What changed in this filing

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Item 1. Financial Statements

2025-08-06 compared with 2025-05-07 · 230 added, 181 removed, 491 unchanged (46% of the section changed)

3 unchanged sentences

(Dollars in Thousands, Except Share and Per Share Data)

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Real estate, at cost $ 1,347,152 $ 1,211,793

7 unchanged sentences

Right-of-use assets from operating leases 3,836 3,961

Right-of-use assets from finance leases 2,938 —

Right-of-use assets from finance leases, net 2,918 —

Deferred rent receivable, net 46,352 45,324

6 unchanged sentences

Borrowings under Term Loan A, Term Loan B and Term Loan C, net 348,294 347,948

Borrowings under unsecured Term Loan D, net 19,839 —

Senior unsecured notes, net 74,006 73,958

12 unchanged sentences

10,750,886 and 10,750,886 shares authorized;

and 7,052,334 and 7,052,334 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively (3)

and 7,052,334 and 7,052,334 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively (3)

$ 170,041 $ 170,041

2 unchanged sentences

950,000 shares authorized;

and 387,857 and 389,190 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively (3)

and 386,723 and 389,190 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively (3)

Common stock, par value $ 0.001 per share, 62,505,603 and 62,400,887 shares authorized;

and 45,757,671 and 43,986,038 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively (3)

and 46,508,942 and 43,986,038 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively (3)

Series F redeemable preferred stock, par value $ 0.001 per share;

$ 25 per share liquidation preference;

25,873,547 and 25,898,227 shares authorized and 909,069 and 914,553 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively (3)

25,793,511 and 25,898,227 shares authorized and 836,429 and 914,553 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively (3)

Additional paid in capital 820,634 784,389

12 unchanged sentences

(Dollars in Thousands, Except Share and Per Share Data)

For the three months ended March 31,

For the three months ended June 30, For the six months ended June 30,

2025 2024 2025 2024

Operating revenues

14 unchanged sentences

Interest expense $ ( 10,058 ) $ ( 9,463 ) $ ( 19,196 ) $ ( 18,960 )

Gain on sale of real estate, net — 283

Gain (loss) on sale of real estate, net 377 ( 47 ) 377 236

Gain on debt extinguishment, net — — — 300

Other income 631 34

Other (expense) income ( 72 ) 26 559 60

Total other expense, net $ ( 9,753 ) $ ( 9,484 ) $ ( 18,260 ) $ ( 18,364 )

Net income $ 4,634 $ 1,600 $ 9,773 $ 5,125

Net income available to OP Units held by Non-controlling OP Unitholders ( 2 ) ( 2 )

Net (income) loss (available) attributable to OP Units held by Non-controlling OP Unitholders ( 1 ) 11 ( 3 ) 9

Net income available to the Company $ 4,633 $ 1,611 $ 9,770 $ 5,134

1 unchanged sentence

Distributions attributable to senior common stock ( 101 ) ( 105 ) ( 202 ) ( 211 )

Loss on extinguishment of Series F preferred stock, net ( 10 ) ( 3 )

Net income available to common stockholders $ 1,915 $ 304

Gain (loss) on extinguishment of Series F preferred stock, net 9 ( 4 ) ( 1 ) ( 7 )

Net income (loss) available (attributable) to common stockholders $ 1,456 $ ( 1,614 ) $ 3,374 $ ( 1,313 )

Income per weighted average share of common stock - basic & diluted

Income available to common stockholders $ 0.04 $ 0.01

Income (loss) available (attributable) to common stockholders $ 0.03 $ ( 0.04 ) $ 0.07 $ ( 0.03 )

Weighted average shares of common stock outstanding

7 unchanged sentences

Comprehensive income $ 2,290 $ 2,070 $ 3,413 $ 11,013

Comprehensive income available to OP Units held by Non-controlling OP Unitholders ( 2 ) ( 2 )

Comprehensive (income) loss (available) attributable to OP Units held by Non-controlling OP Unitholders ( 1 ) 11 ( 3 ) 9

Total comprehensive income available to the Company $ 2,289 $ 2,081 $ 3,410 $ 11,022

4 unchanged sentences

(Dollars in Thousands)

For the three months ended March 31,

For the six months ended June 30,

Cash flows from operating activities:

7 unchanged sentences

Amortization of deferred rent asset and liability, net ( 2,996 ) ( 3,575 )

Decrease in sales-type lease receivable 114 —

Receipt of sales-type lease receivable 18,618 —

Amortization of discount and premium on assumed debt, net 15 18

1 unchanged sentence

Amortization of right-of-use asset from operating leases and operating lease liabilities, net 3 4

Amortization of right-of-use asset finance lease liabilities, net 9 —

Bad debt expense — 64

Operating changes in assets and liabilities

(Increase) decrease in other assets ( 418 ) 1,752

Decrease in deferred rent receivable ( 378 ) ( 1,149 )

Increase (decrease) in accounts payable and accrued expenses 978 ( 725 )

Increase in other assets ( 1,374 ) ( 883 )

Increase in deferred rent receivable ( 1,207 ) ( 2,256 )

Increase in accounts payable and accrued expenses 4,149 1,146

Increase in amount due to Adviser and Administrator 471 1,085

11 unchanged sentences

Deposits on future acquisitions ( 1,450 ) —

Deposits applied against acquisition of real estate investments 1,450 —

Net cash (used in) provided by investing activities $ ( 155,828 ) $ 5,807

7 unchanged sentences

Repayments on revolving credit facility ( 73,730 ) ( 36,100 )

Increase (decrease) in security deposits 347 ( 47 )

Borrowings on unsecured term loan 20,000 —

Increase in security deposits 247 153

Distributions paid to common, senior common, preferred stock and Non-controlling OP Unitholders ( 33,428 ) ( 30,458 )

8 unchanged sentences

Capital improvements and leasing commissions included in accounts payable and accrued expenses $ 7,682 $ 6,917

Increase in asset retirement obligation assumed in acquisition $ 93 $ —

Dividends paid on Series F preferred stock via additional share issuances $ 248 $ 261

1 unchanged sentence

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (dollars in thousands):

For the three months ended March 31,

For the six months ended June 30,

Cash and cash equivalents $ 11,660 $ 10,416

10 unchanged sentences

Gladstone Commercial Corporation conducts substantially all of its operations through a subsidiary, Gladstone Commercial Limited Partnership, a Delaware limited partnership (the “Operating Partnership”).

As of June 30, 2025, we owned 143 properties totaling 17.0 million square feet across 27 states.

All references herein to “we,” “our,” “us” and the “Company” mean Gladstone Commercial Corporation and its consolidated subsidiaries, except where it is made clear that the term means only Gladstone Commercial Corporation.

6 unchanged sentences

Securities and Exchange Commission (the “SEC”) on February 18, 2025.

The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for other interim periods or for the full 2025 fiscal year.

The results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of the results that may be expected for other interim periods or for the full 2025 fiscal year.

Use of Estimates

6 unchanged sentences

A summary of all of our significant accounting policies is provided in Note 1, “Organization, Basis of Presentation and Significant Accounting Policies,” to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024.

There were no material changes to our critical accounting policies during the three months ended March 31, 2025.

There were no material changes to our critical accounting policies during the three and six months ended June 30, 2025.

Segment Reporting

6 unchanged sentences

We believe our active portfolio management, combined with the skills of our asset management team will allow us to maximize net income across our portfolio.

