InvenTrust Properties Corp. 10-K

Item 9A. Controls and Procedures As required by Rule 13a-15(b) and Rule 15d-15(b) under the Exchange Act, our management, including our Principal Executive Officer and our Principal Financial Officer evaluated as of December 31, 2023, the effectiveness of our disclosure controls and procedures as defined in Exchange Act Rules 13a-15(e) and Rule 15d-15(e). Based on that evaluation, our Principal Executive Officer and our Principal Financial Officer concluded that our disclosure controls and procedures, as of December 31, 2023, were effective for the purpose of ensuring that information required to be disclosed by us in this report is recorded, processed, summarized and reported within the time periods specified by the rules and forms of the Exchange Act and is accumulated and communicated to management, including our Principal Executive Officer and Principal Financial Officer as appropriate to allow timely decisions regarding required disclosures. Management’s Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Our management, including our Principal Executive Officer and Principal Financial Officer, evaluated as of December 31, 2023, the effectiveness of our internal control over financial reporting based on the framework in "Internal Control-Integrated Framework" issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013). Based on its evaluation, our management has concluded that we maintained effective internal control over financial reporting as of December 31, 2023. Independent Registered Public Accounting Firm’s Report on Internal Control Over Financial Reporting KPMG LLP, an independent registered public accounting firm, has audited the Company's consolidated financial statements included in this Annual Report and, as part of its audit, has issued its report, included herein on page F-4, on the effectiveness of our internal control over financial reporting. Changes in Internal Control over Financial Reporting There has been no change in our internal control over financial reporting during the quarter ended December 31, 2023, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Item 9B. Other Information None. Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections Not applicable. 35 Part III Item 10. Directors, Executive Officers and Corporate Governance The following information with respect to our board of directors and executive officers is presented as of February 13, 2024: Name Age Position at IVT Principal Employment Daniel J. Busch 42 President, Chief Executive Officer & Director Same Christy L. David 45 Executive Vice President, Chief Operating Officer, General Counsel and Secretary Same Michael D. Phillips 42 Executive Vice President, Chief Financial Officer and Treasurer Same Stuart Aitken 52 Director Senior Vice President and Chief Merchant and Marketing Officer at The Kroger Co., a grocery retailer Amanda Black 48 Director Managing Director and Global Chief Investment Officer at JLP Asset Management, a real estate investment firm Thomas F. Glavin 64 Director Owner of Thomas F. Glavin & Associates, Inc., a certified public accounting firm Scott A. Nelson 67 Director Principal of SAN Property Advisors, a retail real estate advisory firm Paula Saban 70 Director Development Director of Interim Execs, a placement firm for interim CXO's Smita N. Shah 50 Director Chief Executive Officer of SPAAN Tech, Inc., an architecture, engineering, and project management firm Michael A. Stein 74 Director Retired Julian Whitehurst 66 Director Retired Other information called for by this Item is incorporated by reference to the information set forth in our definitive Proxy Statement, to be filed with the SEC within 120 days after the end of the Company's fiscal year ended December 31, 2023 in connection with our 2024 Annual Meeting of Stockholders, and is incorporated herein by reference. Item 11. Executive Compensation The information called for by this Item is incorporated by reference to the information set forth in our definitive Proxy Statement, to be filed with the SEC within 120 days after the end of the Company's fiscal year ended December 31, 2023 in connection with our 2024 Annual Meeting of Stockholders, and is incorporated herein by reference. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters The information called for by this Item is incorporated by reference to the information set forth in our definitive Proxy Statement, to be filed with the SEC within 120 days after the end of the Company's fiscal year ended December 31, 2023 in connection with our 2024 Annual Meeting of Stockholders, and is incorporated herein by reference. Equity Compensation Plan Information The following table provides information regarding our equity compensation plans as of December 31, 2023. I II Plan Category Plan Description Number of Shares Issuable Upon Vesting (a) Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in column I ) Equity compensation plans not approved by stockholders: Incentive Award Plan (b) 1,172,363 536,429 Equity compensation plans approved by stockholders: ESPP N/A 3,288,272 Total 1,172,363 3,824,701 (a) Represents restricted share unit ("RSU") awards outstanding under the Incentive Award Plan as of December 31, 2023. (b) The weighted average grant date price per share of common stock underlying the unvested restricted stock units based on total outstanding restricted stock units as of December 31, 2023 was $19.36. 