Invesco Commercial Real Estate Finance Trust SC 13D/A Invesco Commercial Real Estate Finance Trust / Invesco Realty ownership change

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 5)*

Invesco Commercial Real Estate Finance Trust, Inc.

(Name of Issuer)

Class I Common Stock, par value $0.01 per share

(Title of Class of Securities)

46091W201

(CUSIP Number)

Beth Zayicek
1331 Spring Street NW, Suite 2500,
Atlanta, GA, 30309
0000000000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

02/03/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on 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).

SCHEDULE 13D

CUSIP No. 46091W201

1

Name of reporting person

Invesco Realty, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 5,969,284.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,969,284.00

11

Aggregate amount beneficially owned by each reporting person

5,969,284.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

22.11 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

This Schedule 13D relates to the following classes of securities: Class I common stock, par value $0.01 per share with CUSIP No. 46091W201, Class D common stock, par value $0.01 per share with CUSIP No. 46091W409, Class E common stock, par value $0.01 per share with CUSIP No. 46091W300, and Class S common stock, par value $0.01 per share with CUSIP No. 46091W102, of the Issuer. Due to the new Edgar filing requirements, cover pages are limited to one class of security. The cover page of this Schedule 13D filing relate to the Class I common stock, and this comment and notes above shall serve as full disclosure of the beneficial ownership of all classes of securities of the Issuer. (1) This amount includes 1,496,142 shares of Class S common stock, 1,497,041 shares of Class D common stock, 1,492,905 shares of Class I common stock and 1,483,195 shares of Class E common stock held directly by Invesco Realty, Inc. See the Explanatory Note below for more information. (2) Based on a total of 27,000,212 shares of Common Stock issued and outstanding.

SCHEDULE 13D

CUSIP No. 46091W201

1

Name of reporting person

Invesco Advisers, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 6,115,706.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 6,115,706.00

11

Aggregate amount beneficially owned by each reporting person

6,115,706.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

22.65 %

14

Type of Reporting Person (See Instructions)

CO, IA

Comment for Type of Reporting Person:

This Schedule 13D relates to the following classes of securities: Class I common stock, par value $0.01 per share with CUSIP No. 46091W201, Class D common stock, par value $0.01 per share with CUSIP No. 46091W409, Class E common stock, par value $0.01 per share with CUSIP No. 46091W300, and Class S common stock, par value $0.01 per share with CUSIP No. 46091W102, of the Issuer. Due to the new Edgar filing requirements, cover pages are limited to one class of security. The cover page of this Schedule 13D filing relate to the Class I common stock, and this comment and notes above shall serve as full disclosure of the beneficial ownership of all classes of securities of the Issuer. (1) This amount includes 1,496,142 shares of Class S common stock, 1,497,041 shares of Class D common stock, 1,492,905 shares of Class I common stock and 1,483,195 shares of Class E common stock held directly by Invesco Realty, Inc. See the Explanatory Note below for more information. (2) Based on a total of 27,000,212 shares of Common Stock issued and outstanding.

SCHEDULE 13D

CUSIP No. 46091W201

1

Name of reporting person

Invesco Group Services, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 6,115,706.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 6,115,706.00

11

Aggregate amount beneficially owned by each reporting person

6,115,706.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

22.65 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

This Schedule 13D relates to the following classes of securities: Class I common stock, par value $0.01 per share with CUSIP No. 46091W201, Class D common stock, par value $0.01 per share with CUSIP No. 46091W409, Class E common stock, par value $0.01 per share with CUSIP No. 46091W300, and Class S common stock, par value $0.01 per share with CUSIP No. 46091W102, of the Issuer. Due to the new Edgar filing requirements, cover pages are limited to one class of security. The cover page of this Schedule 13D filing relate to the Class I common stock, and this comment and notes above shall serve as full disclosure of the beneficial ownership of all classes of securities of the Issuer. (1) This amount includes 1,496,142 shares of Class S common stock, 1,497,041 shares of Class D common stock, 1,492,905 shares of Class I common stock and 1,483,195 shares of Class E common stock, held directly by Invesco Realty, Inc., and 146,422 shares of Class E common stock held directly by Invesco Advisers, Inc. See the Explanatory Note below for more information. (2) Based on a total of 27,000,212 shares of Common Stock issued and outstanding.

SCHEDULE 13D

CUSIP No. 46091W201

1

Name of reporting person

OppenheimerFunds, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

COLORADO

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 6,115,706.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 6,115,706.00

11

Aggregate amount beneficially owned by each reporting person

6,115,706.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

22.65 %

14

Type of Reporting Person (See Instructions)

CO, IA

Comment for Type of Reporting Person:

This Schedule 13D relates to the following classes of securities: Class I common stock, par value $0.01 per share with CUSIP No. 46091W201, Class D common stock, par value $0.01 per share with CUSIP No. 46091W409, Class E common stock, par value $0.01 per share with CUSIP No. 46091W300, and Class S common stock, par value $0.01 per share with CUSIP No. 46091W102, of the Issuer. Due to the new Edgar filing requirements, cover pages are limited to one class of security. The cover page of this Schedule 13D filing relate to the Class I common stock, and this comment and notes above shall serve as full disclosure of the beneficial ownership of all classes of securities of the Issuer. (1) This amount includes 1,496,142 shares of Class S common stock, 1,497,041 shares of Class D common stock, 1,492,905 shares of Class I common stock and 1,483,195 shares of Class E common stock, held directly by Invesco Realty, Inc., and 146,422 shares of Class E common stock held directly by Invesco Advisers, Inc. See the Explanatory Note below for more information. (2) Based on a total of 27,000,212 shares of Common Stock issued and outstanding.