Our CODM is our Chief Executive Officer.

Our Chief Operating Decision Maker (“CODM”) is our Chief Executive Officer.

The CODM uses consolidated net income to make decisions about allocating resources to individual properties and assessing performance.

The CODM will sometimes reference other metrics, including net operating income, however, as net income is the measure most consistent with the amounts disclosed in the consolidated financial statements, only consolidated net income is disclosed.

The CODM will sometimes reference other metrics, including net operating income;

however, as net income is the measure most consistent with the amounts disclosed in the consolidated financial statements, only consolidated net income is disclosed.

Recently Issued Accounting Pronouncements

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Arthur “Buzz” Cooper, is also an executive vice president of commercial and industrial real estate of our Adviser.

Michael LiCalsi, our general counsel and secretary, also serves as our Administrator’s president, general counsel and secretary, as well as executive vice president of administration of our Adviser.

Michael LiCalsi, our chief administrative officer, co-general counsel, and co-secretary, also serves in the same roles for our Adviser and Administrator (in addition to serving as president of our Administrator).

Erich Hellmold, our co-general counsel and co-secretary, also serves in the same roles for our Adviser and Administrator.

We have entered into an advisory agreement with our Adviser, as amended from time to time (the “Advisory Agreement”), and an administration agreement with our Administrator (the “Administration Agreement”).

The services and fees under the Advisory Agreement and Administration Agreement are described below.

As of March 31, 2025 and December 31, 2024, $ 3.4 million and $ 2.5 million, respectively, was collectively due to our Adviser and Administrator.

As of June 30, 2025 and December 31, 2024, $ 3.0 million and $ 2.5 million, respectively, was collectively due to our Adviser and Administrator, pursuant to the Advisory Agreement and Administration Agreement.

Our entrance into the Advisory Agreement and each amendment thereto has been approved unanimously by our Board of Directors (“Board of Directors”).

2 unchanged sentences

Base Management Fee

On July 14, 2020, we amended and restated the Advisory Agreement, which replaced the previous calculation of the base management fee with a calculation based on Gross Tangible Real Estate.

The revised base management fee is payable quarterly in arrears and calculated at an annual rate of 0.425 % ( 0.10625 % per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined in the Advisory Agreement as the current gross value of our property portfolio (meaning the aggregate of each property’s original acquisition price plus the cost of any subsequent capital improvements thereon).

The calculation of the other fees in the Advisory Agreement was unchanged.

For the three months ended March 31, 2025, we recorded a base management fee of $ 1.6 million.

For the three months ended March 31, 2024, we recorded a base management fee of $ 1.5 million.

The base management fee is payable quarterly in arrears and calculated at an annual rate of 0.425 % ( 0.10625 % per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined in the Advisory Agreement as the current gross value of our property portfolio (meaning the aggregate of each property’s original acquisition price plus the cost of any subsequent capital improvements thereon).

For the three and six months ended June 30, 2025, we recorded a base management fee of $ 1.6 million and $ 3.2 million, respectively.

For the three and six months ended June 30, 2024, we recorded a base management fee of $ 1.5 million and $ 3.1 million, respectively.

Incentive Fee

11 unchanged sentences

The calculation of all other fees was unchanged.

For the three months ended March 31, 2025, we recorded an incentive fee of $ 0.6 million.

The Adviser did not waive any portion of the incentive fee for the three months ended March 31, 2025.

For the three months ended March 31, 2024, we recorded an incentive fee of $ 1.2 million, partially offset by credits related to non-contractual, unconditional, and irrevocable waivers issued by the Adviser of $ 0.8 million.

For the three and six months ended June 30, 2025, we recorded an incentive fee of $ 0.7 million and $ 1.3 million, respectively, partially offset by credits related to non-contractual, unconditional, and irrevocable waivers issued by the Adviser of $ 0.7 million and $ 0.7 million, respectively.

For the three and six months ended June 30, 2024, we recorded an incentive fee of $ 1.2 million and $ 2.4 million, respectively, partially offset by credits related to non-contractual, unconditional, and irrevocable waivers issued by the Adviser of $ 0.3 million and $ 1.0 million, respectively.

Capital Gain Fee

3 unchanged sentences

At the end of the fiscal year, if this number is positive, then the capital gain fee payable for such time period shall equal 15.0 % of such amount.

No capital gain fee was recognized during the three months ended March 31, 2025 or 2024.

No capital gain fee was recognized during the three and six months ended June 30, 2025 or 2024.

Termination Fee

4 unchanged sentences

Administration Agreement

Under the terms of the Administration Agreement, we pay separately for our allocable portion of the Administrator’s overhead expenses in performing its obligations to us including, but not limited to, rent and our allocable portion of the salaries and benefits expenses of our Administrator’s employees, including, but not limited to, our chief financial officer, treasurer, chief compliance officer, general counsel and secretary (who also serves as our Administrator’s president, general counsel and secretary), and their respective staffs.

LiCalsi also serves as our Administrator’s president, co-general counsel and co-secretary), and their respective staffs.

Our allocable portion of the Administrator’s expenses are generally derived by multiplying our Administrator’s total expenses by the approximate percentage of time the Administrator’s employees perform services for us in relation to their time spent performing services for all companies serviced by our Administrator under contractual agreements.

We believe that the methodology of allocating the Administrator’s total expenses by approximate percentage of time services were performed among all companies serviced by our Administrator more closely approximates fees paid for actual services performed.

For the three months ended March 31, 2025, we recorded an administration fee of $ 0.6 million.

For the three months ended March 31, 2024, we recorded an administration fee of $ 0.6 million.

For the three and six months ended June 30, 2025, we recorded an

administration fee of $ 0.6 million and $ 1.2 million, respectively.

For the three and six months ended June 30, 2024, we recorded an administration fee of $ 0.6 million and $ 1.2 million, respectively.

Gladstone Securities

Gladstone Securities, LLC (“Gladstone Securities”), is a privately held broker dealer registered with the Financial Industry Regulatory Authority and insured by the Securities Investor Protection Corporation.

Gladstone Securities, LLC (“Gladstone Securities”), is a privately held broker dealer registered with the Financial Industry Regulatory Authority (“FINRA”) and insured by the Securities Investor Protection Corporation (“SIPC”).

Gladstone Securities is an affiliate of ours, as its parent company is owned and controlled by David Gladstone, our chairman and chief executive officer.

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The amount of the financing fees may be reduced or eliminated, as determined by us and Gladstone Securities, after taking into consideration various factors, including, but not limited to, the involvement of any third-party brokers and market conditions.

We did not pay financing fees to Gladstone Securities during the three months ended March 31, 2025 and 2024.

We did not pay financing fees to Gladstone Securities during the three and six months ended June 30, 2025.

We paid financing fees to Gladstone Securities of $ 9,233 during the three and six months ended June 30, 2024, which are included in mortgage notes payable, net, in the condensed consolidated balance sheets, or 0.13 % of the mortgage principal secured.

Our Board of Directors renewed the agreement for an additional year, through August 31, 2026, at its July 2025 meeting.

3 unchanged sentences

333-277877) (the “2024 Registration Statement”), the Series F Preferred Stock was registered with the SEC pursuant to an automatic shelf registration statement on Form S-3 (File No.

333-268549), as was amended and supplemented (the “2022 Registration Statement”), under the Securities Act of 1933, as amended, and was offered and sold pursuant to a prospectus supplement, dated February 9, 2023, and a base prospectus dated November 23, 2022 relating to the 2022 Registration Statement.

