Pacific Oak Strategic Opportunity REIT: Stopped 10-Ks Feb 2026
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Updated October 10, 2026 — what happened to Pacific Oak Strategic Opportunity REIT, and what has not. The newest filing is the 8-K of September 3, 2026, which furnishes the bond subsidiary's June 30, 2026 statements: a shareholders' deficit of $38.0 million, against equity of $80.5 million at December 31, 2025, after a six-month net loss of $118.8 million. Nothing has been filed since. In EDGAR we found, through October 10, 2026, no Form 10-K, no Form 10-Q, no estimated value per share and no stockholder vote on a plan of liquidation. A special committee agreed on January 12, 2026 to pursue a plan of liquidation, but on February 24, 2026 the board decided not to seek stockholder approval of one “at this time.” The June 5, 2026 bond arrangement is court-approved but binds the subsidiary only from a Completion Date that no 8-K had reported by October 10. New since our September 11 review: the lender Whitehawk's $80,000,000 demand, a loan of up to $216 million on the single-family homes, and a new chairman and chief executive appointed June 18, 2026.
Quick Answer
Pacific Oak Strategic Opportunity REIT (SEC CIK 1452936, formerly KBS Strategic Opportunity REIT) scores 1.2 out of 5. It is a non-traded REIT with about 17,000 stockholders and 102,951,395 shares outstanding (FY2024 10-K), and in the last eighteen months it has removed almost every tool a holder uses to judge it. Redemptions have been suspended since July 30, 2024. The board published no estimated value per share for 2025, after $5.72 in December 2024, and warned that custodians may show "little to no value (such as $0.01 per share)". On February 24, 2026 it dismissed Ernst & Young, dissolved its audit committee and said it "no longer intends to file Annual Reports on Form 10-K or Quarterly Reports on Form 10-Q." What it still files, on Form 8-K, are the IFRS statements of its Israeli bond-issuing subsidiary (audited for 2025, unaudited for each quarter), which show a shareholders' deficit of $38.0 million at June 30, 2026 and bonds the market valued at $128.8 million against $351.8 million of principal and interest. A court-approved arrangement (June 5, 2026) repays those bonds in full, in one payment on June 30, 2028, at 11.0% to 11.5%, but it binds the subsidiary only from a Completion Date that no 8-K had reported by October 10, 2026. A special committee agreed on January 12, 2026 to pursue a plan of liquidation; on February 24, 2026 the board decided not to seek stockholder approval of one “at this time.” Stockholders stand behind the bonds.
CSV · 11 rows
Pacific Oak Strategic Opportunity REIT: estimated value per share and offers for the shares, 2020-2026
Six valuation decisions, two third-party offers and three 2026 board decisions on value and liquidation, one accession per row.
Share redemption program suspended indefinitely effective July 30, 2024; the only exits since have been third-party offers at $4.05 (October 2024) and $2.28 (January 2025)
No 10-K or 10-Q since the Q3 2025 10-Q; auditor dismissed and audit committee dissolved on February 24, 2026; no estimated value per share for 2025
Bond-issuing subsidiary: $943.8M of liabilities against $905.8M of assets and a $38.0M deficit at June 30, 2026; going-concern doubts at both levels
Five office complexes, 1.8M square feet, 61% occupied; a 1,730-home residential portfolio; distressed sales below book in 2025 and 2026
Bondholders keep their full principal and 11-11.5% interest to 2028 under a court-approved arrangement; stockholders are paid only from what is left
None. We take nothing from it
What a holder is looking at in 2026
Most non-traded REIT reviews on this site start with the NAV and the redemption record. For Pacific Oak Strategic Opportunity REIT both are blank, and that is the finding.
The redemption window is shut. A company letter responding to a 2024 tender offer states that "on July 16, 2024, the Board indefinitely suspended the SRP effective July 30, 2024. As a result, the Company will not process any redemptions after such date." Nothing filed since reopens it. Our redemption suspension tracker lists the non-traded vehicles in the same state.
