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~~November 1912, 2025

SEALY INDUSTRIAL PARTNERS IV, LP

(Exact name of Registrant as Specified in Its Charter)


Georgia	000-56738	88-1030040
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

333 Texas Street, Suite 1050
Shreveport, Louisiana		71101
(Address of Principal Executive Offices)		(Zip Code)

      Registrant’s Telephone Number, Including Area Code: (318) 222-8700

     

~~N/A~~Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check 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:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

Indicate 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).

Emerging growth company ☒

If 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. ☐

Item 18.01 Other ~~Entry into a Material Definitive Agreement~~Events.

~~On September 19, 2025,~~ Sealy Industrial Partners IV OP, LP (the “~~Borrower~~Registrant”) intends to initiate, athrough ~~Georgia~~Sealy ~~limited~~Industrial ~~partnership~~Partners ~~and~~IV OP, LP, an indirectly wholly owned subsidiary of ~~Sealy~~the ~~Industrial~~Registrant ~~Partners~~(the IV“OP”), LPa program (the “~~Registrant~~DST Program”), ~~entered~~to ~~into~~raise ~~that~~an ~~certain~~unspecified ~~Sixth~~amount ~~Amendment~~through tothe ~~Credit~~sale ~~Agreement~~of beneficial interests (the “~~Sixth~~DST ~~Amendment~~Interests”) ~~with~~to ~~KeyBank~~“accredited ~~National~~investors,” ~~Association~~as ~~(“KeyBank”),~~that ~~which~~term ~~amended~~is ~~that~~defined ~~certain~~under ~~Credit~~Regulation ~~Agreement~~D ~~between~~promulgated by the ~~Borrower~~Securities and ~~KeyBank~~Exchange ~~dated~~Commission ~~July~~under ~~15,~~the ~~2022~~Securities Act of 1933, as amended on(the ~~January~~“Securities 27Act”), ~~2023,~~in ~~February~~private ~~17,~~placements ~~2023,~~exempt ~~February~~from ~~13,~~registration ~~2024,~~pursuant ~~January~~to ~~29,~~Section ~~2025~~4(a)(2) ~~and~~of ~~May~~the ~~14,~~Securities ~~2025~~Act (~~as amended,~~ the “~~KeyBank~~DST ~~Credit Agreement~~Offerings”), asin ~~described~~specific inDelaware statutory trusts (the ~~Registrant’s~~“DSTs”) ~~Registration~~holding ~~Statement~~one onor ~~Form~~more ~~10,~~real asestate ~~amended~~assets (each, a “DST Property” and, collectively, the “~~Form~~DST 10Properties”). Under the DST Program, ~~filed~~the ~~with~~Registrant or its subsidiary will acquire a new real estate asset for the ~~Securities~~specific ~~and~~purpose ~~Exchange~~of ~~Commission~~placing onthe ~~May~~property ~~30,~~in ~~2025~~a DST and offering DST Interests. DST ~~The~~Properties ~~Sixth~~generally ~~Amendment,~~will ~~among~~be ~~other~~leased ~~things~~by either a single unaffiliated tenant under a long-term lease or by an affiliate of Sealy & Company, ~~extends~~LLC, the ~~maturity~~sole ~~date~~member of the ~~revolving~~Registrant’s ~~credit~~general ~~facility~~partner (“Sealy”), under a master lease agreement. Each DST will be organized as a subsidiary of a taxable real estate investment trust subsidiary that will be wholly owned by the ~~“KeyBank~~OP ~~Credit~~(the ~~Facility~~“TRS”). As tothe ~~November~~DST ~~30,~~Interests ~~2025~~are offered and ~~amends~~sold, the ~~timing~~DST onwill ~~further~~redeem ~~extensions~~the TRS’s interest in the DST. Upon the successful conclusion of a DST Offering, it is intended that the ~~maturity~~TRS ~~date~~will no longer hold any DST Interests. However, each DST Property will fit within the underwriting parameters the Registrant uses to source real estate acquisitions that it intends to hold directly.

