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SCHEDULE 13D/A 0001716421 XXXXXXXX LIVE 3 Common Shares of Beneficial Interest, $0.001 Par Value 12/04/2025 false 0001452477 81784E101 SEVEN HILLS REALTY TRUST Two Newton Place 255 Washington Street, Suite 300 Newton MA 02458 Adam D. Portnoy (617) 219-1440 Two Newton Place, 255 Washington Street Suite 300 Newton MA 02458 0001716421 N Tremont Realty Capital LLC WC N MD 0.00 4577835.00 0.00 4577835.00 4577835.00 N 20.3 IA The percentages of beneficial ownership reported in this Schedule 13D are based on approximately 22,598,583 common shares of beneficial interest of the Issuer expected to be outstanding following the closing of the Backstop Agreement (as defined below), including 15,065,722 common shares outstanding as of October 23, 2025 and 7,532,861 common shares to be issued pursuant to the Rights Offering (as defined below) and the Backstop Agreement. 0001613503 N The RMR Group LLC OO N MD 0.00 4577835.00 0.00 4577835.00 4577835.00 N 20.3 OO 0001644378 N The RMR Group Inc. OO N MD 0.00 4577835.00 0.00 4577835.00 4577835.00 N 20.3 CO HC 0001613450 N ABP Trust OO N MD 0.00 4756323.00 0.00 4756323.00 4756323.00 N 21.0 OO 0001273871 N Adam D. Portnoy OO N X1 329009.00 4756323.00 329009.00 4756323.00 5085332.00 N 22.5 IN Common Shares of Beneficial Interest, $0.001 Par Value SEVEN HILLS REALTY TRUST Two Newton Place 255 Washington Street, Suite 300 Newton MA 02458 This Amendment No. 3 amends the Schedule 13D filed jointly by Tremont Realty Capital LLC (f/k/a Tremont Realty Advisors LLC), a Maryland limited liability company ("TRC"), The RMR Group LLC, a Maryland limited liability company and the sole member of TRC ("RMR LLC"), The RMR Group Inc., a Maryland corporation and the managing member of RMR LLC ("RMR Inc."), ABP Trust, a Maryland statutory trust and the controlling shareholder of RMR Inc., and Adam D. Portnoy (individually, a "Reporting Person," and together, the "Reporting Persons") on October 4, 2021 (the "Original Schedule 13D"), as amended by Amendment No. 1 filed by the Reporting Persons on May 11, 2022 ("Amendment No. 1") and Amendment No. 2 filed by the Reporting Persons on October 30, 2025 ("Amendment No. 2"), with respect to common shares of beneficial interest, par value $0.001 per share (the "Common Shares"), of Seven Hills Realty Trust, a Maryland real estate investment trust (the "Issuer"). The Original Schedule 13D, Amendment No. 1, Amendment No. 2 and Amendment No. 3 are collectively referred to herein as the "Schedule 13D." Except as amended herein, the Schedule 13D is unchanged. "Item 4. Purpose of Transaction" of the Schedule 13D is hereby amended by adding the following: Prior to the expiration of the Rights Offering on December 4, 2025, holders of rights subscribed for 5,167,113 Common Shares at $8.65 per Common Share (the "Subscription Price"). Through the exercise of their respective basic subscription rights, TRC purchased 854,029 Common Shares, Adam D. Portnoy purchased 109,669 Common Shares and ABP Trust purchased 58,266 Common Shares on December 4, 2025 in the Rights Offering. Pursuant to the Backstop Commitment, TRC is obligated to purchase the 2,015,748 Common Shares that remained unsubscribed following the Expiration Date. Such transaction is expected to close promptly. "Item 5. Interest in Securities of the Issuer" of the Schedule 13D is hereby amended and restated as follows: TRC is the direct record owner of 4,577,835 Common Shares, ABP Trust is the direct record owner of 178,488 Common Shares, and Adam D. Portnoy is the direct record owner of 329,009 Common Shares. The aggregate number of Common Shares beneficially owned by TRC is 4,577,835, representing approximately 20.3% of the Common Shares expected to be outstanding following the closing of the Backstop Agreement, including 15,065,722 Common Shares outstanding as of October 23, 2025 and 7,532,861 Common