Lightstone Value Plus REIT V Review 2026: Every Exit Pays 85% of NAV, and $44M of Debt Is Due October 11

Correction, September 18, 2026: earlier versions of this review said the tender replaced redemptions "at NAV" with a 15% haircut. That was wrong: the company's program has redeemed at 85% of NAV since January 1, 2023, so the tender paid the same price as the program, for about four years of its volume at once. We also called the REIT a Regulation A vehicle (it is SEC-registered and files 10-Ks), described the program's 5% annual limit as "statutory" and added a 1.25% quarterly cap it does not have, presented the $2.0 million a quarter as a new gate (it is the 2024-2025 pace), gave the SRP suspension date as December 31 (it was December 30, and the company says the suspension was required by Exchange Act tender rules), and printed a headline of "177% oversubscribed" (tendered shares were 177% of the offer, or 77% oversubscribed). We removed a peer table, an over-the-counter price and a litigation paragraph that we could not tie to primary sources. The rating moved from 2.2 to 2.4.

What Lightstone REIT V owns

The company began as Behringer Harvard Opportunity REIT II, sold its shares at $10.00 in offerings that ran from January 21, 2008 to March 15, 2012, and passed to Lightstone in 2017: an affiliate of The Lightstone Group took over the convertible shares held by the former advisor on February 10, 2017, and the company adopted the Lightstone name that July. It is externally managed by LSG Development Advisor LLC; it has no employees, and Lightstone is majority-owned by director David Lichtenstein. The 10-K reports 9,699 stockholders at March 16, 2026.

What began as an opportunistic mixed portfolio is now apartments only. At June 30, 2026 it owned these eight properties outright:

Source: Form 10-Q for June 30, 2026, Note 3. Yahoo Finance lists the shares under the symbol LVVP, but the company's 10-K says "there currently is no established public trading market" for them.

The exit price is 85% of NAV, whichever door you use

The March 2026 tender is easy to misread as a one-off discount. It was not. Under the program the board adopted on November 10, 2022, effective January 1, 2023, the company says: "Common Shares are redeemed at 85% of our most recently published NAV per Share." The tender's 8-K says the same thing about its own price: "The $14.08 per share Offer Price is 85% of our most recent NAV."

Sources: Form 10-K for 2025 and Form 10-Q for June 30, 2026 (program terms and redemptions); Form 8-K of December 31, 2025 (tender price); final Schedule TO-I/A of March 3, 2026 (tender results).

So what did the tender change? Volume, not price. Its $31.1 million is almost four years of the program's $8.0 million annual budget, paid at once. And it measured demand: 3,893,608 shares were tendered, about 21% of the 18.35 million shares outstanding before it (our arithmetic), from holders willing to take 85 cents on each dollar of estimated NAV. Those holders sold 56.5% of what they offered; the rest of their shares are back in the queue for $2.0 million a quarter.

The program was switched off during the tender, from December 30, 2025 to March 26, 2026, and pending requests were "not honored or retained". The company gives the reason in its 8-K: the suspension was "required by the rules of the Securities Exchange Act of 1934". Exchange Act tender rules bar an issuer from buying its own shares outside a tender while it runs and for ten business days after, so this was a legal consequence of running the tender, not a separate move to push holders into it. What a holder lost was a queued request, which had to be filed again after March 26.

Who gains from the 15%. Every share bought at $14.08 against a $16.56 NAV leaves $2.48 of estimated value with the company. Across 2,200,000 shares that is about $5.5 million, roughly $0.34 per remaining share (our arithmetic on the September 30, 2025 NAV, before the tender's costs and before any change in property values). The holders who stay are paid by the holders who leave.

Who paid for the tender: two refinancings

In the six months to June 30, 2026 the company paid $31.1 million for tendered shares. Its cash still rose, from $58.0 million to $66.0 million, because in the same period it took $120.5 million of new mortgage loans and repaid $77.9 million, a net $42.6 million of new debt:

• Valley Ranch Apartments (Ann Arbor): a $60.5 million loan at 5.23% maturing March 1, 2033 replaced $43.4 million at 4.16% on February 27, 2026.
• Axis at Westmont (Westmont, Illinois): a $60.0 million loan at SOFR + 2.35% (floor 4.85%) maturing April 9, 2028 replaced $34.5 million at 4.39% on March 30, 2026.

Operating activities produced $1.1 million of cash in the half-year. Total mortgage debt ended June at $351.9 million at a weighted 5.58%, up from 5.37% at December 31, 2025, and each refinancing paid the advisor a $0.6 million debt financing fee. The loans are non-recourse. The filings do not say the new debt was taken to pay for the tender; what they show is that the exit was paid for in a half-year when the company borrowed more than it paid out, at a higher rate than the loans it replaced.

The NAV record

The board sets one estimated NAV a year, each as of September 30, with a third-party valuation (Capright Property Advisors). Each of the last five was announced in November.

Sources: the company's Form 8-K for each year's NAV (accessions in the CSV above). Changes are our arithmetic.