SCHEDULE 13D

CUSIP No. 46091W201

1

Name of reporting person

Oppenheimer Acquisition Corp.

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 6,115,706.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 6,115,706.00

11

Aggregate amount beneficially owned by each reporting person

6,115,706.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

22.65 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

This Schedule 13D relates to the following classes of securities: Class I common stock, par value $0.01 per share with CUSIP No. 46091W201, Class D common stock, par value $0.01 per share with CUSIP No. 46091W409, Class E common stock, par value $0.01 per share with CUSIP No. 46091W300, and Class S common stock, par value $0.01 per share with CUSIP No. 46091W102, of the Issuer. Due to the new Edgar filing requirements, cover pages are limited to one class of security. The cover page of this Schedule 13D filing relate to the Class I common stock, and this comment and notes above shall serve as full disclosure of the beneficial ownership of all classes of securities of the Issuer. (1) This amount includes 1,496,142 shares of Class S common stock, 1,497,041 shares of Class D common stock, 1,492,905 shares of Class I common stock and 1,483,195 shares of Class E common stock, held directly by Invesco Realty, Inc., and 146,422 shares of Class E common stock held directly by Invesco Advisers, Inc. See the Explanatory Note below for more information. (2) Based on a total of 27,000,212 shares of Common Stock issued and outstanding.

SCHEDULE 13D

CUSIP No. 46091W201

1

Name of reporting person

Invesco Holding Company (US), Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 6,115,706.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 6,115,706.00

11

Aggregate amount beneficially owned by each reporting person

6,115,706.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

22.65 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

This Schedule 13D relates to the following classes of securities: Class I common stock, par value $0.01 per share with CUSIP No. 46091W201, Class D common stock, par value $0.01 per share with CUSIP No. 46091W409, Class E common stock, par value $0.01 per share with CUSIP No. 46091W300, and Class S common stock, par value $0.01 per share with CUSIP No. 46091W102, of the Issuer. Due to the new Edgar filing requirements, cover pages are limited to one class of security. The cover page of this Schedule 13D filing relate to the Class I common stock, and this comment and notes above shall serve as full disclosure of the beneficial ownership of all classes of securities of the Issuer. (1) This amount includes 1,496,142 shares of Class S common stock, 1,497,041 shares of Class D common stock, 1,492,905 shares of Class I common stock and 1,483,195 shares of Class E common stock, held directly by Invesco Realty, Inc., and 146,422 shares of Class E common stock held directly by Invesco Advisers, Inc. See the Explanatory Note below for more information. (2) Based on a total of 27,000,212 shares of Common Stock issued and outstanding.

SCHEDULE 13D

CUSIP No. 46091W201

1

Name of reporting person

Invesco Holding Company Limited

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 6,115,706.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 6,115,706.00

11

Aggregate amount beneficially owned by each reporting person

6,115,706.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

22.65 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

This Schedule 13D relates to the following classes of securities: Class I common stock, par value $0.01 per share with CUSIP No. 46091W201, Class D common stock, par value $0.01 per share with CUSIP No. 46091W409, Class E common stock, par value $0.01 per share with CUSIP No. 46091W300, and Class S common stock, par value $0.01 per share with CUSIP No. 46091W102, of the Issuer. Due to the new Edgar filing requirements, cover pages are limited to one class of security. The cover page of this Schedule 13D filing relate to the Class I common stock, and this comment and notes above shall serve as full disclosure of the beneficial ownership of all classes of securities of the Issuer. (1) This amount includes 1,496,142 shares of Class S common stock, 1,497,041 shares of Class D common stock, 1,492,905 shares of Class I common stock and 1,483,195 shares of Class E common stock, held directly by Invesco Realty, Inc., and 146,422 shares of Class E common stock held directly by Invesco Advisers, Inc. See the Explanatory Note below for more information. (2) Based on a total of 27,000,212 shares of Common Stock issued and outstanding.

SCHEDULE 13D

CUSIP No. 46091W201

1

Name of reporting person

Invesco Ltd.

