Form SCHEDULE 13D ACRES Commercial Realty Filed by: Fentress Andrew
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
|
ACRES Commercial Realty Corp. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
(CUSIP Number) |
Jaclyn Jesberger ACRES Commercial Realty Corp., 390 RXR Plaza Uniondale, NY, 11556 (516) 535-0015 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/06/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Andrew Fentress | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,074,654.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.99 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The calculation of the foregoing percentage is based on 13,452,489 shares of Common Stock outstanding, as reported in the periodic report on Form 8-K of ACRES Commercial Realty Corp. as filed with the Securities and Exchange Commission on August 6, 2026.
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
ESD Capital, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
988,453.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.35 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
The calculation of the foregoing percentage is based on 13,452,489 shares of Common Stock outstanding, as reported in the periodic report on Form 8-K of ACRES Commercial Realty Corp. as filed with the Securities and Exchange Commission on August 6, 2026.
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Priority One Productions LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
NEW YORK
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
892,213.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.63 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
The calculation of the foregoing percentage is based on 13,452,489 shares of Common Stock outstanding, as reported in the periodic report on Form 8-K of ACRES Commercial Realty Corp. as filed with the Securities and Exchange Commission on August 6, 2026.
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Wendy Fentress | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
892,213.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.63 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The calculation of the foregoing percentage is based on 13,452,489 shares of Common Stock outstanding, as reported in the periodic report on Form 8-K of ACRES Commercial Realty Corp. as filed with the Securities and Exchange Commission on August 6, 2026.
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
ACRES Commercial Realty Corp. |
| (c) | Address of Issuer's Principal Executive Offices:
390 RXR Plaza, Uniondale,
NEW YORK
, 11556. |
| Item 2. | Identity and Background |
| (a) | This Schedule 13D is being filed by (i) Andrew Fentress, (ii) ESD Capital, LLC, a Delaware limited liability company, (iii) Priority One Productions LLC, a New York limited liability company, and (iv) Wendy Fentress. Mr. Fentress is the sole member of ESD Capital, LLC. Ms. Fentress is the controlling member of Priority One Productions LLC. Although the Reporting Persons are making this joint filing, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists within the meaning of the Exchange Act of 1934, as amended. |
| (b) | The principal business address of each reporting person is: 390 RXR Plaza, Uniondale, NY 11556. |
| (c) | The principal occupation of Mr. Fentress is to serve as Chairman of the Board and Managing Director - Capital Markets of the issuer. Ms. Fentress is the spouse of Mr. Fentress. The principal businesses of ESD Capital, LLC and Priority One Productions LLC are to serve as holding companies for Mr. Fentress and Ms. Fentress' investments. |
| (d) | Not applicable |
| (e) | Not applicable |
| (f) | Andrew Fentress - United States of America
ESD Capital, LLC - Delaware
Priority One Productions LLC - New York
Wendy Fentress - United States of America |
| Item 3. | Source and Amount of Funds or Other Consideration |
On April 29, 2026, ACRES Commercial Realty Corp. (the "Company") and ACRES Holdings Sub LLC ("Merger Sub"), a subsidiary of the Company, on the one hand, and ACRES Capital Corp ("ACC") and ACRES Capital, LLC, a subsidiary of ACC and the external manager of the Company (the "Manager"), on the other hand, entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which ACC will be merged with and into Merger Sub, with Merger Sub surviving as a wholly-owned subsidiary of the Company (the "Merger"). The Merger was completed pursuant to the terms of the Merger Agreement on August 6, 2026 (the "Effective Time"). At the Effective Time, each outstanding share of common stock, $0.0001 par value per share, of ACC ("ACC Common Stock") was converted into 2.61882 shares of common stock, $0.001 par value per share, of the Company (the "ACR Common Stock"). As a result of the reporting persons' ownership of the Manager and allocations of ACR Common Stock, an aggregate of 1,880,666 shares of ACR Common Stock were issued to the Reporting Persons in connection with the Merger. | |
| Item 4. | Purpose of Transaction |
(a) See Item 3 for a discussion of the Merger.
(b) See Item 3 for a discussion of the Merger.
(c) Not applicable
(d) Not applicable
(e) Not applicable
(f) Not applicable
(g) Not applicable
(h) Not applicable
(i) Not applicable
(j) Not applicable | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Andrew Fentress
Amount beneficially owned: 1,074,654
Percentage: 7.99%
ESD Capital, LLC
Amount beneficially owned: 988,453
Percentage: 7.35%
Priority One Productions LLC
Amount beneficially owned: 892,213
Percentage: 6.63%
Wendy Fentress
Amount beneficially owned: 892,213
Percentage: 6.63%
The calculation of the foregoing percentage is based on 13,452,489 shares of Common Stock outstanding, as reported in the periodic report on Form 8-K of ACRES Commercial Realty Corp. as filed with the Securities and Exchange Commission on August 6, 2026. |
| (b) | Andrew Fentress
Number of shares to which the Reporting Person has:
i. Sole power to vote or to direct the vote: 1,029,855
ii. Shared power to vote or to direct the vote: 44,799
iii. Sole power to dispose or to direct the disposition of: 1,029,855
iv. Shared power to dispose or to direct the disposition of: 44,799
ESD Capital, LLC
Number of shares to which the Reporting Person has:
i. Sole power to vote or to direct the vote: 988,453
ii. Shared power to vote or to direct the vote: 0
iii. Sole power to dispose or to direct the disposition of: 988,453
iv. Shared power to dispose or to direct the disposition of: 0
Priority One Productions LLC
Number of shares to which the Reporting Person has:
i. Sole power to vote or to direct the vote: 892,213
ii. Shared power to vote or to direct the vote: 0
iii. Sole power to dispose or to direct the disposition of: 892,213
iv. Shared power to dispose or to direct the disposition of: 0
Wendy Fentress
Number of shares to which the Reporting Person has:
i. Sole power to vote or to direct the vote: 892,213
ii. Shared power to vote or to direct the vote: 0
iii. Sole power to dispose or to direct the disposition of: 892,213
iv. Shared power to dispose or to direct the disposition of: 0 |
| (c) | Not applicable |
| (d) | Not applicable |
| (e) | Not applicable |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Not applicable. | |
| Item 7. | Material to be Filed as Exhibits. |
Exhibit 10.1 - Agreement and Plan of Merger, dated April 29, 2026, by and among ACRES Commercial Realty Corp. ACRES Holdings Sub LLC, ACRES Capital Corp and ACRES Capital, LLC (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K (File No. 001-32733) filed with the SEC on April 30, 2026).
Exhibit 99.1 - Joint Filing Agreement |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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