333-268549), as amended and supplemented (the “2022 Registration Statement”), under the Securities Act of 1933, as amended, and was offered and sold pursuant to a prospectus supplement, dated February 9, 2023, and a base prospectus dated November 23, 2022 relating to the 2022 Registration Statement.

During the years ended December 31, 2020, 2021 and 2022, the Series F Preferred Stock was registered with the SEC pursuant to a registration statement on Form S-3 (File No.

333-236143) (the “2020 Registration Statement”), and offered and sold pursuant to a prospectus supplement, dated February 20, 2020, and a base prospectus dated February 11, 2020.

Under the Dealer Manager Agreement, Gladstone Securities, as dealer manager, provides certain sales, promotional and marketing services to us in connection with the Offering, and we pay Gladstone Securities (i) selling commissions of 6.0 % of the gross proceeds from sales of Series F Preferred Stock in the Primary Offering (the “Selling Commissions”), and (ii) a dealer manager fee of 3.0 % of the gross proceeds from sales of Series F Preferred Stock in the Primary Offering (the “Dealer Manager Fee”).

Under the Dealer Manager Agreement, Gladstone Securities, as dealer manager, provide certain sales, promotional and marketing services to us in connection with the Offering, and we pay Gladstone Securities (i) selling commissions of 6.0 % of the gross proceeds from sales of Series F Preferred Stock in the Primary Offering (the “Selling Commissions”), and (ii) a dealer manager fee of 3.0 % of the gross proceeds from sales of Series F Preferred Stock in the Primary Offering (the “Dealer Manager Fee”).

No Selling Commissions or Dealer Manager Fee are paid with respect to shares sold pursuant to the DRIP.

Gladstone Securities may, in its sole discretion, re-allow for payment of a portion of the Dealer Manager Fee to participating broker-dealers in support of the Offering.

We paid fees of $ 0.03 million to Gladstone Securities during the three months ended March 31, 2025 in connection with the Offering.

We paid fees of $ 0.02 million to Gladstone Securities during the three months ended March 31, 2024 in connection with the Offering.

Earnings Per Share of Common Stock

The following tables set forth the computation of basic and diluted earnings per share of common stock for the three months ended March 31, 2025 and 2024.

The operating partnership units in the Operating Partnership (“OP Units”) held by holders who do not control the Operating Partnership (“Non-controlling OP Unitholders”) (which may be redeemed for shares of common stock) have been excluded from the diluted earnings per share calculations, as there would be no effect on the amounts since the Non-controlling OP Unitholders’ share of income would also be added back to net income.

Net income figures are presented net of such non-controlling interests in the income per share calculation.

We computed basic earnings per share for the three months ended March 31, 2025 and 2024 using the weighted average number of shares outstanding during the respective periods.

Diluted earnings per share for the three months ended March 31, 2025 and 2024 reflects additional shares of common stock related to our convertible senior common stock (the “Senior Common Stock”), if the effect of conversion would be dilutive, that would have been outstanding if such dilutive potential shares of common stock had been issued, as well as an adjustment to net income available to common stockholders as applicable to common stockholders that would result from their assumed issuance (dollars in thousands, except per share amounts).

For the three months ended March 31,

Calculation of basic earnings per share of common stock:

Net income available to common stockholders $ 1,915 $ 304

Denominator for basic weighted average shares of common stock (1) 44,607,012 40,003,481

Basic earnings per share of common stock $ 0.04 $ 0.01

Calculation of diluted earnings per share of common stock:

Net income available to common stockholders $ 1,915 $ 304

Net income available to common stockholders plus assumed conversions (2) $ 1,915 $ 304

Denominator for basic weighted average shares of common stock (1) 44,607,012 40,003,481

Effect of convertible Senior Common Stock (2) — —

Denominator for diluted weighted average shares of common stock (2) 44,607,012 40,003,481

Diluted earnings per share of common stock $ 0.04 $ 0.01

(1) The weighted average number of OP Units held by Non-controlling OP Unitholders was 39,474 for the three months ended March 31, 2025 and 310,643 for the three months ended March 31, 2024.

(2) We excluded convertible shares of Senior Common Stock of 329,404 and 342,247 from the calculation of diluted earnings per share for the three months ended March 31, 2025 and 2024, respectively, because these shares were anti-dilutive.

We paid fees of $ 4,950 and $ 0.03 million to Gladstone Securities during the three and six months ended June 30, 2025, respectively, in connection with the Offering.

We paid fees of $ 0.04 million and $ 0.06 million to Gladstone Securities during the three and six months ended June 30, 2024, respectively, in connection with the Offering.

Earnings (Loss) Per Share of Common Stock

The following tables set forth the computation of basic and diluted earnings (loss) per share of common stock for the three and six months ended June 30, 2025 and 2024.

The operating partnership units in the Operating Partnership (“OP Units”) held by holders who do not control the Operating Partnership (“Non-controlling OP Unitholders”) (which may be redeemed for shares of common stock) have been excluded from the diluted earnings (loss) per share calculations, as these would be anti-dilutive.

Net income (loss) figures are presented net of non-controlling interests in the income (loss) per share calculation.

We computed basic earnings (loss) per share for the three and six months ended June 30, 2025 and 2024 using the weighted average number of shares outstanding during the respective periods.

The diluted earnings per share for the three and six months ended June 30, 2025 and 2024 would reflect additional shares of common stock related to our convertible senior common stock (the “Senior Common Stock”), if the effect of conversion would be dilutive, that would have been outstanding if such dilutive potential shares of common stock had been issued, as well as an adjustment to net income (loss) available (attributable) to common stockholders as applicable to common stockholders that would result from their assumed issuance (dollars in thousands, except per share amounts).

For the three months ended June 30, For the six months ended June 30,

2025 2024 2025 2024

Calculation of basic and diluted earnings per share of common stock:

Net income (loss) available (attributable) to common stockholders $ 1,456 $ ( 1,614 ) $ 3,374 $ ( 1,313 )

Denominator for basic and diluted weighted average shares of common stock (1) (2) 46,219,663 40,311,476 45,417,792 40,157,479

Basic and diluted earnings (loss) per share of common stock $ 0.03 $ ( 0.04 ) $ 0.07 $ ( 0.03 )

(1) The weighted average number of OP Units held by Non-controlling OP Unitholders was 39,474 for both the three and six months ended June 30, 2025 and 241,637 and 276,140 for the three and six months ended June 30, 2024, respectively.

(2) We excluded convertible shares of Senior Common Stock of 328,559 and 342,247 from the calculation of diluted earnings (loss) per share for the three and six months ended June 30, 2025 and 2024, respectively, because these shares were anti-dilutive.

Real Estate and Intangible Assets

The following table sets forth the components of our investments in real estate as of March 31, 2025 and December 31, 2024, respectively, excluding real estate held for sale (dollars in thousands):

March 31, 2025 December 31, 2024

The following table sets forth the components of our investments in real estate as of June 30, 2025 and December 31, 2024, respectively, excluding real estate held for sale (dollars in thousands):

June 30, 2025 December 31, 2024

Land (1) $ 149,988 $ 139,743

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(1) This amount includes $ 2,711 of land value subject to land lease agreements which we may purchase at our option for a nominal fee.

Real estate depreciation expense on building and tenant improvements was $ 9.8 million for the three months ended March 31, 2025.

