LVVP / Lightstone Value Plus REIT V, Inc. - Depositi SEC, Relazione annuale, dichiarazione di delega

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )         Filed by the Registrant     ☒ Filed by a Party other than the Registrant      ☐         Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted b

ARS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 6 Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Fiscal Y ear Ended December 31, 2025 or … Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-53650 Lightstone Value Plus RE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 Commission File Number: 000-536

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Fiscal Year Ended December 31, 2025 ☐ Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Fiscal Year Ended December 31, 2025 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-53650 Lightstone Value Plus REI

LIST OF SUBSIDIARIES

Exhibit 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Lightstone REIT V OP LP(2) Texas (1) Does not include subsidiaries of Lightstone REIT V OP LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0.1% in Lightstone REIT V OP LP, our operating part

As filed with the Securities and Exchange Commission on March 3, 2026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13 (E)(1) OF THE SECURITIES E

As filed with the Securities and Exchange Commission on March 3, 2026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

As filed with the Securities and Exchange Commission on February 18, 2026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13 (E)(1) OF THE SECURITI

As filed with the Securities and Exchange Commission on February 18, 2026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Please see links below for a copy of letters to investors: Letter to Stockholders - re the Offer Offer to Purchase Letter of Transmittal and the Instructions to Letter of Transmittal Schedule TO (the Offer)

Exhibit (a)(2)(B) Dear Financial Advisor, Lightstone Value Plus REIT V, Inc. (the “Company,” “we,” “us,” or “our”) is offering to purchase up to 2,200,000 Shares of its common stock (the “Shares”) at a price equal to $14.08 per Share in cash (the “Offer Price”). Unless extended or withdrawn, the Offer will expire at 12:00 Midnight Eastern Time on February 13, 2026. The Offer is designed to provide

Calculation of Filing Fee Tables Schedule TO (Form Type) LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in its Charter) Table 1 – Transaction Value

Exhibit 107 Calculation of Filing Fee Tables Schedule TO (Form Type) LIGHTSTONE VALUE PLUS REIT V, INC.

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): December 30, 2025 LIGHTSTONE VALU

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): December 30, 2025 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

OFFER TO PURCHASE LIGHTSTONE VALUE PLUS REIT V, INC. 1985 CEDAR BRIDGE AVENUE, SUITE 1 LAKEWOOD, NEW JERSEY 08701 (844) 808-7348 OFFER TO PURCHASE UP TO 2,200,000 SHARES OF ITS OUTSTANDING COMMON STOCK OR APPROXIMATELY $31.0 MILLION OF SHARES AT AN O

TABLE OF CONTENTS Exhibit (a)(1)(A) OFFER TO PURCHASE   LIGHTSTONE VALUE PLUS REIT V, INC.

1985 Cedar Bridge Avenue, Suite 1

Exhibit (a)(2)(A)   1985 Cedar Bridge Avenue, Suite 1 Lakewood, New Jersey 08701 LightstoneREITs.

OFFER TO PURCHASE FOR CASH BY LIGHTSTONE VALUE PLUS REIT V, INC. UP TO 2,200,000 SHARES OF COMMON STOCK AT A PURCHASE PRICE OF $14.08 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT EASTERN TIME, FEBRUARY 13,

Exhibit (a)(1)(D) OFFER TO PURCHASE FOR CASH BY LIGHTSTONE VALUE PLUS REIT V, INC.

LETTER OF TRANSMITTAL To Tender Shares of Common Stock Lightstone Value Plus REIT V, Inc. Pursuant to the Offer to Purchase dated December 31, 2025

Exhibit (a)(1)(B)   LETTER OF TRANSMITTAL To Tender Shares of Common Stock of Lightstone Value Plus REIT V, Inc.

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): December 30, 2025 LIGHTSTONE VALU

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): December 30, 2025 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

ODD LOT CERTIFICATION FORM CERTIFICATION FORM TO BE SUBMITTED BY ALL OWNERS OF LESS THAN 100 SHARES SUBMIT THIS FORM WITH A PROPERLY COMPLETED AND SIGNED LETTER OF TRANSMITTAL

Exhibit (a)(1)(C)   ODD LOT CERTIFICATION FORM CERTIFICATION FORM TO BE SUBMITTED BY ALL OWNERS OF LESS THAN 100 SHARES   SUBMIT THIS FORM WITH A PROPERLY COMPLETED AND SIGNED LETTER OF TRANSMITTAL Stockholders holding less than 100 Shares (also known as “Odd Lot Holders”) who tender all of their Shares will have all of their Shares accepted for payment even if the Offer to Purchase is oversubscribed.

As filed with the Securities and Exchange Commission on December 31, 2025

As filed with the Securities and Exchange Commission on December 31, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Excerpt from Current Report on Form 8-K filed by Lightstone Value Plus Real Estate Investment Trust V, Inc. with the Securities and Exchange Commission on December 31, 2025.

Exhibit (a)(5)(A) Excerpt from Current Report on Form 8-K filed by Lightstone Value Plus Real Estate Investment Trust V, Inc.

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): December 15, 2025 LIGHTSTONE VALU

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): December 15, 2025 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53650 Light

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): November 6, 2025 LIGHTSTONE VALUE

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): November 6, 2025 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

FORM ARS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 6 Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or … Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-53650 Lightstone Value Plus REI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

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): September 29, 2025 LIGHTSTONE VAL

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): September 29, 2025 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporatio

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): September 15, 2025 LIGHTSTONE VAL

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): September 15, 2025 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-53650 Lightstone

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53650 Lightstone Value Plu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 ☐ Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-53650 Lightstone Value Plus REI

List of Subsidiaries

EX-21.1 2 ltsv5ex21-1.htm EXHIBIT 21.1 EXHIBIT 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Lightstone REIT V OP LP (2) Texas (1) Does not include subsidiaries of Lightstone REIT V OP LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0.1% in Lig

Completion of Acquisition or Disposition of Assets

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): February 27, 2025 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): December 19, 2024 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 Commission File Number: 000-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the quarterly period ended September 30, 2024 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of

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): November 7, 2024 Lightstone Value

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): November 7, 2024 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

Other Events

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): September 27, 2024 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 Commission File Number: 000-53650

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the quarterly period ended June 30, 2024 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of incor

ARS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 Commission File Number: 000-53650 Lightstone Value Plus REIT V , Inc. (Exact name of registrant as specified in its charter) Maryland 20-8198863 (State or other jurisdiction of incorporatio

SOLICITATION OF PROXIES BY THE BOARD OF DIRECTORS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 Commission File Number: 000-5365

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the quarterly period ended March 31, 2024 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of inco

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ☒ ☐ For the fiscal year ended December 31, 2023 Commission File Number: 000-53650 L

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ☒ ☐ For the fiscal year ended December 31, 2023 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact name of registrant as specified in its charter) Maryland 20-8198863 (State or other jurisdiction of (I.R.S. E

List of Subsidiaries

Exhibit 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Lightstone REIT V OP LP(2) Texas (1) Does not include subsidiaries of Lightstone REIT V OP LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0.1% in Lightstone REIT V OP LP, our operating part

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): December 19, 2023 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): December 19, 2023 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 Commission File Number: 000-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the quarterly period ended September 30, 2023 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of

Other Events

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): November 9, 2023 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

Completion of Acquisition or Disposition of Assets

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): November 1, 2023 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

Other Events

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): September 20, 2023 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 Commission File Number: 000-53650

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the quarterly period ended June 30, 2023 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of incorp

Submission of Matters to a Vote of Security Holders

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): August 10, 2023 LIGHTSTONE VALUE PLUS REIT V, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation o

SOLICITATION OF PROXIES BY THE BOARD OF DIRECTORS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 Commission File Number: 000-53650

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the quarterly period ended March 31, 2023 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of incor

