Sec Form 13G Filing - Texas Municipal Retirement System filing for Invesco Commercial Real Estate Finance Trust Inc.Invesco Commercial Real Estate Finance Trust Inc. - 2024-05-09

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G/A

 

Under the Securities Exchange Act of 1934
(Amendment No. 1 )*

 

Invesco Commerical Real Estate Finance Trust, Inc.

(Name of Issuer)

 

Class F Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

N/A

(CUSIP Number)

 

May 1, 2024

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

x	Rule 13d-1(b)
¨	Rule 13d-1(c)
¨	Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in 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).

 

 

 

CUSIP No. N/A
	1.	Names of Reporting Persons Texas Municipal Retirement System
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	¨
		(b)	¨
	3.	SEC Use Only
	4.	Citizenship or Place of Organization Texas

 

Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power 4,747,348
	6.	Shared Voting Power 0
	7.	Sole Dispositive Power 4,747,348
	8.	Shared Dispositive Power 0

 

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 4,747,348
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ¨
	11.	Percent of Class Represented by Amount in Row (9) 49.5%(1)
	12.	Type of Reporting Person (See Instructions) EP

 

(1)

Calculated based on a total of 9,599,124 shares of Common Stock issued and outstanding as of May 1, 2024.

 

 

Item 1.
	(a)	Name of Issuer Invesco Commerical Real Estate Finance Trust, Inc.
	(b)	Address of Issuer’s Principal Executive Offices 2001 Ross Avenue, Suite 3400, Dallas, Texas 75201
Item 2.
	(a)	Name of Person Filing Texas Municipal Retirement System
	(b)	Address of Principal Business Office or, if none, Residence 2717 Perseverance Drive, Suite 300, Austin TX 78731
	(c)	Citizenship USA (governmental employee benefit plan)
	(d)	Title of Class of Securities Class F Common Stock
	(e)	CUSIP Number N/A
Item 3.	If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	¨	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
	(b)	¨	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
	(c)	¨	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d)	¨	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
	(e)	¨	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	x	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	¨	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
	(h)	¨	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	¨	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	¨	A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);
	(k)	¨	Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

 

 

Item 4.

Ownership

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

	(a)	Amount beneficially owned: 4,747,348 shares of Class F Common Stock
	(b)	Percent of class: 100%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote 4,747,348
		(ii)	Shared power to vote or to direct the vote
		(iii)	Sole power to dispose or to direct the disposition of 4,747,348
		(iv)	Shared power to dispose or to direct the disposition of

 

Item 5.

Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   ¨.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

N/A

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

N/A

 

Item 8.

Identification and Classification of Members of the Group

 

N/A

 

Item 9.

Notice of Dissolution of Group

 

N/A

 

Item 10.

Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

 

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.

 

	May 9, 2024
	Date
	/s/ David B. Wescoe
	Signature
	David B. Wescoe, Executive Director
	Name/Title

 

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).