There is no current value. The board approved an estimated value per share every year from 2020 to 2024. In December 2025 it stopped, for as long as a special committee of independent directors reviews strategic alternatives, and on February 24, 2026 the board said it would not provide an updated value at all given the company's financial constraints. The December 8-K (accession 0001452936-25-000127) is candid about the consequence: "Because we are not publishing an estimated per share NAV, we understand that our stockholders' financial advisers and custodians may decline to report a value or ascribe little to no value (such as $0.01 per share) to the shares on account statements."
| Date | Event | Value per share | Change |
|---|---|---|---|
| December 4, 2020 | Estimated value per share approved | $9.68 | |
| December 2, 2021 | Estimated value per share approved | $10.68 | +10.3% |
| December 2, 2022 | Estimated value per share approved | $10.50 | -1.7% |
| November 30, 2023 | Estimated value per share approved | $8.03 | -23.5% |
| October 2024 | Comrit Investments offer for shares | $4.05 | 49.6% below $8.03 |
| December 10, 2024 | Estimated value per share approved | $5.72 | -28.8% |
| January 2025 | West 4 Capital offer for shares | $2.28 | 60.1% below $5.72 |
| December 2025 | Board decides not to publish a value | none | |
| February 24, 2026 | Board decides not to provide an updated value | none |
The two offers in that table are the only prices at which anyone has proposed to buy the shares since redemptions stopped. Both were small offers from firms that buy illiquid shares at a discount; the company's responses (8-Ks, accessions 0001452936-24-000140 and 0001452936-25-000005) say the bidders were "in no way affiliated with the REIT." Comrit made the same kind of offer to holders of another REIT from the same KBS lineage: at KBS REIT III it bid $0.80 a share in March 2025, about a fifth of that REIT's own value per share.
What happened, in order (as of October 10, 2026)
The sequence below runs from the bond standstill to the newest filing. The 2020 merger of the two Strategic Opportunity REITs and the rest of the KBS history are in What Happened to KBS REITs.
| Date | What happened | Source (accession) |
|---|---|---|
| August 19, 2025 | The company, its bond subsidiary and the former advisor sign a standstill letter in favor of the trustee for the Israeli Series B and D bondholders | 8-K, 0001452936-26-000014 |
| November 3 to 6, 2025 | Independent directors form a special committee to explore strategic alternatives; Robert A. Stanger & Co. is engaged as financial advisor | 8-K, 0001452936-25-000106 |
| December 15, 2025 | Board decides not to publish an estimated value per share while the committee reviews alternatives | 8-K, 0001452936-25-000127 |
| December 26, 2025 | The bondholders' trustee asks the Tel Aviv court to convene a creditors' meeting on a debt arrangement | 8-K, 0001452936-26-000014 |
| January 12, 2026 | Special committee agrees to pursue a plan of liquidation, subject to board and stockholder approval | 8-K, 0001452936-26-000007 |
| January 23, 2026 | Advisory agreement with Pacific Oak Capital Advisors terminated effective January 31; the bond subsidiary agrees to fund up to $905,000 over three months | 8-K, 0001452936-26-000007 |
| January 29, 2026 | The former advisor sends a notice of default on a $10.0 million loan to the operating partnership; the company reserves its rights to dispute it | 8-K, 0001452936-26-000010 |
| February 24, 2026 | Auditor dismissed, audit committee dissolved, 10-K and 10-Q filings stop; board decides not to seek stockholder approval of a plan of liquidation at this time and not to update the value per share | 8-K, 0001452936-26-000014 |
| April 29, 2026 | Whitehawk Capital Partners demands immediate payment of an $80,000,000 credit agreement; on May 19 it sues two subsidiaries in Clark County, Nevada | 8-K, 0001452936-26-000030 |
| May 8, 2026 | Single-family-home subsidiaries close a loan of up to $216 million | 8-K, 0001452936-26-000026 |
| June 5, 2026 | The Tel Aviv court approves the bond debt arrangement; it becomes binding on a later Completion Date | 8-K, 0001452936-26-000037 |
| June 15 to 18, 2026 | Four directors resign and a new chairman, president and chief executive is appointed | 8-K, 0001452936-26-000041 |
| August 31, 2026 | The bond subsidiary's June 30 statements show a $38.0 million shareholders' deficit (8-K filed September 3) | 8-K, 0001452936-26-000044 |
Current news, in one line: the newest filing is the September 3, 2026 8-K, and in EDGAR we found no 10-K, 10-Q, estimated value per share, plan of liquidation vote or Completion Date report after it.
The reporting that stopped
The 8-K filed March 2, 2026 (accession 0001452936-26-000014) carries two items that matter more than any number in this review.
Item 4.01: "On February 24, 2026, Pacific Oak Strategic Opportunity REIT, Inc. ... approved the dismissal of Ernst & Young, LLP ("E&Y") as the Company's independent registered public accounting firm effective immediately."
