Michael DiFranco - Nov 3, 2023 Form 4 Insider Report for Bluerock Homes Trust, Inc. (BHM)

Role: Executive VP, Operations
Signature: /s/ Christopher J. Vohs, Attorney-In-Fact
Stock symbol: BHM
Transactions as of: Nov 3, 2023
Transactions value $: $0
Form type: 4
Date filed: 11/7/2023, 05:00 PM
Previous filing: Jan 4, 2023
Next filing: May 2, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BHM	LTIP Units	Award		+32K			32K	Nov 3, 2023	Class A Common Stock	32K		Direct	F1, F2
transaction	BHM	LTIP Units	Award		+3.71K	+11.57%		35.7K	Nov 3, 2023	Class A Common Stock	3.71K		Direct	F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents long-term incentive plan units ("LTIP Units") in Bluerock Residential Holdings, LP (the "Operating Partnership"), of which the Issuer is the general partner. The LTIP Units were issued, at the direction of Bluerock Homes Manager, LLC (the "Manager"), in satisfaction of the Manager's reimbursement obligation to its affiliate, Bluerock Real Estate Holdings, LLC ("BREH"), for the portion of the initial staking grant payable by BREH to the Reporting Person for services provided to the Manager in the Reporting Person's capacity as Executive VP, Operations thereof. Such LTIP Units will vest one-fifth on November 3, 2023, and the remainder will vest ratably on an annual basis over a four-year period.
F2	Once vested, these LTIP Units may convert to limited partnership interests of the Operating Partnership ("OP Units") upon reaching capital account equivalency with the OP Units held by the Issuer, and may then be redeemed for cash or, at the option of the Issuer and after a one year holding period (including any period during which the LTIP Units were held), settled in shares of the Issuer's Class A common stock on a one-for-one basis. The Reporting Person will be entitled to receive "distribution equivalents" with respect to such LTIP Units, whether or not vested, at the same time as distributions are paid to the holders of the Issuer's Class A common stock.
F3	Represents LTIP Units issued at the direction of the Manager, in satisfaction of the Manager's reimbursement obligation to BREH for the portion of the annual equity incentive award payable by BREH to the Reporting Person for services provided to the Manager in the Reporting Person's capacity as Executive VP, Operations thereof. Such LTIP Units will vest one-third on May 25, 2024, and the remainder will vest ratably on an annual basis over a two-year period from April 1, 2024.
F4	Once vested, these LTIP Units may convert to OP Units upon reaching capital account equivalency with the OP Units held by the Issuer, and may then be redeemed for cash or, at the option of the Issuer and after a one year holding period (including any period during which the LTIP Units were held), settled in shares of the Issuer's Class A common stock on a one-for-one basis. The Reporting Person will be entitled to receive "distribution equivalents" with respect to such LTIP Units, whether or not vested, at the same time as distributions are paid to the holders of the Issuer's Class A common stock.