Real estate depreciation expense on building and tenant improvements was $ 9.8 million for the three months ended March 31, 2024.

We acquired six industrial properties during the three months ended March 31, 2025, and did not acquire any properties during the three months ended March 31, 2024.

Real estate depreciation expense on building and tenant improvements was $ 10.5 million and $ 20.3 million for the three and six months ended June 30, 2025, respectively.

Real estate depreciation expense on building and tenant improvements was $ 10.2 million and $ 20.1 million for the three and six months ended June 30, 2024, respectively.

We acquired ten industrial properties during the six months ended June 30, 2025, and acquired five properties during the six months ended June 30, 2024.

The acquisitions are summarized below (dollars in thousands):

Three Months Ended Aggregate Square Footage Weighted Average Remaining Lease Term at Time of Acquisition Aggregate Purchase Price Aggregate Capitalized Acquisition Expenses

March 31, 2025 (1) 355,778 10.8 years $ 73,725 $ 475

Six Months Ended Aggregate Square Footage Weighted Average Remaining Lease Term at Time of Acquisition Aggregate Purchase Price Aggregate Capitalized Acquisition Expenses

June 30, 2025 (1) 874,871 14.3 years $ 153,067 $ 867

June 30, 2024 (2) 142,125 25.1 years $ 11,954 $ 267

(1) On February 19, 2025, we acquired a five -property, 215,474 square foot portfolio in Houston, Texas for $ 29.5 million.

The property is fully leased to one tenant and had 10.0 years of remaining lease term at the time we acquired the property.

These properties are fully leased to one tenant and had 10.0 years of remaining lease term at the time we acquired the portfolio.

On March 28, 2025, we acquired a 140,304 square foot property in Dallas-Fort Worth, Texas for $ 44.3 million.

The property is fully leased to one tenant and had 11.3 years of remaining lease term at the time we acquired the property.

We determined the fair value of assets acquired and liabilities assumed related to the properties acquired during the three months ended March 31, 2025 as follows (dollars in thousands):

Three Months Ended March 31, 2025

Acquired assets and liabilities Purchase price

On May 9, 2025, we acquired a 303,991 square foot property in Germantown, Wisconsin for $ 62.9 million.

The property is fully leased to one tenant and had 19.4 years of remaining lease term at the time we acquired the property.

On June 25, 2025, we acquired a three -property, 215,102 square foot portfolio in Harrison Township, Michigan for $ 16.5 million.

These properties are fully leased to one tenant and had 10.0 years of remaining lease term at the time we acquired the portfolio.

(2) On May 7, 2024, we acquired a five -property, 142,125 square foot portfolio in Warfordsburg, Pennsylvania for $ 12.0 million.

These properties were fully leased to one tenant and had 25.1 years of remaining lease term at the time we acquired the portfolio.

We determined the fair value of assets acquired and liabilities assumed related to the properties acquired during the six months ended June 30, 2025 and 2024 as follows (dollars in thousands):

Six Months Ended June 30, 2025 Six Months Ended June 30, 2024

Acquired assets and liabilities Purchase price Purchase price

Land $ 10,640 (1) $ 1,169

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Customer Relationships 4,285 125

Above Market Leases 67 90 (3)

Below Market Leases ( 2,115 ) (2) —

Total Purchase Price $ 153,067 $ 11,954

(1) The Dallas-Fort Worth, Texas property acquired is subject to a ground lease, therefore there is no land asset included on the condensed consolidated balance sheets.

(2) This amount includes $ 250 of loans receivable included in Other liabilities on the condensed consolidated balance sheets.

(1) The Dallas-Fort Worth, Texas property that we acquired is subject to a ground lease, therefore there is no land asset included on the condensed consolidated balance sheets.

(2) This amount includes $ 250 of prepaid rent included in Other liabilities on the condensed consolidated balance sheets.

(3) This amount includes $ 90 of loans receivable included in Other assets on the condensed consolidated balance sheets.

Future Lease Payments

Future operating lease payments from tenants under non-cancelable leases, excluding tenant reimbursement of expenses, for the nine months ending December 31, 2025 and each of the five succeeding fiscal years and thereafter is as follows (dollars in thousands):

Future operating lease payments from tenants under non-cancelable leases, excluding tenant reimbursement of expenses, for the six months ending December 31, 2025 and each of the five succeeding fiscal years and thereafter is as follows (dollars in thousands):

Year Tenant Lease Payments

Nine Months Ending December 31, 2025 $ 94,158

Six Months Ending December 31, 2025 $ 65,974

Thereafter 447,204

Future sales-types lease payments from tenants under non-cancelable leases and reasonably certain purchase options for the nine months ending December 31, 2025 and each of the five succeeding fiscal years and thereafter is as follows (dollars in thousands):

Year Tenant Lease Payments

Nine Months Ending December 31, 2025 $ 19,199

Difference between undiscounted cash flow and present value 677

Sales-type lease receivable $ 18,522

In accordance with the lease terms, substantially all operating expenses are required to be paid by the tenant directly, or reimbursed to us from the tenant;

1 unchanged sentence

Lease Revenue Reconciliation

The table below sets forth the allocation of lease revenue between fixed contractual payments and variable lease payments for the three months ended March 31, 2025 and 2024, respectively (dollars in thousands):

For the three months ended March 31,

The table below sets forth the allocation of lease revenue between fixed contractual payments and variable lease payments for the three and six months ended June 30, 2025 and 2024, respectively (dollars in thousands):

For the three months ended June 30,

Lease revenue reconciliation 2025 2024 $ Change % Change

2 unchanged sentences

$ 39,533 $ 37,057 $ 2,476 6.7 %

For the six months ended June 30,

Lease revenue reconciliation 2025 2024 $ Change % Change

Fixed lease payments $ 66,775 $ 64,874 $ 1,901 2.9 %

Variable lease payments 10,259 7,905 2,354 29.8 %

$ 77,034 $ 72,779 $ 4,255 5.8 %

Sales-Type Leases

For the three months ended March 31, 2025, we had one lease classified as a sales-type lease.

During the six months ended June 30, 2025, we had one lease classified as a sales-type lease.

We recorded a sales-type lease receivable of $ 18.5 million in the condensed consolidated balance sheets, net of $ 0.02 million in allowance for credit loss.

For the three months ended March 31, 2025, the interest income earned from sales-type leases of $ 0.4 million was included in other income in the condensed consolidated statements of operations.

There was no sales-type lease activity in the three months ended March 31, 2024.

In developing the expected credit loss, we reviewed the tenant’s credit rating, which is AA- stable, performed a collectability analysis, and confirmed they were current on payments as of March 31, 2025.

The sales-type lease receivable, net, approximates fair value as of March 31, 2025.

For the three and six months ended June 30, 2025, the interest income earned from sales-type leases of $ 0.1 million and $ 0.5 million, respectively, was included in other income in the condensed consolidated statements of operations.

There was no sales-type lease activity in the three and six months ended June 30, 2024.

On April 1, 2025, the tenant exercised their purchase option provided in their lease agreement with us.

The sale transaction was completed on April 30, 2025, resulting in the realization of the sales-type lease receivable from the condensed consolidated balance sheets.

Refer to see Note 5, “Real Estate, Held for Sale and Impairment Charges” for additional detail.