The 2025 NAV is $29.83 a share of properties and $3.29 of cash, restricted cash and securities, minus $16.15 a share of mortgage debt and $0.41 of other liabilities and the distribution payable. The valuation assumes a 6.27% exit cap rate, a 7.31% discount rate and 3.00% annual rent growth over ten years. Since the offerings the company has also paid special distributions of $4.11 a share, most recently $0.11 in 2023, $0.42 in 2024 and $0.08 in 2025 (the company says the last two came from asset sales). It pays no regular distribution.

For a buyer at $10.00 in 2008-2012, that means $4.11 of special distributions plus a NAV of $16.56, or $18.19 if they redeem now at 85%, over roughly 14 to 18 years. That leaves out any regular distributions from the Behringer Harvard years, which we did not total.

Fees against earnings

The advisor is paid whether or not the REIT earns. In the six months to June 30, 2026:

Source: Form 10-Q for June 30, 2026 (related party note and FFO/MFFO table).

Fees were about four times FFO for the half-year, and the asset management fee alone was 1.8 times FFO. In the second quarter FFO was -$0.1 million. Because the asset management fee is 0.7% of the value of each asset, and asset values come from the same annual NAV process, a higher NAV also means a higher fee.

October 11, 2026: the Citadel loans

The one maturity in the next twelve months is Citadel Apartments in Houston (293 units, bought in October 2021):

• Senior loan: $35.2 million at SOFR + 1.61%.
• Junior loan: $8.8 million at SOFR + 8.86%, which worked out to 12.52% in the first half of 2026.
• Both mature on October 11, 2026. They were extended from 2024 with a $5.0 million paydown and, in the company's words, "no extension options remain".

The 10-Q says the company "currently intends to refinance the Citadel Apartments Mortgages on or before their scheduled maturity date although there can be no assurances", and that it could otherwise repay them with cash or asset sales. With $66.0 million of cash at June 30, it can cover the $44.0 million. But that cash is also what funds redemptions. What to watch: an 8-K around October 11 (a new loan, a repayment or a sale) and the third-quarter 10-Q in November, which should also show what the program redeemed for the second quarter.

The board, the vote and 2033

On August 7, 2025 the board moved its target date to begin a liquidity event from June 30, 2028 to June 30, 2033, and the company must get stockholder approval before liquidating the whole portfolio. The 2026 annual meeting on August 13 did not reach a quorum. It reconvened on September 10 with 35.2% of shares represented and re-elected all eight directors; the most FOR votes any nominee received was 5,278,288, 32.7% of the 16,146,920 shares entitled to vote (our arithmetic). For how REIT V's program, NAV and debt compare with Lightstone REITs I to IV, where repurchases are limited to death and hardship, see our side-by-side of the five Lightstone REITs.

What a holder can actually do

This is analysis, not advice.

1. Queue a redemption request. The program is open to anyone at 85% of the latest NAV, with $2.0 million a quarter for the rest of 2026, which at $14.08 is about 142,000 shares a quarter. Requests above that are pro-rated. The price is the NAV "in effect as of the date the redemption request is approved", so a new NAV (the last five were announced in November) changes it for requests approved after that date.
2. Hold toward 2033. The holders who stay collect the 15% that exiting holders leave behind, but they also carry the fees, the new debt and a target date seven years away.
3. Watch October 11. The Citadel outcome is the first test of whether cash goes to the lender, to redemptions or to both.
4. Check the tax angle with a professional, especially in an IRA, where custodians use the board's NAV.

If you hold a large position, or advise clients who do, the useful work is reading the October 8-K and the November 10-Q against this page; we do that as a Forensic Filing Read, every figure tied to its note, in 72 hours.

Is Lightstone Value Plus REIT V worth it? Our bottom line

There is no offering to buy into, so the question is for holders: stay or leave at 85%. The company is not hiding the terms; every figure on this page is in its filings. The strongest point in its favor is that it runs an open redemption program at all. The weakest are cost and time: fees several times FFO, a liquidity target now seven years away, and an exit that pays 85% of an appraisal to whoever gets a place in a small quarterly budget. The tender showed how many holders want that exit: about one share in five. The next facts arrive on October 11 (Citadel) and in November (the third-quarter 10-Q and, if the pattern holds, a new NAV).

Sources

• Form 10-Q for the quarter ended June 30, 2026, filed August 13, 2026, accession 0001185185-26-003490.
• Form 10-K for 2025, filed March 26, 2026, accession 0001185185-26-001079.
• Form 8-K of December 31, 2025 (tender approval and SRP suspension), accession 0001140361-25-047076.
• Schedule TO-I of December 31, 2025, accession 0001140361-25-047097; Amendment No. 1 of February 18, 2026, accession 0001140361-26-005993; final Amendment No. 2 of March 3, 2026, accession 0001140361-26-007531.
• Form 8-K of November 10, 2025 (NAV of $16.56), accession 0001185185-25-001652, and the NAV 8-Ks of 2017-2024 listed in the CSV.
• Form 8-K of September 15, 2026 (reconvened annual meeting), accession 0001140361-26-036665.

Compiled by CrowdfundedWealth from SEC filings, September 18, 2026. We are not paid by Lightstone. The advisor match above is a paid referral, disclosed in the box.