Advisory Agreement between the Registrant, Lightstone Value Plus REIT V OP, LLC, and LSG Development, LLC (incorporated by reference to Exhibit 10.10 to Form 10-K filed on March 27, 2023)

Exhibit 10.1 ADVISORY AGREEMENT This ADVISORY AGREEMENT (this “Agreement”) is entered into on July 1, 2022, among LIGHTSTONE VALUE PLUS REIT V, INC., a Maryland corporation (the “Company”), LIGHTSTONE VALUE PLUS REIT V OP LP, a Texas limited partnership (the “Operating Partnership”), and LSG DEVELOPMENT LLC, a Delaware limited liability company (the “Advisor”). W I T N E S S E T H WHEREAS, the Ope

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ☒ ☐ For the fiscal year ended December 31, 2022 Commission File Number: 000-53650 L

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ☒ ☐ For the fiscal year ended December 31, 2022 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact name of registrant as specified in its charter) Maryland 20-8198863 (State or other jurisdiction of incorpora

List of Subsidiaries

EXHIBIT 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Lightstone REIT V OP LP(2) Texas (1) Does not include subsidiaries of Lightstone REIT V OP LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0.1% in Lightstone REIT V OP LP, our operating part

SEVENTH AMENDED AND RESTATED SHARE REDEMPTION PROGRAM LIGHTSTONE VALUE PLUS REIT V, INC. Effective as of January 1, 2023

Exhibit 99.1 SEVENTH AMENDED AND RESTATED SHARE REDEMPTION PROGRAM OF LIGHTSTONE VALUE PLUS REIT V, INC. Effective as of January 1, 2023 This Seventh Amended and Restated Share Redemption Program (our ?Program?) is intended to provide limited interim liquidity for Qualifying Stockholders (as defined below) until a bona fide secondary market develops for our shares of common stock (the ?Shares?). N

Financial Statements and Exhibits, Other Events

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): November 10, 2022 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

Other Events

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): November 10, 2022 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 Commission File Number: 000-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the quarterly period ended September 30, 2022 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of

Submission of Matters to a Vote of Security Holders

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): August 17, 2022 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of (Commission File Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 Commission File Number: 000-53650

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ?QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the quarterly period ended June 30, 2022 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of incorp

Advisory Agreement among Lightstone Value Plus REIT V, Inc., Lightstone Value Plus REIT V OP LP and LSG Development LLC effective as of July 1, 2022.

Exhibit 10.1 ADVISORY AGREEMENT This ADVISORY AGREEMENT (this ?Agreement?) is entered into on July 1, 2022, among LIGHTSTONE VALUE PLUS REIT V, INC., a Maryland corporation (the ?Company?), LIGHTSTONE VALUE PLUS REIT V OP LP, a Texas limited partnership (the ?Operating Partnership?), and LSG DEVELOPMENT LLC, a Delaware limited liability company (the ?Advisor?). W I T N E S E T H WHEREAS, the Opera

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 ny20004018x1def14a.htm DEF14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ For the quarterly period ended March 31, 2022 Commission File Number: 000-5365

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? ? For the quarterly period ended March 31, 2022 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of inco

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 ☐ Transition Report Under Section 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 OR ? Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-53650 Lightstone Value Plus REIT V, I

List of Subsidiaries

Exhibit 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Lightstone REIT V OP LP (2) Texas (1) Does not include subsidiaries of Lightstone REIT V OP LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0.1% in Lightstone REIT V OP LP, our operating par

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): December 22, 2021 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation or

Other Events

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): November 11, 2021 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 Commission File Number: 000-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ For the quarterly period ended September 30, 2021 Commission File Number: 000-53650 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other jurisdiction of

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): October 6, 2021 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation or or

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): August 30, 2021 Lightstone Value Plus REIT V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorporation o

Amendment to Third Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to Form 8-K filed on September 3, 2021)

EX-3.2 3 lightstonereit5ex3-2.htm EXHIBIT 3.2 EXHIBIT 3.2 Amendment to the Third Amended and Restated Bylaws of Lightstone Value Plus REIT V, Inc. Article III of the Bylaws of Lightstone Value Plus REIT V, Inc.is hereby amended by inserting the following Section 3.19: Section 3.19 Director and Chairman Emeritus. The Board of Directors may, from time to time in its discretion, by majority vote, des

Second Amendment to Third Articles of Amendment and Restatement (incorporated by reference to Exhibit 3.1 to Form 8-K filed on September 3, 2021)

EXHIBIT 3.1 Second Articles Of Amendment of Lightstone Value Plus Real Estate Investment Trust V, Inc. THIS IS TO CERTIFY THAT: FIRST: Pursuant to Section 2-605 of the Maryland General Company Law (the ?MGCL?), Lightstone Value Plus Real Estate Investment Trust V, Inc. (the ?Company?) desires to amend its charter as currently in effect and as hereinafter amended. SECOND: Article I of the Company?s

Submission of Matters to a Vote of Security Holders

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): August 12, 2021 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdictio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 Commission File Number: 000-53650

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the quarterly period ended June 30, 2021 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or oth

Third Amended and Restated Bylaws, as amended by Amendment No. 2

Exhibit 3.2 THIrD AMENDED AND RESTATED BYLAWS of LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. a Maryland Corporation TABLE OF CONTENTS Page Article I OFFICES 1 Section 1.01 Principal Offices 1 Section 1.02 Additional Offices 1 Article II MEETINGS OF STOCKHOLDERS 1 Section 2.01 Place 1 Section 2.02 Annual Meeting 1 Section 2.03 Special Meetings 1 Section 2.04 Notice for Meetings 2 Sec

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): July 7, 2021 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 nc10025207x1def14a.htm DEF14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 Commission File Number: 000-53650

10-Q 1 lightstonereit510q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) M

Sixth Amended and Restated Share Redemption Program of Lightstone Value Plus Real Estate Investment Trust V, Inc. adopted as of March 25, 2021

Exhibit 99.1 SIXTH AMENDED AND RESTATED SHARE REDEMPTION PROGRAM OF LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. Effective as of March 25, 2021 This Sixth Amended and Restated Share Redemption Program (our ?Program?) is intended to provide limited interim liquidity for Qualifying Stockholders (as defined below) until a bona fide secondary market develops for our shares of common stoc

Shareholder Director Nominations

8-K 1 lightstonereit58k.htm 8-K 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): April 16, 2021 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-

Description of Registrant’s Securities (incorporated by reference to Exhibit 4.2 to Form 10-K filed on March 25, 2021)

Exhibit 4.2 DESCRIPTION OF SHARES The following description of our shares is not complete but is a summary and is qualified in its entirety by reference to the Maryland General Corporation Law, our charter and our bylaws. Under our charter, we have authority to issue a total of 400,001,000 shares of capital stock. Of the total shares authorized, 350,000,000 shares are designated as common stock wi

List of Subsidiaries

EX-21.1 3 lightstonereit5ex21-1.htm EXHIBIT 21.1 Exhibit 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Lightstone REIT V OP LP (2) Texas (1) Does not include subsidiaries of Lightstone REIT V OP LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact name of registrant as specified in its charter) Maryland 20-8198863 (State or other juris

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets

8-K 1 lightstonereit58k.htm 8-K 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): September 20, 2020 ` Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 2

Submission of Matters to a Vote of Security Holders

8-K 1 tm2036131d18k.htm FORM 8-K 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): November 12, 2020 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650

Other Events

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): November 12, 2020 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other juris

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 Commission File Number: 000-53

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or ot

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use

Quarterly Report - FORM 10-Q

10-Q 1 tm2020451d110q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) M

- SC TO-I/A

As filed with the Securities and Exchange Commission on July 28, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Shareholder Director Nominations

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): July 21, 2020 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdict

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 26, 2020 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction

OFFER TO PURCHASE FOR CASH BY LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. OF UP TO 300,000 SHARES OF COMMON STOCK AT A PURCHASE PRICE OF $2.25 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M. EASTER

EX-99.(A)(1)(D) 5 nt10012753x1exa1d.htm EXHIBIT (A)(1)(D) Exhibit (a)(1)(D) OFFER TO PURCHASE FOR CASH BY LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. OF UP TO 300,000 SHARES OF COMMON STOCK AT A PURCHASE PRICE OF $2.25 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M. EASTERN TIME, JULY 24, 2020, UNLESS EXTENDED OR WITHDRAWN June 16, 2020 To Custo

- SC TO-I

SC TO-I 1 nt10012753x1sctoi.htm SC TO-I As filed with the Securities and Exchange Commission on June 16, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13 (E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (Name of Subject Company (Issuer) and Filing Pers

Please see links below for a copy of letters to investors: Letter to Stockholders - re Tender Offer Schedule TO

EX-99.(A)(2)(B) 7 nt10012753x1exa2b.htm EXHIBIT (A)(2)(B) Exhibit (a)(2)(B) Dear Financial Advisor, Affiliates of MacKenzie Capital Management commenced a mini tender offer to purchase up to 300,000 shares of the outstanding common stock (the “Common Stock”), par value $0.001 per share (the “Shares”), of Lightstone Value Plus Real Estate Investment Trust V, Inc. (the “Company”) at a price of $1.50

June 16, 2020

Exhibit (a)(2)(A)   June 16, 2020 Dear Stockholder, MacKenzie Capital Management, LP and certain of its affiliates has commenced an unsolicited offer (the “MacKenzie Offer”) to purchase up to 300,000 shares of common stock of Lightstone Value Plus Real Estate Investment Trust V, Inc (the “Company”) at a price equal to $1.

  LETTER OF TRANSMITTAL To Tender Shares of Common Stock of Lightstone Value Plus Real Estate Investment Trust V, Inc. Pursuant to the Offer to Purchase dated June 16, 2020

EX-99.(A)(1)(B) 3 nt10012753x1exa1b.htm EXHIBIT (A)(1)(B) Exhibit (a)(1)(B)   LETTER OF TRANSMITTAL To Tender Shares of Common Stock of Lightstone Value Plus Real Estate Investment Trust V, Inc. Pursuant to the Offer to Purchase dated June 16, 2020 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT, EASTERN TIME, JULY 24, 2020 (THE “EXPIRATION DATE”), UNLESS THE OFFER IS EXT

OFFER TO PURCHASE LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. 1985 CEDAR BRIDGE AVENUE, SUITE 1 LAKEWOOD, NEW JERSEY 08701 (888) 808-7348 OFFER TO PURCHASE UP TO 300,000 SHARES OF ITS OUTSTANDING COMMON STOCK AT A PURCHASE PRICE OF $2.

TABLE OF CONTENTS Exhibit (a)(1)(A) OFFER TO PURCHASE LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

  ODD LOT CERTIFICATION FORM CERTIFICATION FORM TO BE SUBMITTED BY ALL OWNERS OF LESS THAN 100 SHARES   SUBMIT THIS FORM WITH A PROPERLY COMPLETED AND SIGNED LETTER OF TRANSMITTAL

Exhibit (a)(1)(C)   ODD LOT CERTIFICATION FORM CERTIFICATION FORM TO BE SUBMITTED BY ALL OWNERS OF LESS THAN 100 SHARES   SUBMIT THIS FORM WITH A PROPERLY COMPLETED AND SIGNED LETTER OF TRANSMITTAL Stockholders holding less than 100 Shares (also known as “Odd Lot Holders”) who tender all of their Shares will have all of their Shares accepted for payment even if the Offer to Purchase is oversubscribed.

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K/A 1 tm2020961d18ka.htm FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 17, 2020 ` Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-536

Assignment and Assumption of Real Estate Contract, dated March 17, 2020, by and between LVP BH Autumn Breeze LLC and Lightstone Acquisitions VI LLC.

EXHIBIT 10.1 ASSIGNMENT AND ASSUMPTION OF REAL ESTATE CONTRACT THIS ASSIGNMENT AND ASSUMPTION OF REAL ESTATE CONTRACT (this “Assignment”) is made as of March 17, 2020 (the “Effective Date”), by and between (i) LIGHTSTONE ACQUISITIONS VI LLC, a Delaware limited liability company (“Assignor”), and (ii) LVP BH AUTUMN BREEZE LLC, a Delaware limited liability company (“Assignee”). WITNESSETH: WHEREAS,

Quarterly Report - FORM 10-Q

10-Q 1 tm2014622d110q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter)

BHHV / Behringer Harvard Opportunity REIT II Inc 10-K - Annual Report - FORM 10-K

10-K 1 tm205353d110k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2019 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact name of registrant as specified in its charter) Maryla

Description of Registrant’s Securities

Exhibit 4.2 DESCRIPTION OF SHARES The following description of our shares is not complete but is a summary and is qualified in its entirety by reference to the Maryland General Corporation Law, our charter and our bylaws. Under our charter, we have authority to issue a total of 400,001,000 shares of capital stock. Of the total shares authorized, 350,000,000 shares are designated as common stock wi

List of Subsidiaries

EX-21.1 3 tm205353d1ex21-1.htm EXHIBIT 21.1 Exhibit 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Lightstone REIT V OP LP (2) Texas (1) Does not include subsidiaries of Lightstone REIT V OP LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0.1% i

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): March 17, 2020 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction

BHHV / Behringer Harvard Opportunity REIT II Inc SC TO-I/A - - SC TO-I/A

As filed with the Securities and Exchange Commission on March 18, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

BHHV / Behringer Harvard Opportunity REIT II Inc SC TO-I/A - - SC TO-I/A

As filed with the Securities and Exchange Commission on March 12, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits

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): February 13, 2020 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other juris

Lightstone Value Plus Real Estate Investment Trust V Recent Events Update February 2020 1

Exhibit 99.1 Lightstone Value Plus Real Estate Investment Trust V Recent Events Update February 2020 1 Forward - Looking Statements Forward - Looking Statements This presentation includes forward - looking statements. These statements include statements regarding the intent, belief or current expectations of the company and members of its management team, as well as the assumptions on which such s

Letter to Stockholders – Extension of Self-Tender Offer Schedule TO-I (Self-Tender Offer)

Exhibit (a)(2)(I) Dear Financial Advisor, On December 13, 2019, the Board of Directors (the Board) of Lightstone Value Plus Real Estate Investment Trust V, Inc.

Letter to Stockholders – Extension of Self-Tender Offer

Exhibit (a)(2)(H)   February 4, 2020 Dear Stockholder: On December 13, 2019, the Board of Directors (the Board) of Lightstone Value Plus Real Estate Investment Trust V, Inc.

BHHV / Behringer Harvard Opportunity REIT II Inc SC TO-I/A - - SC TO-I/A

SC TO-I/A 1 nt10007775x3sctoia.htm SC TO-I/A As filed with the Securities and Exchange Commission on February 4, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13 (E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (Name of Subject Compan

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

EX-99.(A)(2)(F) 2 nt10007775x2exa2g.htm EXHIBIT (A)(2)(G) Exhibit (a)(2)(G) PRESS RELEASE – PRESS RELEASE – PRESS RELEASE – PRESS RELEASE LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. 1985 Cedar Bridge Ave., Ste. 1 Lakewood, New Jersey 08701 CONTACT: Lightstone Shareholder Services 888.808.7348 [email protected] FOR IMMEDIATE RELEASE LAKEWOOD, NEW JERSEY, January 31

BHHV / Behringer Harvard Opportunity REIT II Inc SC TO-I/A - - SCTO-I/A

As filed with the Securities and Exchange Commission on January 31, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Exhibit (a)(2)(D)   January 21, 2020 Dear Stockholder: On December 13, 2019, the Board of Directors (the Board) of Lightstone Value Plus Real Estate Investment Trust V, Inc.

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

Exhibit (a)(2)(E) PRESS RELEASE – PRESS RELEASE – PRESS RELEASE – PRESS RELEASE LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

BHHV / Behringer Harvard Opportunity REIT II Inc SC TO-I/A - - SC TO-I/A

As filed with the Securities and Exchange Commission on January 21, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Letter to Stockholders – Extension of Self-Tender Offer Schedule TO-I as amended (Self-Tender Offer)

Exhibit (a)(2)(F) Dear Financial Advisor, On December 13, 2019, the Board of Directors (the Board) of Lightstone Value Plus Real Estate Investment Trust V, Inc.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (Name of

SC TO-T/A 1 lightstonev-sctota2.htm AMD NO 2 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (Name of Subject Company) Everest REIT Investors I, LLC (offeror) (Filing Persons) Shares of Common Stock (Title

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares. The Offer is being made solely by the Offer to Purchase defined below. Notice of Amendment to Offer to Purchase for Cash 1,200,000 SHARES OF COMMON STOCK

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (Name of

SC TO-T/A 1 lightstonev-sctota-1.htm AMD NO. 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (Name of Subject Company) Everest REIT Investors I, LLC (offeror) (Filing Persons) Shares of Common Stock (Titl

Page 1 of 1

Exhibit (a)(8) PRESS RELEASE ? PRESS RELEASE ? PRESS RELEASE ? PRESS RELEASE Page 1 of 1 EVEREST REIT INVESTORS I, LLC 199 S.

BHHV / Behringer Harvard Opportunity REIT II Inc SC TO-I/A - - SC TO-I/A

As filed with the Securities and Exchange Commission on December 20, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Letter provided to Stockholders requesting redemptions under share redemption program

Exhibit (a)(2)(C) December 20, 2019 «AddressLine1» «AddressLine2» «AddressLine3» «AddressLine4» «AddressLine5» Account # «Acct» Dear Shareholder, We are in receipt of your request to redeem all or part of your shares in Lightstone Value Plus REIT V, Inc.

Email to Financial Advisors

Exhibit (a)(2)(B) Dear Financial Advisor, On December 2, 2019, Everest REIT Investors I, LLC commenced an unsolicited tender offer to purchase up to 1,200,000 shares of the outstanding common stock (the “Common Stock”), par value $0.

Letter to Stockholders - Board Recommendation re Tender Offers

Exhibit (a)(2)(A)   December 17, 2019 Dear Stockholder: On December 2, 2019, Everest REIT Investors I, LLC (“Everest”) commenced an unsolicited offer to purchase up to 1,200,000 shares of common stock of Lightstone Value Plus Real Estate Investment Trust V, Inc.

Letter of Custodians

Exhibit (a)(1)(D) OFFER TO PURCHASE FOR CASH BY LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

Excerpt from Current Report on Form 8-K regarding the share redemption program

EX-99.(A)(5)(A) 8 nt10006941x1exa5a.htm EXHIBIT (A)(5)(A) Exhibit (a)(5)(A) Excerpt from Current Report on Form 8-K filed by Lightstone Value Plus Real Estate Investment Trust V, Inc. with the Securities and Exchange Commission on December 13, 2019. Item 8.01 Other Events. Commencement of Self-Tender Offer and Suspension of Share Redemption Program On December 13, 2019, the board of directors of L

BHHV / Behringer Harvard Opportunity REIT II Inc SC 14D9/A - - SCHEDULE 14D-9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14D-9/A (Amendment no.

Offer to Purchase dated December 17, 2019

TABLE OF CONTENTS Exhibit (a)(1)(A) OFFER TO PURCHASE LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

Letter to Stockholders - Board Recommendation re Tender Offers Schedule 14D-9 Response (Everest) Schedule TO-I (Self-Tender Offer)

Exhibit (a)(2) Dear Financial Advisor, On December 2, 2019, Everest REIT Investors I, LLC commenced an unsolicited tender offer to purchase up to 1,200,000 shares of the outstanding common stock (the “Common Stock”), par value $0.

Schedule TO-I (Self-Tender Offer)

As filed with the Securities and Exchange Commission on December 17, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

EX-99.(A)(1) 2 nt10006941x3exa1.htm EXHIBIT (A)(1) Exhibit (a)(1)   December 17, 2019 Dear Stockholder: On December 2, 2019, Everest REIT Investors I, LLC (“Everest”) commenced an unsolicited offer to purchase up to 1,200,000 shares of common stock of Lightstone Value Plus Real Estate Investment Trust V, Inc. (the “Company”) at a price of $6.00 per share in cash (the “Everest Offer”). After carefu

Odd Lot Certification Form

Exhibit (a)(1)(C)   ODD LOT CERTIFICATION FORM CERTIFICATION FORM TO BE SUBMITTED BY ALL OWNERS OF LESS THAN 100 SHARES SUBMIT THIS FORM WITH A PROPERLY COMPLETED AND SIGNED LETTER OF TRANSMITTAL Stockholders holding less than 100 Shares (also known as “Odd Lot Holders”) who tender all of their Shares will have all of their Shares accepted for payment even if the Offer to Purchase is oversubscribed.

Letter of Transmittal

EX-99.(A)(1)(B) 3 nt10006941x1exa1b.htm EXHIBIT (A)(1)(B) Exhibit (a)(1)(B)   LETTER OF TRANSMITTAL To Tender Shares of Common Stock of Lightstone Value Plus Real Estate Investment Trust V, Inc. Pursuant to the Offer to Purchase dated December 17, 2019 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT, EASTERN TIME, JANUARY 17, 2020 (THE “EXPIRATION DATE”), UNLESS THE OFFER

Schedule 14D-9 Response (Everest)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Lightstone Value Plus Real Estate Investment Trust V, Inc.

BHHV / Behringer Harvard Opportunity REIT II Inc SC TO-C - - FORM 8-K

SC TO-C 1 tm1925179d28k.htm FORM 8-K 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): December 13, 2019 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-5

Other Events

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): December 13, 2019 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other juris

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (Name of Subject Company)

SC TO-T 1 lightstonev-sctot.htm SCTOT TENDER OFFER SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (Name of Subject Company) Everest REIT Investors I, LLC (offeror) (Filing Persons) Shares of Common Stock (Title of Class of

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement.

EX-99.A2 3 exhibita2.htm FORM OF TRANSFER AGMT LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement. To participate in the Offer, a duly executed original of this Transfer Agreement and any other documents required by this Transfer Agreement must be received by

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. AT $6.00 PER SHARE BY EVEREST REIT INVESTORS I, LLC (the “Purchaser”)

OFFER TO PURCHASE FOR CASH 1,200,000 SHARES OF COMMON STOCK OF LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

Unless amended, our offer will expire at 9:00 pm Pacific Time on January 17, 2020.

Everest REIT Investors 199 SOUTH LOS ROBLES AVENUE, SUITE 200 - PASADENA, CALIFORNIA 91101 TEL (626) 585-5920 - FAX (626) 585-5929 December 2, 2019 To the Shareholders of Lightstone Value Plus Real Estate Investment Trust V, Inc.

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares. The Offer is being made solely by the Offer to Purchase dated December 2, 2019 and the related Transfer Agreement and is not being made to, nor will tend

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares.

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement.

EX-99.A7 8 exhibita7.htm ALTERNATIVE VERSION OF TRANSFER AGMT LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement. To participate in the Offer, a duly executed original of this Transfer Agreement and any other documents required by this Transfer Agreement must

Welcome to the Everest REIT Investors website where you may Download, Print, or Read a complete copy of the Offering Materials in connection with our offer to purchase your shares. Please select from below:

Welcome to the Everest REIT Investors website where you may Download, Print, or Read a complete copy of the Offering Materials in connection with our offer to purchase your shares.