Intangible Assets

The following table summarizes the carrying value of intangible assets, liabilities and the accumulated amortization for each intangible asset and liability class as of March 31, 2025 and December 31, 2024, respectively, excluding real estate held for sale (dollars in thousands):

March 31, 2025 December 31, 2024

The following table summarizes the carrying value of intangible assets, liabilities and the accumulated amortization for each intangible asset and liability class as of June 30, 2025 and December 31, 2024, respectively, excluding real estate held for sale (dollars in thousands):

June 30, 2025 December 31, 2024

Lease Intangibles Accumulated Amortization Lease Intangibles Accumulated Amortization

6 unchanged sentences

Below market leases and deferred revenue ( 58,482 ) 37,863 ( 56,616 ) 34,620

Total amortization expense related to in-place leases, leasing costs and customer relationship lease intangible assets was $ 3.4 million for the three months ended March 31, 2025 and $ 3.5 million for the three months ended March 31, 2024, and is included in depreciation and amortization expense in the condensed consolidated statements of operations and comprehensive income.

Total amortization related to above-market lease values was $ 0.1 million for the three months ended March 31, 2025 and $ 0.1 million for the three months ended March 31, 2024, and is included in lease revenue in the condensed consolidated statements of operations and comprehensive income.

Total amortization related to below-market lease values was $ 1.6 million for the three months ended March 31, 2025 and $ 1.7 million for the three months ended March 31, 2024, and is included in lease revenue in the condensed consolidated statements of operations and comprehensive income.

We acquired six industrial properties during the three months ended March 31, 2025, and did not acquire any properties during the three months ended March 31, 2024.

The weighted average amortization periods in years for the intangible assets acquired and liabilities assumed during the three months ended March 31, 2025, were as follows:

Intangible Assets & Liabilities March 31, 2025

Total amortization expense related to in-place leases, leasing costs and customer relationship lease intangible assets was $ 3.8 million and $ 7.2 million for the three and six months ended June 30, 2025, respectively, and $ 5.8 million and $ 9.3 million for the three and six months ended June 30, 2024, respectively, and is included in depreciation and amortization expense in the condensed consolidated statements of operations and comprehensive income.

Total amortization related to above-market lease values was $ 0.1 million and $ 0.2 million for the three and six months ended June 30, 2025, respectively, and $ 0.1 million and $ 0.3 million for the three and six months ended June 30, 2024, respectively, and is included in lease revenue in the condensed consolidated statements of operations and comprehensive income.

Total amortization related to below-market lease values was $ 1.6 million and $ 3.2 million for the three and six months ended June 30, 2025, respectively, and $ 2.1 million and $ 3.8 million for the three and six months ended June 30, 2024, respectively, and is included in lease revenue in the condensed consolidated statements of operations and comprehensive income.

We acquired ten industrial properties during the six months ended June 30, 2025, and acquired five industrial properties during the six months ended June 30, 2024.

The weighted average amortization periods in years for the intangible assets acquired and liabilities assumed during the six months ended June 30, 2025 and 2024, were as follows:

Intangible Assets & Liabilities June 30, 2025 June 30, 2024

In-place leases 13.9 25.1

1 unchanged sentence

Customer relationships 18.6 25.1

Above market leases 19.4 25.1

Below market leases 10.7 0.0

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Real Estate Dispositions

We did not sell any properties during the three months ended March 31, 2025 and sold three properties during the three months ended March 31, 2024.

We sold one property and completed the sale transaction related to one property during the six months ended June 30, 2025 and sold four properties during the six months ended June 30, 2024.

During the six months ended June 30, 2025, we continued to execute our capital recycling program, whereby we sell properties outside of our core markets and redeploy proceeds to either fund property acquisitions in our target secondary growth markets, or repay outstanding debt.

We expect to continue to execute our capital recycling plan and sell non-core properties as reasonable disposition opportunities become available.

During the six months ended June 30, 2025, we sold one non-core property, located in Hickory, North Carolina, which is summarized in the table below (dollars in thousands):

Aggregate Square Footage Sold Aggregate Sales Price Aggregate Sales Costs Aggregate Gain on Sale of Real Estate, net

60,000 $ 5,050 $ 310 $ 377

On April 30, 2025, we completed the transaction to sell our 676,031 square foot property in Tifton, Georgia for $ 18.5 million, incurring $ 0.3 million in closing costs, which are included in other expense in the condensed consolidated statement of operations for the three and six months ended June 30, 2025.

During the year ended December 31, 2024, we recorded a sales-type lease receivable on this property and derecognized the carrying value of this property, recognizing a $ 3.9 million selling profit from sales-type lease, net, that was included in the gain on sale of real estate, net, in the consolidated statement of operations.

Our disposition during the six months ended June 30, 2025 was not classified as discontinued operations because it did not represent a strategic shift in operations, nor will it have a major effect on our operations and financial results.

Accordingly, the operating results of this property are included within continuing operations for all periods reported.

The table below summarizes the components of operating income from the real estate and related assets disposed of during the three and six months ended June 30, 2025 and 2024 (dollars in thousands):

For the three months ended June 30, For the six months ended June 30,

2025 2024 2025 2024

Operating revenue $ — $ 279 $ 291 $ 558

Operating expense — 60 19 145

Other income (expense), net 377 (1) — 377 (1) —

Income (expense) from real estate and related assets sold $ 377 $ 219 $ 649 $ 413

(1) Includes a $ 0.4 million gain on sale of real estate, net, from one property sale.

Real Estate Held for Sale

At March 31, 2025, we had two properties classified as held for sale, located in Tifton, Georgia and Hickory, North Carolina.

We consider these assets to be non-core to our long-term strategy.

At December 31, 2024, we had the same two properties classified as held for sale, located in Tifton, Georgia and Hickory, North Carolina.

The table below summarizes the components of the assets and liabilities held for sale at March 31, 2025 and December 31, 2024, reflected on the accompanying condensed consolidated balance sheets (dollars in thousands):

March 31, 2025 December 31, 2024

At June 30, 2025, we had one property classified as held for sale, located in Oklahoma City, Oklahoma.

We consider this asset to be non-core to our long-term strategy.

At December 31, 2024, we had two properties classified as held for sale, located in Tifton, Georgia and Hickory, North Carolina, and which have been sold as described above.

The table below summarizes the components of the assets and liabilities held for sale at June 30, 2025 and December 31, 2024, reflected on the accompanying condensed consolidated balance sheets (dollars in thousands):

June 30, 2025 December 31, 2024

Assets Held for Sale

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Impairment Charges

We evaluated our portfolio for triggering events to determine if any of our held and used assets were impaired during the three months ended March 31, 2025 and did not recognize an impairment charge.

We did not recognize any impairment charges on our two held for sale assets during the three months ended March 31, 2025.

We did not recognize an impairment charge on our held and used assets during the three months ended March 31, 2024.

We recognized an impairment charge of $ 0.5 million on one held for sale asset, located in Richardson, Texas, during the three months ended March 31, 2024.

We evaluated our portfolio for triggering events to determine if any of our held and used assets were impaired during the six months ended June 30, 2025 and did not recognize an impairment charge.

We recognized an impairment charge of $ 0.01 million on our one held for sale asset during the six months ended June 30, 2025.

In performing our held for sale assessment, the carrying value of this asset was above the fair value, less costs of sale.

As a result, we impaired this property to equal the fair market value less costs of sale.

Mortgage Notes Payable, Credit Facility, and Senior Unsecured Notes

We did not recognize an impairment charge on our held and used assets during the six months ended June 30, 2024.

