1-U

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 1-U

CURRENT REPORT

Pursuant to Regulation A of the Securities Act of 1933

January 4, 2023

Date of Report: (Date of earliest event reported)

MASTERWORKS 189, LLC

(Exact name of issuer as specified in its charter)

Delaware	92-0808396
State of other jurisdiction of	(I.R.S. Employer
incorporation or organization	Identification No.)

225 Liberty Street, 29th Floor, New York, NY 10281

(Full mailing address of principal executive offices)

(203) 518-5172

(Issuer’s telephone number, including area code)

www.masterworks.com

(Issuer’s website)

Class A Ordinary Shares

(Securities issued pursuant to Regulation A)

Item 9. Other Events

A copy of materials used on www.masterworks.com relating to the Issuer’s ongoing offering of Class A Ordinary Shares pursuant to Regulation A of the Securities Act of 1933, as amended, is attached to the Form 1-U as Exhibit 15(b) and a copy of the transcript of the promotional video embedded in such materials is attached to the Form 1-U as Exhibit 99.1.

Safe Harbor Statement

This Current Report on Form 1-U contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in our most recent Offering Circular filed with the Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in our periodic filings and offering circular supplements filed with the SEC, which are accessible on the SEC’s EDGAR website. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in our filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

Exhibit Index

Exhibit No.	Description of Exhibit
15(b)	Website materials.
99.1	Promotional video transcript.

SIGNATURES

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	MASTERWORKS 189, LLC
	By:	/s/ Joshua B. Goldstein
	Name:	Joshua B. Goldstein
	Title:	General Counsel
Date: January 4, 2023

ADD EXHB

Exhibit 15(b)

 

 

 

 

 

 

 

ADD EXHB

Exhibit 99.1

My name is Lauren Zakarian-Cogswell and I am a Director on the Masterworks acquisitions team.

I am pleased to announce our latest offering, a work by the American painter, Alex Katz. Known for his flattened style of portraiture that employs bold colors, Katz has long drawn inspiration from the visual language of billboards and television to develop a unique visual style that’s instantly recognizable.

With a major retrospective of Katz’s work currently on view at the Guggenheim museum in New York, we continue to see the artist’s cultural popularity rise in significance.

To provide investment quality offerings by the artist, our acquisitions team has reviewed over 200 examples of Katz’s works from around the world, many of which are priced in excess of $1 million. Of these examples, this is the fifth that we have selected to be offered on the Masterworks platform.

Entitled “xJxexaxnx xwxixtxhx xHxoxrxsxex,” the current offering was completed by the artist in 1976. The large-scale image is a characteristic example of Katz’s tightly-cropped portraiture and flattened landscapes. Furthermore, works by Katz from the 1970s are particularly desirable, representing four of the artist’s top five price records at auction.

As of December 2022, figurative, closely-cropped portraits executed in the 1970s, with compositions similar in scale to the Painting, have performed well at auction, selling in excess of $950,000. These works include: “Rackstraw and Pamela” (1976), which sold for $2.5 million at Sotheby’s, New York in May of 2022, and “The Light I” (1975), which sold for $951,000 at Sotheby’s, New York in May of 2018.

Between May 1985 and May 2022, auction sales of similar works to our offering have increased at an estimated annualized appreciation rate of 12.4%.