| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 06/17/2026 |
3. Issuer Name and Ticker or Trading Symbol
OFFICE PROPERTIES INCOME TRUST [ OPI ] |
|||||||||||||
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
5. If Amendment, Date of Original Filed
(Month/Day/Year) |
||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
| |||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Shares of Beneficial Interest | 2,064,837 | I | See footnotes(1)(2)(4) |
| Common Shares of Beneficial Interest | 3,486,866 | I | See footnotes(1)(3)(4) |
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Warrants (right to buy) | 06/17/2026 | 06/17/2033 | Common Shares of Beneficial Interest | 13,314 | $25 | I | See footnotes(1)(3)(4) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
|
| Explanation of Responses: |
| 1. This Form 3 is being filed jointly by Helix Partners Management LLP, a Delaware limited partnership ("Helix Partners"), Helix Strategic Fund LP, a Cayman Islands exempted limited partnership ("Helix Strategic Fund"), Helix Strategic Fund II LLC, a Delaware limited liability company ("Helix Strategic Fund II," and together with Helix Strategic Fund, the "Helix Funds"), and Jonathan M. Heller, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom may be deemed to have a pecuniary interest in securities reported on this Form 3 (the "Subject Securities"). The business address of Helix Partners, Helix Strategic Fund II, and Mr. Heller is 545 Madison Avenue, 8th Floor, New York, NY 10022, and the business address of Helix Strategic Fund is Walkers Corporate Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1-9008, Cayman Islands. |
| 2. These Subject Securities are held directly by Helix Strategic Fund. |
| 3. These Subject Securities are held directly by Helix Strategic Fund II. |
| 4. Each of (a) Helix Partners, as the investment advisor to the Helix Funds with respect to the Subject Securities held by the Helix Funds and (b) Mr. Heller, as the Chief Executive Officer of Helix Partners, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended. Each Reporting Person disclaims any beneficial ownership of the Subject Securities, except to the extent of any pecuniary interest therein. |
| Helix Partners Management LP, By :/s/ Samuel Jed Rubin, Chief Operating/Compliance Officer | 06/25/2026 | |
| Helix Strategic Fund LP, By :/s/ Samuel Jed Rubin, Authorized Signatory | 06/25/2026 | |
| Helix Strategic Fund II LLC, By :/s/ Samuel Jed Rubin, Authorized Signatory | 06/25/2026 | |
| /s/ Jonathan M. Heller | 06/25/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||