We recognized an impairment charge of $ 0.5 million on one held for sale asset, located in Richardson, Texas, during the six months ended June 30, 2024.

In performing our held for sale assessment, the carrying value of this asset was above the fair value, less costs of sale.

As a result, we impaired this property to equal the fair market value less costs of sale.

Mortgage Notes Payable, Credit Facility, Unsecured Term Loan, and Senior Unsecured Notes

Our $ 125.0 million unsecured revolving credit facility (“Revolver”), $ 160.0 million term loan facility (“Term Loan A”), $ 60.0 million term loan facility (“Term Loan B”), and $ 150.0 million term loan facility (“Term Loan C”), are collectively referred to herein as the “Credit Facility”.

Our mortgage notes payable, Credit Facility, and our Operating Partnership’s $ 75.0 million senior unsecured notes (the “2029 Notes”) as of March 31, 2025 and December 31, 2024 are summarized below (dollars in thousands):

Our mortgage notes payable, Credit Facility, our Operating Partnership’s $ 20.0 million unsecured term loan (“Term Loan D”), and our Operating Partnership’s $ 75.0 million senior unsecured notes (the “2029 Notes”) as of June 30, 2025 and December 31, 2024 are summarized below (dollars in thousands):

Encumbered properties at Carrying Value at Stated Interest Rates at Scheduled Maturity Dates at

March 31, 2025 March 31, 2025 December 31, 2024 March 31, 2025 March 31, 2025

June 30, 2025 June 30, 2025 December 31, 2024 June 30, 2025 June 30, 2025

Mortgage and other secured loans:

15 unchanged sentences

Total term loan, net N/A $ 348,294 $ 347,948

Variable rate term loan D — $ 20,000 $ — SOFR + 1.55 %

(3) 5/30/2027

Deferred financing costs, term loan D — ( 161 ) — N/A N/A

Total unsecured term loan, net N/A $ 19,839 $ —

Senior unsecured notes — $ 75,000 $ 75,000 6.47 % 12/18/2029

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Total senior unsecured notes, net N/A $ 74,006 $ 73,958

Total mortgage notes payable, credit facility, and senior unsecured notes 139 $ 740,746 $ 693,385 (5)

(1) As of March 31, 2025, interest rates on our fixed rate mortgage notes payable varied from 2.80 % to 6.63 %.

(2) As of March 31, 2025, we had 40 mortgage notes payable with maturity dates ranging from September 30, 2025 through August 1, 2037.

(3) As of March 31, 2025, the Secured Overnight Financing Rate (“SOFR”) was approximately 4.41 %.

(4) The weighted average interest rate on the mortgage notes outstanding as of March 31, 2025 was approximately 4.29 %.

(5) The weighted average interest rate on all debt outstanding as of March 31, 2025 was approximately 5.28 %.

(6) The amount we may draw under our Credit Facility is based on a percentage of the fair value of a combined pool of 94 unencumbered properties as of March 31, 2025.

Total mortgage notes payable, credit facility, unsecured term loan, and senior unsecured notes 140 $ 794,391 $ 693,385 (5)

(1) As of June 30, 2025, interest rates on our fixed rate mortgage notes payable varied from 2.80 % to 6.63 %.

(2) As of June 30, 2025, we had 39 mortgage notes payable with maturity dates ranging from September 30, 2025 through August 1, 2037.

(3) As of June 30, 2025, the Secured Overnight Financing Rate (“SOFR”) was approximately 4.45 %.

(4) The weighted average interest rate on the mortgage notes outstanding as of June 30, 2025 was approximately 4.22 %.

(5) The weighted average interest rate on all debt outstanding as of June 30, 2025 was approximately 5.33 %.

(6) The amount we may draw under our Credit Facility is based on a percentage of the fair value of a combined pool of 96 unencumbered properties as of June 30, 2025.

N/A - Not Applicable

Mortgage Notes Payable

As of March 31, 2025, we had 40 mortgage notes payable, collateralized by a total of 45 properties with a net book value of $ 428.8 million.

As of June 30, 2025, we had 39 mortgage notes payable, collateralized by a total of 44 properties with a net book value of $ 423.8 million.

We have limited recourse liabilities that could result from any one or more of the following circumstances:

a borrower voluntarily filing for bankruptcy, improper conveyance of a property, fraud or material misrepresentation, misapplication or misappropriation of rents, security deposits, insurance proceeds or condemnation proceeds, or physical waste or damage to the property resulting from a borrower’s gross negligence or willful misconduct.

As of March 31, 2025, we did not have any mortgages subject to recourse.

We will also indemnify lenders against claims resulting from the presence of hazardous substances or activity involving hazardous substances in violation of environmental laws on a property.

We made payments of $ 0.01 million for deferred financing costs during the three months ended March 31, 2025.

We did not make any payments for deferred financing costs during the three months ended March 31, 2024.

Scheduled principal payments of mortgage notes payable for the nine months ending December 31, 2025, and each of the five succeeding fiscal years and thereafter are as follows (dollars in thousands):

As of June 30, 2025, we did not have any mortgages subject to recourse.

From time to time, we also indemnify lenders against claims resulting from the presence of hazardous substances or activity involving hazardous substances in violation of environmental laws on a property.

During the six months ended June 30, 2025, we repaid one mortgage, collateralized by one property, which is summarized in the table below (dollars in thousands):

Aggregate Variable Rate Debt Repaid Weighted Average Interest Rate on Variable Rate Debt Repaid

$ 7,181 SOFR + 2.25 %

We made payments of $ 0.2 million for deferred financing costs during both the three and six months ended June 30, 2025.

We made payments of $ 0.04 million for deferred financing costs during both the three and six months ended June 30, 2024.

Scheduled principal payments of mortgage notes payable for the six months ending December 31, 2025, and each of the five succeeding fiscal years and thereafter, are as follows (dollars in thousands):

Year Scheduled Principal Payments

Nine Months Ending December 31, 2025 $ 17,509

Six Months Ending December 31, 2025 $ 7,929

Thereafter 14,990

Total $ 259,516 (1)

(1) This figure does not include $( 0.001 ) million of premiums and (discounts), net, and $ 1.8 million of deferred financing costs, which are reflected in mortgage notes payable, net on the condensed consolidated balance sheets.

(1) This figure does not include $ 6,378 of premiums and (discounts), net, and $ 1.6 million of deferred financing costs, which are reflected in mortgage notes payable, net on the condensed consolidated balance sheets.

We believe we will be able to address all mortgage notes payable maturing over the next 12 months through a combination of refinancing our existing indebtedness, cash from operations, proceeds from one or more equity offerings and availability on our Credit Facility.

8 unchanged sentences

Generally, we will estimate the fair value of our interest rate caps and interest rate swaps, in the absence of observable market data, using estimates of value including estimated remaining life, counterparty credit risk, current market yield and interest rate spreads of similar securities as of the measurement date.

At March 31, 2025 and December 31, 2024, our interest rate cap agreements and interest rate swaps were valued using Level 2 inputs.

At June 30, 2025 and December 31, 2024, our interest rate cap agreements and interest rate swaps were valued using Level 2 inputs.

The fair value of the interest rate cap agreements is recorded in other assets on our accompanying condensed consolidated balance sheets.

We record changes in the fair value of the interest rate cap agreements quarterly based on the current market valuations at quarter end.

We record changes in the fair value of the interest rate cap agreements quarterly based on the current market

valuations at quarter end.

