{"url_path":"/sec/cmrf/8-k/2026-06-29/cover-page","section_key":"cover-page","section_title":"Cover Page","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-29","source_url":"https://www.sec.gov/Archives/edgar/data/1498547/0001193125-26-286851-index.html","accession_number":"0001193125-26-286851","cik":"0001498547","ticker":"CMRF","issuer_name":"CIM GROUP, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1498547/0001193125-26-286851-index.html","primary_entity_key":"0001498547","primary_entity_name":"CIM REAL ESTATE FINANCE TRUST, INC."},"word_count":768,"has_tables":true,"body_markdown":"8-K\n\nCIM Real Estate Finance Trust, Inc. --12-31 0001498547 false 0001498547 2026-06-23 2026-06-23\n\n \n\n \n\nUNITED STATES\n\nSECURITIES AND EXCHANGE COMMISSION\n\nWASHINGTON, D.C. 20549\n\n \n\n \n\nFORM 8-K\n\n \n\n \n\nCURRENT REPORT\n\nPursuant to Section 13 or 15(d)\n\nof the Securities Exchange Act of 1934\n\nDate of report (Date of earliest event reported): June 23, 2026\n\n \n\n \n\nCIM Group, Inc.\n\n(Exact Name of Registrant as Specified in its Charter)\n\n \n\n \n\n \n\nMaryland\n \n000-54939\n \n27-3148022\n\n(State or Other Jurisdiction\n\nof Incorporation)\n\n \n\n(Commission\n\nFile Number)\n\n \n\n(IRS Employer\n\nIdentification No.)\n\n2398 East Camelback Road, 4th Floor, Phoenix, Arizona 85016\n\n(Address of Principal Executive Offices)\n\n(Zip Code)\n\n(602) 778-8700\n\n(Registrant’s telephone number, including area code)\n\nCIM Real Estate Finance Trust, Inc.\n\n(Former Name or Former Address, if Changed Since Last Report)\n\n \n\n \n\nCheck the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:\n\n \n\n☐\n\nWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)\n\n \n\n☐\n\nSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)\n\n \n\n☐\n\nPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))\n\n \n\n☐\n\nPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))\n\nSecurities registered pursuant to Section 12(b) of the Act:\n\n \n\nTitle of each class\n\n \n\nTrading\nSymbol(s)\n\n \n\nName of each exchange\n\non which registered\n\nNone\n \nNone\n \nNone\n\nIndicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).\n\nEmerging growth company ☐\n\nIf an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐\n\n \n\n \n\n \n\nIntroductory Note\n\nThis Current Report on Form 8-K (“Current Report”) is being filed in connection with the closing of a series of transactions (collectively, the “Transactions”) undertaken by the Registrant on June 24, 2026 to acquire the real assets management business and portfolio of investments of CIM Group, LLC (“Legacy CIM”) and to establish the Registrant as a diversified owner, operator, lender, developer and real assets management platform.\n\nAs further detailed in this Current Report on Form 8-K, the Transactions consisted of:\n\n \n\n \n•\n \n\nThe formation by the Registrant of a new operating partnership, CIM Finance Holdings, LP (“New OP”), in which CIM Finance Holdings GP, LLC, a wholly-owned subsidiary of the Registrant (“New OP General Partner”), is the sole general partner.\n\n \n\n \n•\n \n\nThe contribution by the Registrant of all of the Registrant’s equity interests in CIM Real Estate Finance Operating Partnership, LP (“Existing OP”) to New OP in exchange for limited partnership units in New OP (“New OP Class B LP Units”).\n\n \n\n \n•\n \n\nThe contribution and assignment by the Registrant of all of the Registrant’s other material assets and liabilities to Existing OP, including the Second Amended and Restated Management Agreement, dated March 24, 2023 (the “Original Management Agreement”), by and between the Registrant and CIM Real Estate Finance Management, LLC, a Delaware limited liability company (the “Manager”).\n\n \n\n \n•\n \n\nThe contribution by CIM Group Holdings, LLC, a direct and indirect subsidiary of Legacy CIM (“CIM Group Holdings”), of all of the issued and outstanding equity interests of CIM Group Management, LLC and CIM Group Investments, LLC (the “Contributed Entities”), which comprise Legacy CIM’s real assets management business and portfolio, together with $1,000 of cash consideration, to New OP in exchange for newly issued Class A limited partnership units in New OP possessing the same economic rights as the New OP Class B LP Units and certain consent rights (as described elsewhere in this Current Report) (the “New OP Class A LP Units”) and shares of a newly created series of special voting preferred stock, $0.01 par value per share, of the Registrant (“Special Voting Preferred Shares”).\n\nIn connection with the Transactions, the Registrant, which was previously named “CIM Real Estate Finance Trust, Inc.”, was renamed “CIM Group, Inc.” As of immediately following the closing, CIM Group Holdings held 907,376,073.663 New OP Class A LP Units and 907,376,073.663 Special Voting Preferred Shares, representing approximately 67.5% economic and voting ownership of the combined company. The remaining 32.5% was owned by the Registrant’s pre-transaction stockholders through (i) their continued ownership of the issued and outstanding shares of common stock, $0.01 par value per share, of the Registrant (“Common Shares”) and (ii) the Registrant’s retaining 436,884,776.208 New OP Class B LP Units representing approximately 32.5% economic ownership of New OP."}