Quick answer
The Oak Companies, Inc. is offering Series R Convertible Preferred Stock under Regulation A (Tier 2), the SEC exemption sometimes called a "mini-IPO," at $10.00 per share with a minimum investment of $1,000. As of October 20, 2026, the offering was open to investors.
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At a glance
| Status | Open |
|---|---|
| Status detail | Open (circular says sales commence no later than September 23, 2026; investor portal live at invest.theoakcompanies.com, terms not viewable without JavaScript) |
| Sector | Commercial real estate finance |
| Exemption | Regulation A, Tier 2 |
| Security | Series R Convertible Preferred Stock |
| Price | $10.00 per share (Stated Value) |
| Minimum investment | $1,000 |
| Valuation | Not stated (GAAP net book value of $(116,269,326) at Dec. 31, 2025; 13,279,174 common shares outstanding) |
| Maximum offering | $35,000,000 (3,500,000 shares), plus up to 24,500 shares ($306,250) on exercise of selling-agent warrants |
| Dividend | 9.0% per annum cumulative on $10.00 Stated Value, when authorized by the Board |
| Conversion | Into Class A common at a 25% discount to the Listing Price upon a Listing Event |
| Company redemption | Optional after third anniversary of offering commencement |
| Selling agent compensation | 7.5% of gross proceeds, warrants for 0.70% of shares sold at 125% of offering price, $25,000 due-diligence fee (max $2,625,000) |
| Escrow agent | Wilmington Trust, National Association |
| Payment methods | ACH, wire or credit card |
| Offering term | Earliest of the maximum amount sold, termination at the company's sole discretion, or one year after SEC qualification |
| Selling agent / intermediary | Digital Offering LLC (lead selling agent; 7.5% fee plus warrants), with Crescent Securities Group, Inc. as soliciting dealer |
| SEC qualification | September 21, 2026 (final circular under Rule 253(g)(1) dated September 25, 2026) |
The company
The Oak Companies is a Charlotte, North Carolina commercial real estate lender that took over the business of Red Oak Capital Holdings through a merger completed September 10, 2026. Its platform includes sponsored funds that make senior first-lien bridge loans, a general partner entity that earns management fees from those funds, and an origination arm that earns origination and servicing fees.
The company is selling up to $35 million of Series R preferred stock at $10 per share, paying a 9% cumulative dividend and converting into Class A common stock at a 25% discount if the common is ever listed on a national exchange. About 90% of net proceeds is earmarked largely to retire bonds issued by Red Oak's ROCF IV Series and other sponsored-fund bond obligations, with the remainder for operations; investors subscribe online through an EquiDeFi-powered portal, with funds held at Wilmington Trust pending rolling closings.
What the company says
The following statements come from the issuer's offering circular and investor materials and have not been independently verified by RegAMagazine:
- The company's website cites $560 million in cumulative loan originations since 2018.
- It reports $460 million of combined gross assets under management across Oak, White Oak Capital Holdings and commonly controlled affiliates.
- It describes a lending footprint covering all 50 states and markets itself as controlling senior first-lien credit from origination through payoff.
Questions we'd ask before investing
- Why are most proceeds going to retire bonds of the ROCF IV Series and other sponsored funds, and what is the current performance and default status of those funds' loans?
- Given a $30.7 million net loss in 2025, an accumulated deficit of about $128.7 million and a stated expectation of no profit in 2026, how will the 9% preferred dividend be funded?
- What concrete plans and timeline exist for a Listing Event, since conversion at a 25% discount depends entirely on an exchange listing that may never occur?
Key risks
- Weak financial position: the predecessor lost about $30.7 million in 2025, GAAP net book value was about -$116.3 million at year-end 2025, and new investors face dilution of about $9.05 per share on an adjusted basis.
- Structural subordination and illiquidity: the preferred ranks behind all company and subsidiary debt (including sponsored-fund debt), has no public market, may be outranked by future preferred issued without holder approval, and dividends are not assured.
- Related-party conflicts: proceeds benefit affiliated sponsored-fund bondholders, the company may buy loans from its own programs at a premium to fair value, and a director owning over 10% of Class A stock is associated with the soliciting dealer and may earn up to 1% on sales he introduces.
- General Reg A risks apply: most Reg A securities have no trading market, the price is usually set by the issuer rather than negotiated, non-accredited investors in Tier 2 offerings are limited to 10% of the greater of annual income or net worth, and you can lose your entire investment. See our Investor Risk Guide.
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RegAMagazine has not received any compensation, in cash, securities or otherwise, from this issuer, its selling agents, or any other party in connection with this profile. RegAMagazine may accept compensation for coverage in the future; if it does, this disclosure will be updated to state the amount, form and source of that compensation.
RegAMagazine.com is an independent publication. This profile is for information only. It is not investment advice, and it is not an offer to sell, a solicitation to buy, or a recommendation of any security. Offers are made only by the issuer's SEC-qualified offering circular. Figures and statements are drawn from the issuer's offering circular, SEC filings and investor materials and have not been independently verified. Regulation A securities are speculative and usually illiquid, and you may lose your entire investment. Read the offering circular, including its risk factors, before investing.
Data as of October 20, 2026.
Sources
- Offering circular filed with the SEC (EDGAR): https://www.sec.gov/Archives/edgar/data/2147706/000121390026103391/ea0306702-253g1_oakcomp.htm
- Issuer investment page: https://invest.theoakcompanies.com/
- SEC EDGAR full-text search for the issuer's filings: https://www.sec.gov/edgar/search/#/q=%22The%20Oak%20Companies%22
Last verified: October 20, 2026. Offering terms change; check the sources above for current figures.
Cite this page
RegAMagazine. "The Oak Companies, Inc. Reg A+ Offering: Terms, Risks & Profile." RegAMagazine.com, October 20, 2026. https://regamagazine.com/reg-a/the-oak-companies/