If the interest rate cap qualifies for hedge accounting, then the change in the estimated fair value is recorded to accumulated other comprehensive income to the extent that it is effective, with any ineffective portion recorded to interest expense in our condensed consolidated statements of operations and comprehensive income.

1 unchanged sentence

During the next 12 months, we estimate that an additional $ 1.0 million will be reclassified out of accumulated other comprehensive income into interest expense in our condensed consolidated statements of operations and comprehensive income, as a reduction to interest expense.

The following table summarizes the interest rate caps at March 31, 2025 and December 31, 2024 (dollars in thousands):

March 31, 2025 December 31, 2024

The following table summarizes the interest rate caps at June 30, 2025 and December 31, 2024 (dollars in thousands):

June 30, 2025 December 31, 2024

Aggregate Cost Aggregate Notional Amount Aggregate Fair Value Aggregate Notional Amount Aggregate Fair Value

7 unchanged sentences

We record changes in fair value on a quarterly basis, using current market valuations at quarter end.

The following table summarizes our interest rate swaps at March 31, 2025 and December 31, 2024 (dollars in thousands):

March 31, 2025 December 31, 2024

The following table summarizes our interest rate swaps at June 30, 2025 and December 31, 2024 (dollars in thousands):

June 30, 2025 December 31, 2024

Aggregate Notional Amount Aggregate Fair Value Asset Aggregate Fair Value Liability Aggregate Notional Amount Aggregate Fair Value Asset Aggregate Fair Value Liability

2 unchanged sentences

Amount of (loss) gain, net, recognized in Comprehensive Income

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Derivatives in cash flow hedging relationships

4 unchanged sentences

Amount reclassified out of Accumulated Other Comprehensive Income

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Interest rate caps $ — $ 8 $ 15 $ 113

2 unchanged sentences

Asset (Liability) Derivatives Fair Value at

Derivatives Designated as Hedging Instruments Balance Sheet Location March 31, 2025 December 31, 2024

Derivatives Designated as Hedging Instruments Balance Sheet Location June 30, 2025 December 31, 2024

Interest rate caps Other assets $ — $ —

2 unchanged sentences

Total derivative liabilities, net $ 2,585 $ 8,946

The fair value of all mortgage notes payable outstanding as of March 31, 2025 was $ 255.9 million, as compared to the carrying value stated above of $ 267.3 million.

The fair value of all mortgage notes payable outstanding as of June 30, 2025 was $ 241.1 million, as compared to the carrying value stated above of $ 257.9 million.

The fair value is calculated based on a discounted cash flow analysis, using management’s estimate of market interest rates on long-term debt with comparable terms and loan to value ratios.

8 unchanged sentences

The Credit Facility’s current bank syndicate is comprised of KeyBank, Fifth Third Bank, The Huntington National Bank, Bank of America, Synovus Bank, United Bank, First Financial Bank, and S&T Bank.

As of March 31, 2025, there was $ 401.3 million outstanding under our Credit Facility, at a weighted average interest rate of approximately 5.72 %, and $ 2.1 million outstanding letters of credit, at a weighted average interest rate of 1.35 %.

As of March 31, 2025, the maximum additional amount we could draw under the Credit Facility was $ 70.1 million.

We were in compliance with all covenants under the Credit Facility as of March 31, 2025.

The amount outstanding under the Credit Facility approximates fair value as of March 31, 2025.

As of June 30, 2025, there was $ 444.4 million outstanding under our Credit Facility, at a weighted average interest rate of approximately 5.76 %, and $ 2.1 million outstanding letters of credit, at a weighted average interest rate of 1.35 %.

As of June 30, 2025, the maximum additional amount we could draw under the Credit Facility was $ 27.0 million.

We were in compliance with all covenants under the Credit Facility as of June 30, 2025.

Unsecured Term Loan D

On May 30, 2025, the Operating Partnership entered into a Term Loan Agreement with KeyBank in connection with the $ 20.0 million Term Loan D.

Term Loan D is unsecured and has a maturity date of May 30, 2027 and a SOFR spread ranging from 155 to 200 basis points throughout the life of the loan.

The amount outstanding approximates fair value as of June 30, 2025.

The proceeds were used to pay down the Revolver.

The amount outstanding under the Credit Facility and Term Loan D approximates fair value as of June 30, 2025.

Senior Unsecured Notes

On December 18, 2024, we and the Operating Partnership entered into a Note Purchase Agreement with the institutional investors named therein, in connection with a private placement of $ 75.0 million of the 2029 Notes.

The amount outstanding approximates fair value as of March 31, 2025.

The amount outstanding approximates fair value as of June 30, 2025.

The proceeds were used to pay down Term Loan B by $ 20.0 million and the Revolver by $ 55.0 million.

2 unchanged sentences

We are obligated as lessee under four ground leases.

Future minimum rental payments due under the terms of these leases for the nine months ending December 31, 2025 and each of the five succeeding fiscal years and thereafter are as follows (dollars in thousands):

Future minimum rental payments due under the terms of these leases for the six months ending December 31, 2025 and each of the five succeeding fiscal years and thereafter are as follows (dollars in thousands):

Year Future Lease Payments Due Under Operating Leases

Nine Months Ending December 31, 2025 $ 343

Six Months Ending December 31, 2025 $ 228

Thereafter 2,974

3 unchanged sentences

Year Future Lease Payments Due Under Finance Leases

Nine Months Ending December 31, 2025 $ 116

Six Months Ending December 31, 2025 $ 77

Thereafter 7,098

2 unchanged sentences

Present value of lease payments $ 2,947

Rental expense incurred for properties with ground lease obligations during the three months ended March 31, 2025 was $ 0.1 million.

Rental expense incurred for properties with ground lease obligations during the three months ended March 31, 2024 was $ 0.1 million.

Rental expense incurred for properties with ground lease obligations during the three and six months ended June 30, 2025 was $ 0.1 million and $ 0.2 million, respectively.

Rental expense incurred for properties with ground lease obligations during the three and six months ended June 30, 2024 was $ 0.1 million and $ 0.1 million, respectively.

Three of our ground leases are treated as operating leases and rental expenses are reflected in property operating expenses on the condensed consolidated statements of operations and comprehensive income.

2 unchanged sentences

Letters of Credit

As of March 31, 2025, there were $ 2.1 million outstanding letters of credit related to mortgage requirements at our Maitland, Florida properties.

As of June 30, 2025, there were $ 2.1 million outstanding letters of credit related to mortgage requirements at our Maitland, Florida properties.

