BCS1 v. Vintage DST

Investor petition to remove Vintage ST, LLC as signatory trustee of Vintage, DST and appoint an independent successor. Vintage counterpart of BCS1 on Walk and BCS2 on Apex. Counsel Potter Anderson & Corroon. Allegations.

Filed 19 Sep 2025. The pleading in this archive is the verified second amended and supplemental petition, efiled 22 Jun 2026 02:49PM EDT (Transaction ID 79836865). The public docket listed that filing 23 Jun 2026. The efiling stamp is C.A. 2025-1056-DG (Gibbs); this site keeps the SEM docket used on the public caption.

Motion to dismiss heard 14 Jul 2026 and taken under advisement. No opinion posted as of 31 Aug 2026. Last public docket noted 17 Aug 2026, a redacted letter on “developments affecting the Delaware Statutory Trusts,” the same letter as on the Walk BCS1 docket. Not a decision.

The leftover-IB case on the same DST is Vintage IB. The KHCA bridge case is KHCA v. Versity.

Petition

Petitioners BCS1, DLS1, and MS & DS allege they invested $1,287,500 on or about 15 Jun 2022 and hold 1.4557%. A 1 Jun 2026 affidavit of Joseph McQuade (Exhibit M) alleges engagement by holders of another 51.77%; with petitioners, 53.23%. McQuade Law Group is BD-paid in other Emerson / Sherer work; here he is counsel for this investor group via engagement letters. The owner list and signatures are not republished. That affidavit is not in this archive. Allegations.

The petition recites the sealed Trust Agreement (12 Apr 2022) and PPM (11 Jan 2022 plus supplements 8 Apr 2022 and 13 Apr 2022) as Exhibits A–B. Those remain sealed. The Trust Agreement and the 11 Jan PPM are already on disk from Vintage IB Exhibit bundle 98920508. The two supplements matching Form D $87,963,540 are not. From those recitals and the instruments already on this site: close 12 Apr 2022 at $119,600,000 (intro para 5 writes 15 Jun 2022 — the petitioners’ purchase date); Walker & Dunlop first mortgage $52,346,000 (ten-year); bridge alleged $59,070,916; offering $87,963,540, alleged fully subscribed. Master tenant Vintage LeaseCo; property manager Book & Ladder; asset manager Versity Invest / Crew. Delaware Trustee Sorensen Entity Services; Independent Trustee Chris Sorensen. Wettengel alleged 76% of Crew, Muro 24%. Offering, lease, and PMA live on Vintage.

The petition alleges investor proceeds were not used to repay the bridge or retire the initial beneficiary; that KHCA then claimed the same interests the petitioners bought; that the signatory trustee refused books-and-records demands (31 Mar 2025 and 10 Jul 2025), including the beneficial-owner list needed for a majority vote under Trust Agreement §10.01; that distributions stopped or were reduced; and that Crew is moving toward a sale or 721 that would devalue holders to pay Crew’s lenders. It recites UCC-1s against Crew, the initial beneficiary, and the signatory trustee, including unsold interests. Allegations.

Three counts: declaration of Cause (willful misconduct, fraud, and/or gross negligence) under §10.01; declaration that the majority-vote, Walker & Dunlop-consent, and guaranty-release conditions are excused under the prevention doctrine; removal and appointment of an independent successor. Verifications of Brian, Daniel, and Marvin Schreiber are separate docket items and are not in this PDF.

Exhibits

Public Exhibits C–M were listed 23 Jun 2026. They are not in this archive. The petition’s exhibit map is the Walk 1055 public set with Vintage percentages on Exhibit M and the KHCA first amended complaint as Exhibit H.

• A — Trust Agreement 12 Apr 2022. Sealed. Already on disk from Vintage IB 98920508.
• B — PPM 11 Jan 2022 plus supplements 8 Apr 2022 and 13 Apr 2022. Sealed. The 11 Jan form is on disk; the two supplements matching Form D $87,963,540 are not.
• C–G, I–L — Same public filings as Walk 1055 Exhibits C–M (already on disk as 103086819).
• H — KHCA verified first amended complaint, dated 13 Aug 2024 (NYSCEF Doc 119). Already on disk. Walk 1055 Exhibit H was original Doc 49.
• M — McQuade affidavit, 1 Jun 2026. Majority allegation above. Not pulled. Owner list and signatures omitted.

The petition also recites The Walk IB, LLC v. The Walk, DST, C.A. 2025-0754-SEM, One on 4th IB, LLC v. One on 4th, DST, C.A. 2025-0753-SEM, and Hayworth IB. The Walk IB and One on 4th IB pleadings are not in this archive. Recitals of the Apex money judgment and the JAMS / Nelson awards follow the entered instruments on those case pages, not the petition’s paraphrases.