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

BERMUDA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 6,115,706.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 6,115,706.00

11

Aggregate amount beneficially owned by each reporting person

6,115,706.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

22.65 %

14

Type of Reporting Person (See Instructions)

IA, HC

Comment for Type of Reporting Person:

This Schedule 13D relates to the following classes of securities: Class I common stock, par value $0.01 per share with CUSIP No. 46091W201, Class D common stock, par value $0.01 per share with CUSIP No. 46091W409, Class E common stock, par value $0.01 per share with CUSIP No. 46091W300, and Class S common stock, par value $0.01 per share with CUSIP No. 46091W102, of the Issuer. Due to the new Edgar filing requirements, cover pages are limited to one class of security. The cover page of this Schedule 13D filing relate to the Class I common stock, and this comment and notes above shall serve as full disclosure of the beneficial ownership of all classes of securities of the Issuer. (1) This amount includes 1,496,142 shares of Class S common stock, 1,497,041 shares of Class D common stock, 1,492,905 shares of Class I common stock and 1,483,195 shares of Class E common stock, held directly by Invesco Realty, Inc., and 146,422 shares of Class E common stock held directly by Invesco Advisers, Inc. See the Explanatory Note below for more information. (2) Based on a total of 27,000,212 shares of Common Stock issued and outstanding. Explanatory Note This Statement constitutes Amendment No. 5 ("Amendment No. 5") to the Omnibus Amendment to Schedule 13D filed with the Securities and Exchange Commission on April 3, 2024, as amended on May 2, 2024, September 4, 2024, December 3, 2024 and February 5, 2024 ("Amendment No. 4") by Invesco Realty, Inc., Invesco Advisers, Inc., Invesco Group Services, Inc., OppenheimerFunds, Inc., Oppenheimer Acquisition Corp., Invesco Holding Company (US), Inc., Invesco Holding Company Limited and Invesco Ltd. Amendment No. 5 is being filed solely to correct typographical errors in footnote 1 to the schedules included with Amendment No. 4 and no changes have been made to the beneficial ownership reported therein.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class I Common Stock, par value $0.01 per share
(b)	Name of Issuer: Invesco Commercial Real Estate Finance Trust, Inc.
(c)	Address of Issuer's Principal Executive Offices: 2300 N FIELD STREET, SUITE 1200, DALLAS, TEXAS , 75201.
Item 5.	Interest in Securities of the Issuer
(a)	The information contained in Item 5(a) and (b) of the Omnibus Amendment is hereby amended to read in its entirety as follows: (a) and (b) The responses of each of the Reporting Persons with respect to Rows 11, 12, and 13 of the cover pages of this Schedule 13D that relate to the aggregate number of shares and percentage of Common Stock are incorporated herein by reference. The responses of each of the Reporting Persons with respect to Rows 7, 8, 9, and 10 of the cover pages of this Schedule 13D that relate to the number of shares of Common Stock as to which each of the persons or entities referenced in Item 2 above has sole or shared power to vote or to direct the vote of and sole or shared power to dispose of or to direct the disposition of (including but not limited to footnotes to such information) are incorporated herein by reference. Invesco Realty is the record holder of 5,969,284 shares of Common Stock reported herein. The other Reporting Persons, all of which are parent companies to Invesco Realty, may be deemed to have beneficial ownership of the securities directly held by Invesco Realty. IAI is the record holder of 146,422 shares of Class E Stock reported herein. The other Reporting Persons who are parent companies to IAI may be deemed to have beneficial ownership of the securities directly held by IAI. (c) On February 3, 2025, the Issuer issued an aggregate of 110,485 shares of Class E Common Stock to IAI as payment of the management fee and performance fees under the Amended and Restated Advisory agreement by and among the Issuer, Invesco Commercial Real Estate Finance Investments, LP and IAI.

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.

Invesco Realty, Inc.

Signature:	/s/ Tina Carew
Name/Title:	Tina Carew, Attorney in Fact*
Date:	02/10/2025

Invesco Advisers, Inc.

Signature:	/s/ Tina Carew
Name/Title:	Tina Carew, Attorney in Fact*
Date:	02/10/2025

Invesco Group Services, Inc.

Signature:	/s/ Tina Carew
Name/Title:	Tina Carew, Attorney in Fact*
Date:	02/10/2025

OppenheimerFunds, Inc.

Signature:	/s/ Tina Carew
Name/Title:	Tina Carew, Attorney in Fact*
Date:	02/10/2025

Oppenheimer Acquisition Corp.

Signature:	/s/ Tina Carew
Name/Title:	Tina Carew, Attorney in Fact*
Date:	02/10/2025

Invesco Holding Company (US), Inc.

Signature:	/s/ Tina Carew
Name/Title:	Tina Carew, Attorney in Fact*
Date:	02/10/2025

Invesco Holding Company Limited

Signature:	/s/ Tina Carew
Name/Title:	Tina Carew, Attorney in Fact*
Date:	02/10/2025

Invesco Ltd.

Signature:	/s/ Tina Carew
Name/Title:	Tina Carew, Attorney in Fact*
Date:	02/10/2025

Comments accompanying signature:

Pursuant to powers of attorney which are incorporated herein by reference to Exhibits 24.1-Exhibit 24.7 to the Form 4 filed by the Reporting Persons on September 4, 2024 and Exhibit 24.1 to the Form 4 filed by the Reporting Persons on December 3, 2024.