Equity and Mezzanine Equity

Stockholders’ Equity

The following table summarizes the changes in our equity for the three months ended March 31, 2025 and 2024 (dollars in thousands):

Three Months Ended March 31,

The following table summarizes the changes in our equity for the three and six months ended June 30, 2025 and 2024 (dollars in thousands):

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Senior Common Stock

13 unchanged sentences

Issuance of common stock and Series F preferred stock, net 6,912 10,648 33,883 10,845

Redemption of OP Units — 3,865 — 3,865

Redemption of Series F preferred stock, net 1,812 255 2,382 310

3 unchanged sentences

Balance, beginning of period $ 6,647 $ 13,281 $ 10,648 $ 7,758

Comprehensive income ( 4,016 ) 5,417

Comprehensive (loss) income ( 2,344 ) 470 ( 6,360 ) 5,888

Reclassification into interest expense — 8 15 113

9 unchanged sentences

Issuance of common stock and Series F preferred stock, net 6,913 10,649 33,885 10,846

Redemption of OP Units — 3,865 — 3,865

Redemption of Series F preferred stock, net 1,823 251 2,383 303

Distributions declared to common, senior common, and preferred stockholders ( 17,045 ) ( 15,341 ) ( 33,653 ) ( 30,560 )

Comprehensive income ( 4,016 ) 5,417

Comprehensive (loss) income ( 2,344 ) 470 ( 6,360 ) 5,888

Reclassification into interest expense — 8 15 113

5 unchanged sentences

Distributions declared to Non-controlling OP Unit holders ( 12 ) ( 67 ) ( 23 ) ( 160 )

Redemptions of OP Units — ( 3,865 ) — ( 3,865 )

Adjustment to OP Units held by Non-controlling OP Unitholders resulting from changes in ownership of the Operating Partnership 5 3,119 20 3,162

3 unchanged sentences

Distributions

We paid the following distributions per share for the three months ended March 31, 2025 and 2024:

For the three months ended March 31,

We paid the following distributions per share for the three and six months ended June 30, 2025 and 2024:

For the three months ended June 30, For the six months ended June 30,

2025 2024 2025 2024

Common Stock and Non-controlling OP Units $ 0.30 $ 0.30 $ 0.60 $ 0.60

10 unchanged sentences

(“Fifth Third”), dated December 3, 2019 (together, the “Prior Common Stock Sales Agreement”).

The amendment permitted shares of common stock to be issued

pursuant to the Prior Common Stock Sales Agreement under the 2020 Registration Statement, and future registration statements on Form S-3.

The amendment permitted shares of common stock to be issued pursuant to the Prior Common Stock Sales Agreement under the 2020 Registration Statement, and future registration statements on Form S-3.

We terminated the Prior Common Stock Sales Agreement effective as of February 10, 2023 in connection with the expiration of the 2020 Registration Statement on February 11, 2023.

3 unchanged sentences

In connection with the 2023 Common Stock Sales Agreement, we filed prospectus supplements with the SEC dated March 3, 2023 and March 7, 2023, to the prospectus dated November 23, 2022, for the offer and sale of an aggregate offering amount of up to $ 250.0 million of common stock.

During the three months ended March 31, 2025, we did not sell any shares of common stock under the 2023 Common Stock Sales Agreement.

During the six months ended June 30, 2025, we did not sell any shares of common stock under the 2023 Common Stock Sales Agreement.

On March 26, 2024, we entered into Amendment No.

2 unchanged sentences

In connection with the 2024 Common Stock Sales Agreement, we filed a prospectus supplement with the SEC dated March 26, 2024, to the prospectus dated March 21, 2024, for the offer and sale of an aggregate offering amount of $ 250.0 million of common stock.

During the three months ended March 31, 2025, we sold 1,770,581 shares of common stock, raising approximately $ 27.7 million in net proceeds under the 2024 Common Stock Sales Agreement.

During the six months ended June 30, 2025, we sold 2,521,007 shares of common stock, raising approximately $ 38.0 million in net proceeds under the 2024 Common Stock Sales Agreement.

Mezzanine Equity

11 unchanged sentences

The reclassification decreased the number of shares classified as common stock from 86,290,000 shares immediately prior to the reclassification to 60,290,000 shares immediately after the reclassification.

We sold 13,500 shares of our Series F Preferred Stock, raising $ 0.3 million in net proceeds, during the three months ended March 31, 2025.

We sold 15,700 shares of our Series F Preferred Stock, raising $ 0.4 million in net proceeds, during the six months ended June 30, 2025.

The primary offering of our Series F Preferred Stock terminated according to its terms on June 1, 2025.

We expensed $ 0.3 million in prepaid offering costs due to the termination, which was included in general and administrative expenses in the condensed consolidated statements of operations.

Non-controlling Interest in Operating Partnership

As of March 31, 2025 and December 31, 2024, we owned approximately 99.9 % and 99.9 %, re spectively, of the outstanding OP Units.

As of June 30, 2025 and December 31, 2024, we owned approximately 99.9 % and 99.9 %, re spectively, of the outstanding OP Units.

The Operating Partnership is required to make distributions on each OP Unit in the same amount as those paid on each share of our common stock, with the distributions on the OP Units held by us being utilized to make distributions to our common stockholders.

As of March 31, 2025 and December 31, 2024, there were 39,474 and 39,474 outstanding OP Units held by Non-controlling OP Unitholders, respectively.

As of June 30, 2025 and December 31, 2024, there were 39,474 and 39,474 outstanding OP Units held by Non-controlling OP Unitholders, respectively.

Subsequent Events

Distributions

On April 8, 2025, our Board of Directors declared the following monthly distributions for the months of April, May and June of 2025:

On July 10, 2025, our Board of Directors declared the following monthly distributions for the months of July, August and September of 2025:

Record Date Payment Date Common Stock and Non-controlling OP Unit Distributions per Share Series E Preferred Distributions per Share Series G Preferred Distributions per Share

April 21, 2025 April 30, 2025 $ 0.10 $ 0.138021 $ 0.125

May 21, 2025 May 30, 2025 0.10 0.138021 0.125

June 20, 2025 June 30, 2025 0.10 0.138021 0.125

July 21, 2025 July 31, 2025 $ 0.10 $ 0.138021 $ 0.125

August 20, 2025 August 29, 2025 0.10 0.138021 0.125

September 22, 2025 September 30, 2025 0.10 0.138021 0.125

$ 0.30 $ 0.414063 $ 0.375

2 unchanged sentences

Payment Date Distribution per Share

April May 5, 2025 $ 0.0875

May June 5, 2025 0.0875

June July 3, 2025 0.0875

July August 4, 2025 $ 0.0875

August September 5, 2025 0.0875

September October 3, 2025 0.0875

Series F Preferred Stock Distributions

Record Date Payment Date Distribution per Share

April 25, 2025 May 5, 2025 $ 0.125

May 27, 2025 June 5, 2025 0.125

June 25, 2025 July 3, 2025 0.125

July 25, 2025 August 4, 2025 $ 0.125

August 27, 2025 September 5, 2025 0.125

September 24, 2025 October 3, 2025 0.125

Equity Activity

Subsequent to March 31, 2025 and through May 7, 2025, we raised $ 7.2 million in net proceeds from the sale of 525,192 shares of common stock under our 2024 Common Stock Sales Agreement and we raised $ 0.1 million in net proceeds from the sale of 2,200 shares of Series F Preferred Stock.

Sale Activity

On April 1, 2025, we sold our 60,000 square foot property in Hickory, North Carolina for $ 5.1 million.

We realized a $ 0.4 million gain on sale.

On April 30, 2025, we completed the transaction to sell our 676,031 square foot property in Tifton, Georgia for $ 18.5 million, incurring $ 0.4 million in closing costs.

During the year ended December 31, 2024, we recorded a sales-type lease receivable related and derecognized the carry value of this property, recognizing a $ 3.9 million selling profit from sales-type lease, net, that was included in the gain on sale of real estate, net, in the consolidated statement of operations.

Financing Activity

On April 30, 2025, we fully repaid one mortgage with an outstanding balance of $ 7.2 million collateralized by one property.

This mortgage had a variable interest rate of SOFR + 2.25 %.

Subsequent to June 30, 2025 and through August 6, 2025, we raised $ 0.7 million in net proceeds from the sale of 50,540 shares of common stock under our 2024 Common Stock Sales Agreement.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements