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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 04, 2025

 

 

Claros Mortgage Trust, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Maryland

001-40993

47-4074900

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

Mack Real Estate Credit Strategies, L.P.

60 Columbus Circle

20th Floor

 

New York, New York

 

10023

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (212) 484-0050

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.01 par value per share

 

CMTG

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☐

 

Item 1.01 Entry into a Material Definitive Agreement.

On June 4, 2025, Claros Mortgage Trust, Inc. (the "Company") and CMTG JNP Finance LLC, a wholly owned subsidiary of the Company, entered into that certain Amended and Restated Uncommitted Master Repurchase Agreement (the “Amended MRA”) with JPMorgan Chase Bank, National Association. The Amended MRA, among other things, increased the maximum facility amount to $663.7 million and provides for varying levels of recourse to the Company depending on the asset financed.

The foregoing description of the Amended MRA is only a summary of certain material provisions and is qualified in its entirety by reference to a copy of the Amended MRA, which is filed herewith as Exhibit 10.1 and by this reference incorporated herein.

 

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant.

The information required by Item 2.03 contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

 

10.1*

Amended and Restated Uncommitted Master Repurchase Agreement dated as of June 4, 2025 by and Among CMTG JNP Finance LLC, Claros Mortgage Trust, Inc., and JPMorgan Chase Bank, National Association

 

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

*

Filed herewith

 

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.

 

 

 

 

CLAROS MORTGAGE TRUST, INC.

 

 

 

 

Date:

June 9, 2025

By:

/s/ J. Michael McGillis

 

 

 

J. Michael McGillis
Chief Financial Officer, President and Director
(Principal Financial and Accounting Officer)