BLACKSTONE MORTGAGE TRUST, INC.
For the period ended Mar 31, 2025. Filed Apr 30, 2025.
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Mar 31, 2025 · Filed Apr 30, 2025
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Item 5. OTHER INFORMATION
Section 13(r) Disclosure
Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) of
the Exchange Act, we hereby incorporate by reference herein Exhibit 99.1 of this report, which includes disclosures
regarding activities at Mundys S.p.A., which may be, or may have been at the time considered to be, an affiliate of
Blackstone and, which may be, or may have been at the time considered to be, our affiliate.
Rule 10b5-1 Trading Arrangements
During thethree months ended March 31, 2025, three of our officers adopted a “Rule 10b5-1 trading arrangement,” as
defined in Item 408(c) of Regulation S-K, each of which is intended to satisfy the affirmative defense of Rule 10b5-1(c)
under the Exchange Act. Katharine A. Keenan, our Chief Executive Officer, adopted a Rule 10b5-1 sales plan on March
18, 2025 that provides for the automatic sale of shares of class A common stock in order to satisfy tax withholding
obligations arising from vesting of an aggregate of 51,850 shares of restricted stock granted on December 15, 2024, held by
Ms. Keenan. The number of shares to be sold under the plan is unknown, as the number of shares will vary based on the
extent to which vesting conditions are satisfied and the market price of our class A common stock at the time of vesting.
Ms. Keenan’s Rule 10b5-1 sales plan will expire on December 31, 2027, subject to the plan’s earlier expiration or
completion in accordance with its terms. Anthony F. Marone, Jr., our Chief Financial Officer, adopted a Rule 10b5-1 sales
plan on March 6, 2025 that provides for the automatic sale of shares of class A common stock in order to satisfy tax
withholding obligations arising from vesting of an aggregate of 12,000 shares of restricted stock granted on December 15,
2024, held by Mr. Marone. The number of shares to be sold under the plan is unknown, as the number of shares will vary
based on the extent to which vesting conditions are satisfied and the market price of our class A common stock at the time
of vesting. Mr. Marone’s Rule 10b5-1 sales plan will expire on December 31, 2027, subject to the plan’s earlier expiration
or completion in accordance with its terms. Marcin Urbaszek, our Deputy Chief Financial Officer, adopted a Rule 10b5-1
sales plan on March 6, 2025 that provides for the automatic sale of shares of class A common stock in order to satisfy tax
withholding obligations arising from vesting of an aggregate of 12,889 shares of restricted stock granted on December 15,
2024, held by Mr. Urbaszek. The number of shares to be sold under the plan is unknown, as the number of shares will vary
based on the extent to which vesting conditions are satisfied and the market price of our class A common stock at the time
of vesting. Mr. Urbaszek’s Rule 10b5-1 sales plan will expire on December 31, 2027, subject to the plan’s earlier
expiration or completion in accordance with its terms.
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