Item 8.01: "On February 24, 2026, the Company's Board dissolved its audit committee and determined that the Company would adopt a modified approach to public reporting. Specifically, the Company no longer intends to file Annual Reports on Form 10-K or Quarterly Reports on Form 10-Q." It will keep filing 8-Ks. The same 8-K says the board “decided not to seek stockholder approval of a plan of liquidation at this time,” and that it also decided “not to provide an updated estimated net asset value per share.” Its stated reason is that it expects all assets held through the bond subsidiary “to be disposed of in an orderly manner pursuant to the Debt Arrangement,” which pays the bondholders first. A plan of liquidation had been on the table: on January 12, 2026 the special committee “unanimously agreed to pursue a plan of liquidation, subject to approval of our Board and our stockholders,” according to the 8-K of January 23, 2026 (accession 0001452936-26-000007).
The last periodic report is therefore the 10-Q for the quarter ended September 30, 2025, and it already said the circumstances "raise substantial doubt as to the Company's ability to continue as a going concern for at least one year." Since then, the numbers come from the reports the company's subsidiary publishes for its Tel Aviv bondholders, furnished to the SEC on 8-K. They are prepared under IFRS. The quarterly statements are unaudited, while the year-end 2025 statements, furnished April 21, 2026 (accession 0001452936-26-000021), are marked audited. They describe Pacific Oak SOR (BVI) Holdings, not the REIT itself.
The subsidiary's balance sheet, June 30, 2026
The June 30, 2026 statements of the bond-issuing subsidiary (8-K filed September 3, 2026, accession 0001452936-26-000044) show:
| Item | June 30, 2026 | What it means |
|---|---|---|
| Total liabilities | $943.8 million | More than the subsidiary's assets |
| Total assets | $905.8 million | |
| Owner's net equity | $(38.0) million deficit | It was $366.1 million at June 30, 2025 and $80.5 million at December 31, 2025 |
| Net loss attributable to the owner, six months | $118.5 million | Compared with $157.9 million in the first half of 2025 |
| Series B and D bonds, fair value | $128.8 million | Quoted on the Tel Aviv Stock Exchange; it was $196.0 million at December 31, 2025 |
| Series B and D bonds, principal and accrued interest | $351.8 million | The market prices them at about 37% of the claim |
| Office complexes | 5, about 1.8 million square feet, 61% occupied | |
| Residential | 1,730 homes and one apartment property |
The subsidiary's own going-concern language is blunter than the REIT's was. Its first-quarter 2026 report refers to "significant doubts as to the Company's ability to continue as a going concern," and the June report notes that covenant breaches and cross-collateralization "may" oblige it to dispose of assets.
The asset sales so far have been below book. In July 2025 the company sold Georgia 400 Center for $39.1 million gross and recognized a $7.6 million loss (Q3 2025 10-Q). On May 7, 2026 it completed the sale of Lincoln Court for about $24.6 million, against a book value of about $31.8 million and a loan of about $31.3 million (subsidiary's Q1 2026 report). In February 2026 the Tel Aviv rating agency S&P Global Ratings Maalot withdrew its ratings of the company and its bonds "at the Company's request."
Two other fronts opened in 2026. On April 29, 2026 the lender Whitehawk Capital Partners demanded immediate payment of a credit agreement with “an aggregate principal amount of $80,000,000,” and on May 19 it filed a complaint in the District Court of Clark County, Nevada against two subsidiaries to keep them from encumbering or transferring North Las Vegas real property that is its principal collateral; the company says it is reviewing the claims and reserves its rights (8-K filed May 27, 2026, accession 0001452936-26-000030). The subsidiary's June report says that after a July 1 sale of Richardson land for about $7 million, about $68.9 million of that loan remained. On May 8, 2026 the single-family-home subsidiaries closed a loan of up to $216 million at one-month SOFR plus 4.75%, subject to a floor of 7.75%, which requires them to sell at least 150 properties within six months (accession 0001452936-26-000026).
Bondholders first, in writing
The June 2026 8-K (accession 0001452936-26-000037) describes the debt arrangement with the Series B and D bondholders. Its terms, quoted:
- The principal amounts "are not reduced (NIS 388,237,587 for Series B and NIS 587,063,000 for Series D)."
- "The principal and interest payment of the bonds shall be repaid in one payment on June 30, 2028."
- "For the period from August 1, 2025 through the Completion Date, the bonds bear interest at a fixed annual rate of 11.0%. From the Completion Date onward, the bonds bear interest at a fixed annual rate of 11.5%."
The Tel Aviv court approved the arrangement on June 5, 2026, but the 8-K says it becomes binding only “on the date that certain conditions precedent are satisfied (the ‘Completion Date’),” and that the company “will plan to provide an update” on a later 8-K when that date arrives. On June 21, 2026 the bondholders approved a further 90-day extension of the deadline for those conditions, and the subsidiary's report published with the September 3 8-K still describes the company and the trustee as working to finalize the arrangement. No Completion Date 8-K had been filed by October 10, 2026. On full repayment the bondholders also share an additional payment equal to the lesser of a 1.5% incremental interest amount or 50% of the residual value of the subsidiary's assets. The REIT itself depends on discretionary advances from the subsidiary (about $2.9 million plus $61,000 for each month from August 1, 2026), and as a condition it agreed not to initiate or support insolvency or liquidation proceedings.