Transfer Agreement Instructions

Transfer Agreement Instructions TO SELL YOUR SHARES, PLEASE COMPLETE THE TRANSFER AGREEMENT: 1.

Other Events

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): November 7, 2019 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisd

BHHV / Behringer Harvard Opportunity REIT II Inc 10-Q - Quarterly Report - FORM 10-Q

10-Q 1 tm1919590-110q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Chart

Second Amendment to Advisory Agreement among Lightstone Value Plus Real Estate Investment Trust V, Inc., Lightstone Value Plus REIT V OP LP and LSG Development Advisor LLC effective as of June 10, 2019.

Exhibit 10.2 Second Amendment to Advisory Agreement This SECOND AMENDMENT TO ADVISORY AGREEMENT, effective as of June 10, 2018 (the “Amendment”), is entered into among LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC., a Maryland corporation (the “Company”), LIGHTSTONE VALUE PLUS REIT V OP LP, a Texas limited partnership (the “Operating Partnership”) and LSG DEVELOPMENT LLC, a Delaware li

Renewal Agreement (Advisory Management Agreement) among Value Plus Real Estate Investment Trust V, Inc., Lightstone Value Plus REIT V OP LP and LSG-BH II Advisor LLC effective as of June 10, 2019.

Exhibit 10.1 RENEWAL AGREEMENT (Advisory Management Agreement) THIS RENEWAL AGREEMENT, dated as of June 10, 2019 (the “Agreement”), is entered into among LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC., a Maryland corporation (the “Company”), LIGHTSTONE VALUE PLUS REIT V OP LP, a Texas limited partnership (the “Operating Partnership”) and LSG-BH II ADVISOR LLC, a Delaware limited liabil

BHHV / Behringer Harvard Opportunity REIT II Inc 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other j

in the Company’s Definitive Proxy Statement Pursuant to Schedule 14A

DEF 14A 1 nc10002638x1def14a.htm DEF14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  o Check the appropriate box:  o Preliminary

BHHV / Behringer Harvard Opportunity REIT II Inc 10-Q Quarterly Report FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or other

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 14, 2019 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdi

BHHV / Behringer Harvard Opportunity REIT II Inc FORM 10-K (Annual Report)

10-K 1 tv51682110k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2018 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact name of registrant as specified in its charter) Maryland

Assignment and Assumption of Purchase and Sale Agreement, dated November 27, 2018, by and between LVP BH Westmont LLC and Lightstone Acquisitions VI LLC.

EXHIBIT 10.8 ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is made as of November 27, 2018 (the “Effective Date”), by and between (i) LIGHTSTONE ACQUISITIONS VI LLC, a Delaware limited liability company (“Assignor”), and (ii) LVP BH WESTMONT LLC, a Delaware limited liability company (“Assignee”). WITNESSET

Assumption Agreement, dated November 27, 2018, by and among PBH Stone Crest LLC, LVP BH Westmont LLC and U.S. Bank National Association.

Exhibit 10.9 When Recorded Return to: Matthew E. Vaughan, Esquire Troutman Sanders LLP 1001 Haxall Point Richmond, Virginia 23219 Property Name: Fountains at Stonecrest ASSUMPTION AGREEMENT (FOR USE WITH LOAN AGREEMENT FORMS) (Revised 7-17-2014) THIS ASSUMPTION AGREEMENT ("Assumption Agreement") is entered into effective as of the 27th day of November, 2018, by and among PBH STONE CREST, LLC, a De

List of Subsidiaries

EXHIBIT 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Lightstone REIT V OP LP (2) Texas (1) Does not include subsidiaries of Lightstone REIT V OP LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0.1% in Lightstone REIT V OP LP, our operating par

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): February 14, 2019 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdict

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K/A 1 tv5126928ka.htm FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 27, 2018 ` Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-536

FIFTH AMENDED AND RESTATED SHARE REDEMPTION PROGRAM LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. Effective as of January 31, 2019

Exhibit 99.1 FIFTH AMENDED AND RESTATED SHARE REDEMPTION PROGRAM OF LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. Effective as of January 31, 2019 This Fifth Amended and Restated Share Redemption Program (our “Program”) is intended to provide limited interim liquidity for Qualifying Stockholders (as defined below) until a bona fide secondary market develops for our shares of common st

Financial Statements and Exhibits, Other Events

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): January 4, 2019 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdi

Other Events

8-K 1 tv5082968k.htm FORM 8-K 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): November 30, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): November 27, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other jurisdict

BHHV / Behringer Harvard Opportunity REIT II Inc FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 20-8198863 (State or ot

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 27, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other Jurisdictio

Submission of Matters to a Vote of Security Holders

8-K 1 tv5009638k.htm FORM 8-K 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): August 9, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-81

BHHV / Behringer Harvard Opportunity REIT II Inc FORM 10-Q (Quarterly Report)

10-Q 1 tv50025810q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Mary

Entry into a Material Definitive Agreement

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): July 18, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdict

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 29, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (State or other Jurisdiction

BHHV / Behringer Harvard Opportunity REIT II Inc DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of

LIGHTSTONE VALUE PLUS REIT V Investor Presentation June 21, 2018 1

Exhibit 99.1 LIGHTSTONE VALUE PLUS REIT V Investor Presentation June 21, 2018 1 Dial - in Information To listen to today’s call: +1 (914) 614 - 3221 Participant PIN Code: 476 - 364 - 176 2 Forward - Looking Statements 3 This presentation contains forward - looking statements, including discussion and analysis of the financial condition of us and our subsidiaries and other matters. These forward -

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

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 21, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdict

BHHV / Behringer Harvard Opportunity REIT II Inc FORM 10-Q (Quarterly Report)

10-Q 1 tv49317610q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Mar

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events, Shareholder Director Nominations

8-K 1 tv4931298k.htm FORM 8-K 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): May 7, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Charter) Maryland 000-53650 20-8198863 (

BHHV / Behringer Harvard Opportunity REIT II Inc FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2017 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Formerly Behringer Harvard Opportunity REIT II, Inc.) (Exact name of registrant as specified in

List of Subsidiaries

Exhibit 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Behringer Harvard Opportunity OP II, LP(2) Texas (1) Does not include subsidiaries of Behringer Harvard Opportunity OP II, LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole general partner and owner of less than 0.1% in Behringer H

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (formerl

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Current Report

8-K 1 tv4860758k.htm 8-K 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): February 10, 2018 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198

Please see links below for a copy of letters to investors: Letter to Stockholders - Board Recommendation re Tender Offer Schedule 14D-9 Response (Everest)

Exhibit (a)(2) Dear Financial Advisor, On January 8, 2018, Everest REIT Investors I, LLC commenced an unsolicited tender offer to purchase up to 1,200,000 shares of the outstanding common stock (the ?Common Stock?), par value $0.

1985 Cedar Bridge Avenue, Suite 1

Exhibit (a)(1) 1985 Cedar Bridge Avenue, Suite 1 Lakewood, NJ 08701 lightstonegroup.

BHHV / Behringer Harvard Opportunity REIT II Inc SC 14D9/A

SC 14D9/A 1 tv484031sc14d9a.htm SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14D-9 (Amendment no. 1) (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Name of Subject Company) Lightstone Value Plus Real Estate Investment Trust V, I

1985 Cedar Bridge Avenue, Suite 1

Exhibit (a)(1) 1985 Cedar Bridge Avenue, Suite 1 Lakewood, NJ 08701 lightstonegroup.

BHHV / Behringer Harvard Opportunity REIT II Inc SC 14D9

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Lightstone Value Plus Real Estate Investment Trust V, Inc.

