferred is the dividend that is still paid, and its cost has shrunk because most of it no longer exists.

FFO by quarter: a loss that depends on the preferred

CMCT reports FFO attributable to common stockholders, which deducts preferred dividends and, because the redemptions are not a NAREIT adjustment, the preferred redemption charges. The 10-Qs and 10-K we read do not report AFFO or core FFO.

Q2 2026 looks better than Q2 2025 for a simple reason. The company's own explanation is that the improvement came from “a decrease in redeemable Preferred Stock dividends of $4.3 million, and a decrease in transaction-related costs of $786,000, partially offset by a decrease of $510,000 in segment net operating income.” Segment net operating income, the property-level result, was lower. Net loss was $10.0 million in Q2 2026 against $9.2 million, and net cash used in operating activities was $22.5 million in the first half, against $1.3 million, which the 10-Q attributes mainly to the timing of payments to related parties (due to related parties fell from $22.8 million to $1.6 million).

What the three segments earn against what the debt costs

Net operating income barely covers interest before any overhead, which explains why the equity story depends on asset sales, extensions and the CIM relationship. The company sold its small-business lending arm, First Western, on January 21, 2026 for about $44.9 million net of securitization debt, which produced about $31.2 million of net cash (8-K filed January 22, 2026). Related-party costs are rising: base asset management fees of 1% a year of average net asset value attributable to common stockholders came to $859 thousand in Q2 against $349 thousand, because the share issuance raised the common's net asset value. One tenant, Kaiser Foundation Health Plan in one Oakland property, was 24.3% of annualized office rent.

Debt: the Oakland default and what is due next

The 8-K of July 15, 2026 reports a notice of maturity default on the non-recourse mortgage on 1 Kaiser Plaza, “which had a maturity date of July 1, 2026,” with $97.1 million outstanding. The company “remains current on the monthly interest payments on the mortgage but elected not to invest additional capital in the asset that would have been required to refinance the mortgage,” and is talking to the special servicer. Under the notice, rents and income from the property “are now the property of the Lender and must be held in trust for the benefit of the Lender,” and interest can run at a default rate of up to five percentage points above the 4.14% contract rate. The company is party to a guaranty of certain obligations tied to this property and had recorded no liability for it at June 30. The loan is described as non-recourse, and the 10-Q says that if the two sides cannot agree and the loan is not repaid, the lender could, among other remedies, take possession of the property. The company says “No assurance can be given as to the timing or outcome.”

Two more maturities came with deals. The 1150 Clay loan was extended to June 7, 2027 on May 29, 2026 with a $2.0 million repayment, and Channel House to January 31, 2027 with a $6.0 million repayment, from $87.0 million. In both cases the company says it intends to refinance but warns it cannot be sure. Cash at June 30 was $12.8 million, plus $23.9 million of restricted cash. A $4.0 million unsecured term loan facility from a CIM Group affiliate at 7.5% was extended on December 29, 2025 and expired unused at the First Western closing.

What we did not find, and one premise that is out of date

• No going-concern language. We searched the Q2, Q1 and Q3 2025 10-Qs, the 2025 10-K and every 8-K we saved for “going concern” and “substantial doubt” and found neither. That is not an assurance. The risk factors and the liquidity section warn that the company “may not have sufficient funds on hand or may not be able to obtain additional financing to cover all of our long-term cash requirements.”
• Not on the Tel Aviv exchange. The company asked to delist from TASE on May 8, 2025 and the delisting took effect August 15, 2025. CMCT is listed on the Nasdaq Capital Market only.
• Authorized shares. The balance sheet shows 900,000,000 common shares authorized and 2,947,493 outstanding at June 30, 2026. The filings do not estimate how many shares the remaining preferred would take.
• Nasdaq standing. The 10-Q says the company must meet financial and bid-price criteria to stay listed and that “our ability to maintain compliance with Nasdaq's listing standards requirements in the future, including the Bid Price Requirement, is not guaranteed.”

When the next filing is due

As of October 16, 2026 the Form 10-Q for the quarter ended September 30, 2026 has not been filed. The Q3 2025 10-Q was filed November 14, 2025 and the Q2 2026 10-Q on August 14, 2026, so the Q3 2026 report would fall in mid-November on the same pattern; no date has been announced in any filing we read. Items to look for: the preferred shares outstanding at September 30, the common share count on the cover, any redemption 8-Ks in between, and the outcome of the Oakland discussions.

What a holder can do with this

This page is analysis of public documents, not investment, legal or tax advice. The filings let you check these things yourself.

• Find out which instrument you hold. A brokerage statement may still show Series A, A1 or D at $25.00 a share, which is the stated value, not a market price. If you redeemed, your trade confirmation or custodian record should show the common shares you received and the date.
• If you received common shares in the March 16 redemption, the two 2026 splits then divided your share count by 100. Your cost basis and any loss are tax questions; ask a tax professional how the exchange and the splits affect them.
• If you still hold preferred, the dividend is paid but not guaranteed, and a redemption request is a place in a queue paid in whatever the company chooses. Read the redemption section of the Q2 10-Q and ask your broker or the company's investor relations for the form and the fee that applies to your shares' issue date.
• Test the stock against the debt, not only the dividend. $340.0 million of the $502.3 million of debt falls due by the end of 2027 and one loan is already in default; the preferred is junior to all of it.
• Compare with similar situations. A listed REIT with non-traded preferred is a different animal from a non-traded REIT; see non-traded vs publicly traded REITs. Braemar Hotels has non-traded Series E and M preferred that is still paying and redeeming in cash. Our office REIT dividend and debt page covers the office side of the market, and our page on CIM Real Estate Finance Trust becoming CIM Group covers another CIM vehicle, a separate company from CMCT.

For what an adviser costs on a position like this, see what a financial advisor costs for real estate investing.

FAQ

All figures are from SEC filings read on EDGAR on October 16, 2026. Creative Media & Community Trust Corporation (CIK 908311): Form 10-Q for the quarter ended June 30, 2026 (accession 0000908311-26-000098); Form 10-Q for March 31, 2026 (0000908311-26-000054); Form 10-Q for September 30, 2025 (0000908311-25-000096); Form 10-K for 2025 (0000908311-26-000018); Forms 8-K of November 19, 2025 (0000908311-25-000098), December 12, 2025 (0000908311-25-000100), January 22, 2026 (0000908311-26-000004), March 9, 2026 (0000908311-26-000015), March 18, 2026 (8-K/A, 0000908311-26-000021), March 31, 2026 (0000908311-26-000041), April 22, 2026 (0000908311-26-000044), June 17, 2026 (0000908311-26-000058), July 15, 2026 (0000908311-26-000077), September 4, 2026 (0000908311-26-000103) and September 10, 2026 (0000908311-26-000106); and the EDGAR filing index for the filing dates. Prices quoted are the 20-day volume-weighted averages stated in the 8-Ks, not closing prices. Share counts on today's basis divide pre-April 2026 figures by 100 for the two 2026 splits. Sums, differences, percentages, per-share conversions and the illustration are our arithmetic. This is analysis of public documents, not investment, legal or tax advice.