For a stockholder, that is the whole capital structure in three lines. The bonds keep their full claim and earn double-digit interest for two more years; the stock is paid from whatever the portfolio is worth after that, and the sales so far have come in below book. That is why the company itself told holders it may be reported at $0.01.
What a holder can actually do
This is analysis, not advice. For a holder, the realistic options are few:
- Hold and wait for whatever residual reaches the stock after the bonds are repaid in 2028. There is no redemption plan to use in the meantime, and no plan of liquidation has been put to a stockholder vote.
- Sell if a buyer appears. The only offers on record were $4.05 in 2024 and $2.28 in January 2025, both before the audit and reporting changes. Any new offer will be priced off a company that no longer publishes audited statements.
- Talk to a tax professional about how a position that custodians may report near zero is treated. A decline in reported value is not by itself a tax event.
If you are an adviser with clients in the REIT, or a holder with a large position, the useful work is reading the subsidiary's quarterly IFRS reports against the last 10-Q to see what is left for equity; we do that as a Forensic Filing Read, every figure tied to its note, in 72 hours.
ProsCons
Pros
- Still files 8-Ks, including the bond subsidiary's quarterly statements, so holders are not left with nothing
- A court-supervised arrangement with bondholders reduces the risk of a disorderly liquidation before 2028
- Some residential value: 1,730 homes and an apartment property in the subsidiary's book
Cons
- No redemptions since July 30, 2024
- No estimated value per share for 2025; custodians may show $0.01
- No 10-K, no 10-Q, no auditor and no audit committee since February 24, 2026
- Subsidiary deficit of $38.0 million and bonds priced at about 37% of their claim
- Bondholders repaid in full first, at 11.0-11.5%, before anything reaches the stock
- Office portfolio 61% occupied and asset sales below book value
FAQ
Frequently Asked Questions
Verdict
Pacific Oak Strategic Opportunity REIT earns 1.2 out of 5, below every NAV REIT we cover. The score is not about the buildings. It is about what a stockholder can know and do: no redemptions since July 2024, no value per share for 2025, no 10-K or 10-Q after the third quarter of 2025, and a subsidiary balance sheet in deficit, with a court-approved arrangement (June 5, 2026, not yet binding in the latest filing) that puts bondholders' full principal and 11% interest ahead of the stock until 2028. Nothing filed through October 10, 2026 changes that picture: no plan of liquidation has gone to a vote and no value per share has been published. For comparison, the other non-traded REITs that suspended or rationed redemptions still publish audited reports every quarter.
Sources
- Pacific Oak Strategic Opportunity REIT, EDGAR filings (CIK 1452936)
- Form 10-K for 2024, accession 0001452936-25-000013 (shares outstanding, stockholders, $5.72 estimated value)
- Form 10-Q for the quarter ended September 30, 2025, accession 0001452936-25-000113 (going concern, Georgia 400 sale)
- Form 8-K, December 16, 2025, accession 0001452936-25-000127 (no estimated value; "$0.01 per share")
- Form 8-K, March 2, 2026, accession 0001452936-26-000014 (auditor dismissal, end of 10-K and 10-Q filing)
- Form 8-K, June 2026, accession 0001452936-26-000037 (debt arrangement terms)
- Form 8-K, September 3, 2026, accession 0001452936-26-000044 (subsidiary statements and report for June 30, 2026)
- Forms 8-K of November 6, 2025 (0001452936-25-000106), January 23, 2026 (0001452936-26-000007; plan of liquidation, advisor termination), February 4, 2026 (0001452936-26-000010), April 21, 2026 (0001452936-26-000021; subsidiary's audited 2025 statements), May 14, 2026 (0001452936-26-000026; $216 million loan), May 27, 2026 (0001452936-26-000030; Whitehawk), June 2, 2026 (0001452936-26-000033), June 22, 2026 (0001452936-26-000041; board changes)
- Read on October 10, 2026: the EDGAR filing list for CIK 1452936 shows no filing of any form after September 3, 2026
- Forms 8-K with the company's responses to the Comrit (0001452936-24-000140) and West 4 (0001452936-25-000005) offers
- Estimated value per share 8-Ks: 0001452936-20-000102, 0001452936-21-000087, 0001452936-22-000071, 0001452936-23-000097, 0001452936-24-000156
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