Please see links below for a copy of letters to investors: Letter to Stockholders - Board Recommendation re Tender Offer Schedule 14D-9 Response (Everest)

Exhibit (a)(2) Dear Financial Advisor, On January 8, 2018, Everest REIT Investors I, LLC commenced an unsolicited tender offer to purchase up to 1,200,000 shares of the outstanding common stock (the ?Common Stock?), par value $0.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (formerl

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement.

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement. To participate in the Offer, a duly executed original of this Transfer Agreement and any other documents required by this Transfer Agreement must be received by the Depositary on or prior to the Expiration D

Transfer Agreement Instructions

EX-99.A8 3 exhibita8.htm REVISED TRANSFER AGMT INSTRUCTIONS Transfer Agreement Instructions TO SELL YOUR SHARES, PLEASE COMPLETE THE TRANSFER AGREEMENT: 1. If it is not already printed on the agreement, print the Name and Address information of record for the Shares you hold. Refer to the outer envelope you received to see the name in which the Corporation registered your Shares. 2.Print your Emai

To the Shareholders of Lightstone Value Plus Real Estate Investment Trust V, Inc. Welcome to Everest's Virtual Data Room where you may download, print, or read a complete copy of the offering materials in connection with our offer to purchase your sh

To the Shareholders of Lightstone Value Plus Real Estate Investment Trust V, Inc. Welcome to Everest's Virtual Data Room where you may download, print, or read a complete copy of the offering materials in connection with our offer to purchase your shares in Lightstone Value Plus Real Estate Investment Trust V, Inc. To view the Offer documents please click the ?Acknowledge & Accept? button below. C

Transfer Agreement Instructions

EX-99.A3 4 exhibita3.htm TRANSFER AGMT INSTRUCTIONS Transfer Agreement Instructions TO SELL YOUR SHARES, PLEASE COMPLETE THE TRANSFER AGREEMENT: 1. Print the Name and Address information of record for the Shares you hold, PLUS your Email Address and Phone Number. Refer to the outer envelope you received to see the name in which the Corporation registered your Shares. 2.(a)Check the box to sell ALL

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (formerly named Behringer

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares. The Offer is being made solely by the Offer to Purchase dated January 8, 2018 and the related Transfer Agreement and is not being made to, nor will tende

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares.

Unless amended, our offer will expire at 5:00 pm Pacific Time on February 28, 2018.

Everest REIT Investors 199 SOUTH LOS ROBLES AVENUE, SUITE 200 - PASADENA, CALIFORNIA 91101 TEL (626) 585-5920 - FAX (626) 585-5929 January 8, 2018 To the Shareholders of Lightstone Value Plus Real Estate Investment Trust V, Inc.

OFFER TO PURCHASE FOR CASH 1,200,000 SHARES OF COMMON STOCK OF LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. AT $5.40 PER SHARE BY EVEREST REIT INVESTORS I, LLC (the “Purchaser”)

OFFER TO PURCHASE FOR CASH 1,200,000 SHARES OF COMMON STOCK OF LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC.

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement.

LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement. To participate in the Offer, a duly executed original of this Transfer Agreement and any other documents required by this Transfer Agreement must be received by the Depositary on or prior to the Expiration D

Other Events

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): December 4, 2017 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Formerly Behringer Harvard Opportunity REIT II, Inc.) (Exact Name of Registrant as Specified in Its Charte

BHHV / Behringer Harvard Opportunity REIT II Inc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Formerly Behringer Harvard Opportunity REIT II, Inc.) (Exact Name of Registrant as Spe

LIGHTSTONE VALUE PLUS REIT V Investor Presentation September 28, 2017 1

Exhibit 99.1 LIGHTSTONE VALUE PLUS REIT V Investor Presentation September 28, 2017 1 Forward - Looking Statements 2 This presentation contains forward - looking statements, including discussion and analysis of the financial condition of us and our subsidiaries and other matters. These forward - looking statements are not historical facts but are the intent, belief or current expectations of our ma

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): September 27, 2017 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other juri

Other Events, Submission of Matters to a Vote of Security Holders

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): September 18, 2017 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other juri

Behringer Harvard Opportunity REIT II DEFINITIVE PROXY STATEMENT

DEF 14A 1 lvprei-def14a091817.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): August 15, 2017 Lightstone Value Plus Real Estate Investment Trust V, Inc. (formerly Behringer Harvard Opportunity REIT II, Inc.) (Exact Name of Registrant as Specified in Charter) Ma

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (formerl

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

FOURTH AMENDED AND RESTATED SHARE REDEMPTION PROGRAM LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. Effective as of July 1, 2018

Exhibit 99.1 FOURTH AMENDED AND RESTATED SHARE REDEMPTION PROGRAM OF LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. Effective as of July 1, 2018 This Fourth Amended and Restated Share Redemption Program (our ?Program?) is intended to provide limited interim liquidity for Qualifying Stockholders (as defined below) until a bona fide secondary market develops for our shares of common stoc

DISTRIBUTION REINVESTMENT PROGRAM Adopted August 9, 2017

Exhibit 4.1 DISTRIBUTION REINVESTMENT PROGRAM Adopted August 9, 2017 Lightstone Value Plus Real Estate Investment Trust V, Inc., a Maryland corporation (the “Company”), has adopted a distribution reinvestment program (the “DRP”), the terms and conditions of which are set forth below. 1. Number of Common Shares Issuable. The number of shares of the Company’s common stock, $0.001 par value per share

LIGHTSTONE Value Plus Real Estate Investment Trust V, Inc. CODE OF BUSINESS CONDUCT AND ETHICS

Exhibit 14.1 LIGHTSTONE Value Plus Real Estate Investment Trust V, Inc. CODE OF BUSINESS CONDUCT AND ETHICS OVERVIEW This Code of Business Conduct and Ethics (this ?Code?) sets forth the guiding principles by which we operate our company and conduct our daily business with our stockholders, customers, vendors and with each other. These principles apply to all the directors, officers and employees

THIrD AMENDED AND RESTATED BYLAWS LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. a Maryland Corporation TABLE OF CONTENTS

Exhibit 3.1 THIrD AMENDED AND RESTATED BYLAWS of LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. a Maryland Corporation TABLE OF CONTENTS Page Article I OFFICES 1 Section 1.01 Principal Offices 1 Section 1.02 Additional Offices 1 Article II MEETINGS OF STOCKHOLDERS 1 Section 2.01 Place 1 Section 2.02 Annual Meeting 1 Section 2.03 Special Meetings 1 Section 2.04 Notice for Meetings 2 Sec

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Financial Statements and Exhibits, Other Events

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): August 9, 2017 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdic

Policy For Estimation of Common Stock Value Lightstone Value Plus Real Estate Investment Trust V, Inc.