Shares to be issued pursuant to the Rights Offering and the Backstop Agreement. Voting and investment power with respect to the Common Shares owned by TRC may be deemed to be shared by RMR LLC, RMR Inc., ABP Trust and Adam D. Portnoy. TRC is a direct wholly owned subsidiary of RMR LLC, which is the direct majority owned operating subsidiary of RMR Inc. Neither RMR LLC nor RMR Inc. directly owns any Common Shares. Each of RMR LLC and RMR Inc. may be deemed to be the beneficial owner of the 4,577,835 Common Shares held by TRC, representing approximately 20.3% of the Common Shares expected to be outstanding following the closing of the Backstop Agreement. ABP Trust may be deemed to beneficially own an aggregate of 4,756,323 Common Shares, consisting of the 178,488 Common Shares it directly holds and the 4,577,835 Common Shares held by TRC, representing approximately 21% of the Common Shares expected to be outstanding following the closing of the Backstop Agreement. Voting and investment power with respect to the Common Shares beneficially owned by ABP Trust may be deemed to be shared by Adam D. Portnoy as the President, controlling shareholder and sole trustee of ABP Trust. Therefore, Adam D. Portnoy may be deemed to beneficially own an aggregate of 5,085,332 Common Shares, consisting of the 329,009 Common Shares he directly holds and the 4,756,323 Common Shares beneficially owned by ABP Trust, representing approximately 22.5% of the Common Shares expected to be outstanding following the closing of the Backstop Agreement. (i) Sole power to vote or direct the vote: TRC: 0 RMR LLC: 0 RMR Inc.: 0 ABP Trust: 0 Adam D. Portnoy: 329,009 (ii) Shared power to vote or direct the vote: TRC: 4,577,835 RMR LLC: 4,577,835 RMR Inc.: 4,577,835 ABP Trust: 4,756,323 Adam D. Portnoy: 4,756,323 (iii) Sole power to dispose or to direct the disposition of: TRC: 0 RMR LLC: 0 RMR Inc.: 0 ABP Trust: 0 Adam D. Portnoy: 329,009 (iv) Shared power to dispose or to direct the disposition of: TRC: 4,577,835 RMR LLC: 4,577,835 RMR Inc.: 4,577,835 ABP Trust: 4,756,323 Adam D. Portnoy: 4,756,323 The percentages of beneficial ownership reported in this Schedule 13D are based on approximately 22,598,583 Common Shares expected to be outstanding following the closing of the Backstop Agreement, based on information provided by the Issuer, including 15,065,722 Common Shares outstanding as of October 23, 2025 and 7,532,861 Common Shares to be issued pursuant to the Rights Offering and the Backstop Agreement. Jennifer B. Clark, 31,833 Common Shares; Matthew P. Jordan, 89,136 Common Shares; Thomas J. Lorenzini, 26,671 Common Shares; John G. Murray, 21,528 Common Shares; Matthew C. Brown, 21,365 Common Shares; Christopher J. Bilotto, 15,772 Common Shares, Yael Duffy, 9,480 Common Shares; Lindsey A. Getz, 5,981 Common Shares; and Jeffrey C. Leer, 7,165 Common Shares. Except as described in Items 3 and 4, there have been no reportable transactions with respect to the Common Shares within the last 60 days by the Reporting Persons. No other person is known to have the right to receive, or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities covered by this Schedule 13D. Not applicable. "Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer" of the Schedule 13D is hereby amended by adding the following: The information contained in Item 4 of this Amendment No. 3 is incorporated herein by reference. Tremont Realty Capital LLC /s/ Matthew C. Brown Matthew C. Brown, Chief Financial Officer and Treasurer 12/08/2025 The RMR Group LLC /s/ Matthew C. Brown Matthew C. Brown, Executive Vice President, Chief Financial Officer and Treasurer 12/08/2025 The RMR Group Inc. /s/ Matthew C. Brown Matthew C. Brown, Executive Vice President, Chief Financial Officer and Treasurer 12/08/2025 ABP Trust /s/ Matthew C. Brown Matthew C. Brown, Treasurer 12/08/2025 Adam D. Portnoy /s/ Adam D. Portnoy Adam D. Portnoy 12/08/2025