AsEach ~~discussed~~DST inwill ~~the~~be ~~Form~~governed ~~10,~~by ~~the KeyBank Credit Facility had~~ a ~~maturity~~trust ~~date~~agreement ofto ~~September~~be ~~30,~~entered ~~2025,~~into ~~with~~among the ~~Borrower~~TRS, ~~having~~ the ~~option~~OP, toa ~~extend~~Delaware ~~the~~resident ~~maturity~~trustee ~~date~~and ~~two~~holders ~~times for a period~~ of ~~six~~the ~~months~~DST ~~each, provided certain customary conditions are met~~Interests. ~~Pursuant~~Certain toof ~~the~~these ~~Sixth~~trust ~~Amendment,~~agreements ~~the~~may ~~maturity~~provide ~~date~~that ~~has~~after ~~been~~a ~~extended~~specified toholding ~~November 30~~period, ~~2025.~~each Inholder ~~addition,~~of ~~the~~DST ~~Sixth~~Interests ~~Amendment~~would ~~provides~~have ~~that~~ the ~~Borrower has the~~ option ~~to extend the amended maturity date two times~~, ~~with~~but ~~the~~not ~~first extension for a period of four months and~~ the ~~second extension for a period of six months~~obligation, ~~each~~to ~~provided~~sell ~~that~~their ~~certain~~DST ~~customary~~Interests ~~conditions~~to ~~are~~an ~~met.~~affiliate ~~Other than the modified terms described above, the material terms~~ of the ~~KeyBank~~Registrant ~~Credit~~or ~~Agreement~~to ~~and~~an ~~the~~unaffiliated ~~KeyBank~~third ~~Credit Facility, as previously amended, remain unchanged~~party.

~~The~~An ~~foregoing~~affiliate ~~summary~~of Sealy will be engaged to serve as the manager of each DST (the ~~Sixth~~“DST ~~Amendment~~Manager”). ~~does~~The ~~not~~DST ~~purport~~Manager towill behave aprimary ~~complete~~responsibility ~~description~~for ~~and~~performing isadministrative ~~qualified~~actions in ~~its~~connection ~~entirety~~with by the ~~full~~DST ~~text~~and ofany DST Property and generally has the ~~Sixth~~discretion ~~Amendment,~~to ~~which~~determine when it is ~~attached~~appropriate ~~hereto~~for asa ~~Exhibit~~DST 10to sell a DST Property.1 For its services, the DST Manager will receive asset management fees, property management fees and isother ~~incorporated~~fees ~~herein~~at bymarket ~~reference~~rates, as well as reimbursement of expenses associated with the DST and the DST Offering.

~~Item~~The ~~2.03~~Registrant ~~Creation~~expects ofthat athe ~~Direct~~DST ~~Financial~~Program ~~Obligation~~will orgive anthe ~~Obligation~~Registrant ~~under~~the opportunity to expand and diversify its capital-raising strategies by offering what it believes to be an ~~Off~~attractive investment product for investors that may be seeking replacement properties to complete like-~~Balance~~kind ~~Sheet~~exchange ~~Arrangement~~transactions under Section 1031 of athe Internal Revenue Code of 1986, as amended. For facilitating the acquisition and contribution of the DST Property to the DST, the Registrant will receive fees and expense reimbursement from the investors who purchase DST Interests. The Registrant intends to use the net proceeds from the DST Program to make investments in accordance with its investment strategy and policies, reduce its borrowings and repay indebtedness. The Registrant has not allocated specific amounts of the net proceeds from the DST Program for any specific purpose. The portion of the Registrant’s portfolio comprised of syndicated DSTs, undeveloped land and development projects generally will represent less than 20% of the total value of the Registrant’s portfolio in the aggregate.

~~The~~In ~~information~~connection ~~set~~with ~~forth~~the ~~above~~launch ~~under~~of ~~Item~~the 1DST Program, it is intended that Sealy Investment Services, LLC (“SIS”), an affiliate of Sealy, will serve as the managing broker-dealer for the DST Offerings on a “best efforts” basis.01 It is ~~hereby~~contemplated ~~incorporated~~that bySIS ~~reference~~will ~~into~~receive ~~this~~managing ~~Item~~broker-dealer fees of up to 2.035% of the aggregate purchase price of DST Interests sold in each DST Offering, all or a portion of which may be reallowed by SIS to participating broker-dealers that are engaged by SIS to solicit investors in the DST Offerings. Such fees will be borne by the investors who purchase DST Interests.

~~Item 9.01 Financial Statements and Exhibits.~~SIGNATURES

~~(d)~~Pursuant ~~Exhibits~~to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit No.	Description
			Sealy Industrial Partners IV, LP
10.1	Sixth Amendment to Credit Agreement between Sealy Industrial Partners IV OP, LP and KeyBank National Association, dated September 19, 2025
Date: November 12, 2025		By:	Sealy Industrial Partners IV GP, LLC, its general partner
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)
			/s/ Mark P. Sealy
			Name: Mark P. Sealy
			Manager

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Sealy Industrial Partners IV, LP
Date: September 22, 2025	By:	Sealy Industrial Partners IV GP, LLC, its general partner
		/s/ Mark P. Sealy
		Name: Mark P. Sealy
		Manager

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