Exhibit 99.2 Policy For Estimation of Common Stock Value of Lightstone Value Plus Real Estate Investment Trust V, Inc. Lightstone Value Plus Real Estate Investment Trust V, Inc. (the ?Company?) has adopted this policy in respect of estimating the per share value of its common stock (?ESV?) as of August 9, 2017. This policy may be amended by the Board of Directors of the Company (the ?Board?) at an

BHHV / Behringer Harvard Opportunity REIT II Inc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 Commission File Number: 000-53650 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Formerly Behringer Harvard Opportunity REIT II, Inc.) (Exact Name of Registrant as Specifie

Loan Agreement entered into as of May 8, 2017, between (i) Kauai Coconut Beach, LLC and Kauai Coconut Beach Operator, LLC and (ii) TH Commercial Mortgage, LLC. (incorporated by reference to Exhibit 10.9 to Form 10-Q filed on August 14, 2017)

Exhibit 10.9 LOAN AGREEMENT Dated as of May 8, 2017 bet

Code of Business Conduct and Ethics (previously filed in and incorporated by reference to Form 10-Q, filed on August 14, 2017)

Exhibit 14 LIGHTSTONE Value Plus Real Estate Investment Trust V, Inc. CODE OF BUSINESS CONDUCT AND ETHICS OVERVIEW This Code of Business Conduct and Ethics (this “Code”) sets forth the guiding principles by which we operate our company and conduct our daily business with our stockholders, customers, vendors and with each other. These principles apply to all the directors, officers and employees of

Purchase And Sale Agreement entered into as of June 19, 2017, by and between (i) Kauai Coconut Beach, LLC and Kauai Coconut Beach Operator, LLC and (ii) KHS, LLC. (incorporated by reference to Exhibit 10.10 to Form 10-Q filed on August 14, 2017)

Exhibit 10.10 EXECUTION COPY PURCHASE AND SALE AGREEMENT (Courtyard Kaua’i at Coconut Beach) THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of June 19, 2017 (the “Effective Date”), by and between (i) KAUAI COCONUT BEACH, LLC, a Delaware limited liability company (“Owner”), and KAUAI COCONUT BEACH OPERATOR, LLC, a Delaware limited liability company (“Lessee” and col

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST V, INC. (formerl

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

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Exhibit (a)(9) PRESS RELEASE ? PRESS RELEASE ? PRESS RELEASE ? PRESS RELEASE Page 1 of 1 EVEREST REIT INVESTORS I, LLC 199 S.

Everest REIT Investors

Everest REIT Investors 199 SOUTH LOS ROBLES AVENUE, SUITE 200 ? PASADENA, CALIFORNIA 91101 HIGHEST OFFER FOR YOUR SHARES EXTENDED To the Shareholders of Behringer Harvard Opportunity REIT II, Inc.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

8-K 1 v4713588k.htm 8-K 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): July 20, 2017 Lightstone Value Plus Real Estate Investment Trust V, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (

Articles of Amendment to Third Articles of Amendment and Restatement (incorporated by reference to Exhibit 3.1 to Form 8-K filed on July 24, 2017)

EXHIBIT 3.1 BEHRINGER HARVARD OPPORTUNITY REIT II, INC. ARTICLES OF AMENDMENT THIS IS TO CERTIFY THAT: FIRST: Pursuant to Section 2-605 of the Maryland General Company Law (the ?MGCL?), Behringer Harvard Opportunity REIT II, Inc. (the ?Corporation?) desires to amend its charter as currently in effect and as amended below. SECOND: Article I of the Corporation?s charter shall be amended as follows:

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) BEHRINGER HARVARD OPPORTUNITY REIT II, INC. (Name of Subject Compan

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

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EX-99 2 exhibita7.htm PRESS RELEASE Exhibit (a)(7) PRESS RELEASE – PRESS RELEASE – PRESS RELEASE – PRESS RELEASE Page 1 of 1 EVEREST RXIT INVESTORS I, LLC 199 S. Los Robles Avenue, Suite 200 Pasadena, CA 91101 CONTACT:Chris Davis or Stacey McClain (626) 585-5920 FOR IMMEDIATE RELEASE PASADCNA, CALIFORNIA, July 19, 2017 – Everest REIT Investors I, LLC today announced that it has extended the expira

Entry into a Material Definitive Agreement

8-K 1 v4694218k.htm FORM 8-K 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 19, 2017 Behringer Harvard Opportunity REIT II, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or o

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 12, 2017 Behringer Harvard Opportunity REIT II, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorpor

Dear Behringer Harvard Opportunity REIT II, Inc. Stockholder:

Exhibit (a)(1) June 5, 2017 Dear Behringer Harvard Opportunity REIT II, Inc. Stockholder: Recently you may have received an unsolicited tender offer from Everest REIT Investors I, LLC (“Everest”), to purchase up to 1,300,000 shares, or 5.2%, of the common stock of Behringer Harvard Opportunity REIT II, Inc. at a price of $5.25 per share in cash. The board has considered the terms and conditions of

Behringer Harvard Opportunity REIT II SC 14D9

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Behringer Harvard Opportunity REIT II, Inc.

From: Behringer Harvard Opportunity REIT II, Inc.

Exhibit (a)(2) From: Behringer Harvard Opportunity REIT II, Inc. To: Financial Advisors Re: Behringer Harvard Opportunity REIT II, Inc. Board of Directors Makes Recommendation Regarding Tender Offer On May 22, 2017, Everest REIT Investors I, LLC commenced an unsolicited tender offer to purchase up to 1,300,000 shares of the outstanding common stock (the ?Common Stock?), par value $0.001 per share

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares. The Offer is being made solely by the Offer to Purchase dated May 22, 2017 and the related Transfer Agreement and is not being made to, nor will tenders

EX-99.A6 7 exhibita6.htm ADVERTISEMENT This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares. The Offer is being made solely by the Offer to Purchase dated May 22, 2017 and the related Transfer Agreement and is not being made to, nor will tenders be accepted from or on behalf of, Shareholders residing in any jurisdiction in which making or accepting the Of

Unless amended, our offer will expire at 5:00 pm Pacific Time on July 19, 2017.

Everest REIT Investors 199 SOUTH LOS ROBLES AVENUE, SUITE 200 ? PASADENA, CALIFORNIA 91101 TEL (626) 585-5920 ? FAX (626) 585-5929 May 22, 2017 To the Shareholders of Behringer Harvard Opportunity REIT II, Inc.

Transfer Agreement Instructions

Transfer Agreement Instructions TO SELL YOUR SHARES, PLEASE COMPLETE THE TRANSFER AGREEMENT: 1.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 BEHRINGER HARVARD OPPORTUNITY REIT II, INC. (Name of Subject Company) Everest REIT In

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 BEHRINGER HARVARD OPPORTUNITY REIT II, INC.

BEHRINGER HARVARD OPPORTUNITY REIT II, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement.

EX-99.A2 3 exhibita2.htm FORM TRANSFER AGMT BEHRINGER HARVARD OPPORTUNITY REIT II, INC. TRANSFER AGREEMENT Capitalized terms that are not defined below are defined on Page 2, the signature side of this Transfer Agreement. To participate in the Offer, a duly executed original of this Transfer Agreement and any other documents required by this Transfer Agreement must be received by the Depositary on

OFFER TO PURCHASE FOR CASH 1,300,000 SHARES OF COMMON STOCK OF BEHRINGER HARVARD OPPORTUNITY REIT II, INC. AT $5.25 PER SHARE BY EVEREST REIT INVESTORS I, LLC (the “Purchaser”)

OFFER TO PURCHASE FOR CASH 1,300,000 SHARES OF COMMON STOCK OF BEHRINGER HARVARD OPPORTUNITY REIT II, INC.

To the Shareholders of Behringer Harvard Opportunity REIT II, Inc. Welcome to Everest's Virtual Data Room where you may download, print, or read a complete copy of the offering materials in connection with our offer to purchase your shares in Behring

To the Shareholders of Behringer Harvard Opportunity REIT II, Inc. Welcome to Everest's Virtual Data Room where you may download, print, or read a complete copy of the offering materials in connection with our offer to purchase your shares in Behringer Harvard Opportunity REIT II, Inc. To view the Offer documents please click the ?Acknowledge & Accept? button below. Clicking the button does not me

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 Commission File Number: 000-53650

10-Q 1 v46600510-q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 Commission File Number: 000-53650 Behringer Harvard Opportunity REIT II, Inc. (Exact Name of Registrant as Specified in Its Charter)

April 5, 2017

Exhibit 16.1 April 5, 2017 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4 of Behringer Harvard Opportunity REIT II, Inc.?s Form 8-K dated April 5, 2017, and have the following comments: 1. We agree with the statements made in paragraphs one through five under the heading ?(a) Dismissal of Independent Accountant?. 2. We have n

Behringer Harvard Opportunity REIT II 8-K (Current Report/Significant Event)

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): April 5, 2017 Behringer Harvard Opportunity REIT II, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction of incorpor

© 2 0 1 7 B e h rin g e r 3917-1 March 29, 2017 Behringer Harvard Opportunity REIT II, Inc. 2016 Year End Update Exhibit 99.1 Lakes of Margate, Margate, FL © 2017 Behringer Dial-In and Replay Information To listen to today’s call: Dial: 877-913-1008

op2q42016finala01 ? 2 0 1 7 B e h rin g e r 3917-1 March 29, 2017 Behringer Harvard Opportunity REIT II, Inc.

Regulation FD Disclosure, Financial Statements and Exhibits

Document 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): March 29, 2017 Behringer Harvard Opportunity REIT II, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdiction o

Termination of Advisory Management Agreement among Behringer Harvard Opportunity REIT II, Inc., Behringer Harvard Opportunity Advisors II, LLC, and Stratera Services, LLC effective as of February 10, 2017. (incorporated by reference to Exhibit 10.6 to Form 10-K filed on March 16, 2017)

Exhibit 10.6 TERMINATION OF ADVISORY MANAGEMENT AGREEMENT This Termination of Advisory Management Agreement (this ?Termination Agreement?), dated as of February 10, 2017, is entered into by and between Behringer Harvard Opportunity REIT II, Inc., a Maryland corporation (the ?Company?), and Behringer Harvard Opportunity Advisors II, LLC, a Texas limited liability company (the ?Advisor?), and, solel

Advisory Management Agreement among Behringer Harvard Opportunity REIT II, Inc., Behringer Harvard Opportunity OP II, LP and LSG-BH II Advisor LLC (“LSG-BH II Advisor”) effective as of February 10, 2017. (incorporated by reference to Exhibit 10.8 to Form 10-K filed on March 16, 2017)

Exhibit 10.8 ADVISORY MANAGEMENT AGREEMENT This ADVISORY MANAGEMENT AGREEMENT (this ?Agreement?) is entered into on February 10, 2017, among BEHRINGER HARVARD OPPORTUNITY REIT II, INC., a Maryland corporation (the ?Company?), BEHRINGER HARVARD OPPORTUNITY OP II LP, a Texas limited partnership (the ?Operating Partnership?), and LSG-BH II ADVISOR LLC, a Delaware limited liability company (the ?Advis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2016 Commission File Number: 000-53650 Behri

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2016 Commission File Number: 000-53650 Behringer Harvard Opportunity REIT II, Inc. (Exact name of registrant as specified in its charter) Maryland 20-8198863 (State or other jurisdiction of (I.R

Termination of Property Management and Leasing Agreement among Behringer Harvard Opportunity REIT II, Inc., Behringer Harvard Opportunity OP II, LP and several affiliated special purpose entities, Behringer Harvard Opportunity Management Services, LLC, and Behringer Harvard Real Estate Services, LLC, and Stratera Services, LLC effective as of February 10, 2017. (incorporated by reference to Exhibit 10.7 to Form 10-K filed on March 16, 2017)

EX-10.7 3 ex107-terminationofpropert.htm EXHIBIT 10.7 Exhibit 10.7 TERMINATION OF PROPERTY MANAGEMENT AND LEASING AGREEMENT This Termination of Property Management and Leasing Agreement (this “Termination Agreement”), dated as of February 10, 2017, is entered into by and among Behringer Harvard Opportunity REIT II, Inc., a Maryland corporation (“REIT II”), Behringer Harvard Opportunity OP II, LP,

Advisory Agreement among Behringer Harvard Opportunity REIT II, Inc., Behringer Harvard Opportunity OP II, LP and LSG Development Advisor LLC (“LSG-BH II Advisor”) effective as of February 10, 2017. (incorporated by reference to Exhibit 10.9 to Form 10-K filed on March 16, 2017)

Exhibit 10.9 ADVISORY AGREEMENT This ADVISORY AGREEMENT (this ?Agreement?) is entered into on February 10, 2017, among BEHRINGER HARVARD OPPORTUNITY REIT II, INC., a Maryland corporation (the ?Company?), BEHRINGER HARVARD OPPORTUNITY OP II LP, a Texas limited partnership (the ?Operating Partnership?), and LSG DEVELOPMENT LLC, a Delaware limited liability company (the ?Advisor?). W I T N E S S E T

Property Management and Leasing Agreement among Behringer Harvard Opportunity REIT II, Inc., Behringer Harvard Opportunity OP II, LP and several affiliated special purpose entities, and LSG-BH II Property Manager LLC effective as of February 10, 2017. (incorporated by reference to Exhibit 10.10 to Form 10-K filed on March 16, 2017)

Exhibit 10.10 64029425v14 PROPERTY MANAGEMENT AND LEASING AGREEMENT This PROPERTY MANAGEMENT AND LEASING AGREEMENT (this ?Agreement?) is made and entered into as of February 10, 2017, among BEHRINGER HARVARD OPPORTUNITY REIT II, INC., a Maryland corporation (?BH Opportunity REIT II?), BEHRINGER HARVARD OPPORTUNITY OP II LP, a Texas limited partnership (?BH Opportunity II LP?), the Existing Owner S

LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Behringer Harvard Opportunity OP II, LP(2) Texas

EX-21.1 7 ex211-listofsubsx201610xk.htm EXHIBIT 21.1 Exhibit 21.1 LIST OF SUBSIDIARIES Entity(1) Jurisdiction of Incorporation BHO II, Inc. Delaware BHO Business Trust II Maryland Behringer Harvard Opportunity OP II, LP(2) Texas (1) Does not include subsidiaries of Behringer Harvard Opportunity OP II, LP, which holds our investment assets. (2) As of January 1, 2009, BHO II, Inc. was the sole gener

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 10, 2017 Behringer Harvard Opportunity REIT II, Inc.

LETTER

Mail Room 3233 January 9, 2017 Via E-mail S. Jason Hall Chief Financial Officer Behringer Harvard Opportunity REIT II, Inc. 15601 Dallas Parkway, Suite 600 Addison, Texas Re: Behringer Harvard Opportunity REIT II, Inc. Form 10-K for fiscal year ended December 31, 2015 Filed March 16, 2016 File No. 000-53650 Dear Mr. Hall: We have completed our review of your filing. We remind you that the company

QUARTER ENDED SEPTEMBER 30, 2016 II Asset Disposition Update The Company continues to advance through the asset disposition phase of its lifecycle. On August 16, 2016, the Company sold Lakewood Flats Apartments in Dallas for a contract price of $68.8

a38901op2q32016summaryre QUARTER ENDED SEPTEMBER 30, 2016 II Asset Disposition Update The Company continues to advance through the asset disposition phase of its lifecycle.

Regulation FD Disclosure, Financial Statements and Exhibits

Document 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): December 21, 2016 Behringer Harvard Opportunity REIT II, Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland 000-53650 20-8198863 (State or other jurisdictio

Behringer Harvard Opportunity REIT II ESP

December 15, 2016 VIA EDGAR Ms. Kim McManus Senior Counsel, Office of Real Estate and Commodities United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 Washington, D.C. 20549 Re: Behringer Harvard Opportunity REIT II, Inc. Form 10-K for the year ended December 31, 2015 Filed on March 16, 2016 File No. 000-53650 Dear Ms. McManus: On behalf of Behringer Harv

LETTER

December 6, 2016 Via E-mail S. Jason Hall Chief Financial Officer Behringer Harvard Opportunity REIT II, Inc. 15601 Dallas Parkway, Suite 600 Addison, Texas Re: Behringer Harvard Opportunity REIT II, Inc. Form 10-K for fiscal year ended December 31, 2015 Filed March 16, 2016 File No. 000-53650 Dear Mr. Hall: We have reviewed your filing and have the following comment. We may ask you to provide us