36 Item 13. Certain Relationships and Related Transactions, and Director Independence The information called for by this Item is incorporated by reference to the information set forth in our definitive Proxy Statement, to be filed with the SEC within 120 days after the end of the Company's fiscal year ended December 31, 2023 in connection with our 2024 Annual Meeting of Stockholders, and is incorporated herein by reference. Item 14. Principal Accounting Fees and Services The information called for by this Item is incorporated by reference to the information set forth in our definitive Proxy Statement, to be filed with the SEC within 120 days after the end of the Company's fiscal year ended December 31, 2023 in connection with our 2024 Annual Meeting of Stockholders, and is incorporated herein by reference. Part IV Item 15. Exhibits and Financial Statement Schedules (a) Documents filed as part of this Annual Report Page Reports of Independent Registered Public Accounting Firm (PCAOB ID:185) F- 2 1 Consolidated Financial Statements Consolidated Balance Sheets as of December 31, 202 3 and 202 2 F- 5 Consolidated Statements of Operations and Comprehensive (Loss) Income for the years ended December 31, 2023, 2022 and 2021 F- 6 Consolidated Statements of Equity for the years ended December 31, 2023, 2022 and 2021 F- 7 Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021 F- 8 Notes to Consolidated Financial Statements F- 10 2 Consolidated Financial Statement Schedules Schedule III - Real Estate and Accumulated Depreciation F- 29 All schedules other than those indicated in the index have been omitted as the required information is inapplicable or the information is presented in the consolidated financial statements or related notes. 3 EXHIBITS The following documents are filed as exhibits to this report: EXHIBIT NO. DESCRIPTION 2.1 Master Modification Agreement, dated as of March 12, 2014, by and among Inland American Real Estate Trust, Inc., Inland American Business Manager & Advisor, Inc., Inland American Lodging Corporation, Inland American Holdco Management LLC, Inland American Retail Management LLC, Inland American Office Management LLC, Inland American Industrial Management LLC and Eagle I Financial Corp. (incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on March 13, 2014) 2.2 Asset Acquisition Agreement, dated as of March 12, 2014, by and among Inland American Real Estate Trust, Inc., Inland American Holdco Management LLC, Inland American Retail Management LLC, Inland American Office Management LLC, Inland American Industrial Management LLC and Eagle I Financial Corp. (incorporated by reference to Exhibit 2.2 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on March 13, 2014) 2.3 Separation and Distribution Agreement by and between Inland American Real Estate Trust, Inc. and Xenia Hotels & Resorts, Inc., dated as of January 20, 2015 (incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on January 23, 2015) 2.4 Separation and Distribution Agreement by and between InvenTrust Properties Corp. and Highlands REIT, Inc., dated as of April 14, 2016 (incorporated by reference to Exhibit 2.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on April 14, 2016) 2.5 Stock Purchase Agreement by and among InvenTrust Properties Corp., University House Communities Group, Inc. and UHC Acquisition Sub LLC, dated as of January 3, 2016 (incorporated by reference to Exhibit 2.1 to the Registrant's Form 10-Q, as filed by the Registrant on May 10, 2016) 2.6 Amendment No. 1 to Stock Purchase Agreement, dated as of May 30, 2016, by and among InvenTrust Properties Corp., University House Communities Group, Inc. and UHC Acquisition Sub LLC (incorporated by reference to Exhibit 2.2 to the Registrant's Form 8-K, as filed by the Registrant on June 27, 2016) 2.7 Amendment No. 2 to Stock Purchase Agreement, dated as of June 20, 2016, by and among InvenTrust Properties Corp., University House Communities Group, Inc. and UHC Acquisition Sub LLC (incorporated by reference to Exhibit 2.3 to the Registrant's Form 8-K, as filed by the Registrant on June 27, 2016) 3.1 Seventh Articles of Amendment and Restatement of InvenTrust Properties Corp., as amended (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 10-Q, as filed by the Registrant with the SEC on May 14, 2015) 3.2 Articles of Amendment of InvenTrust Properties Corp. (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on August 5, 2021) 37 EXHIBIT NO. DESCRIPTION 3.3 Articles of Amendment of InvenTrust Properties Corp. (incorporated by reference to Exhibit 3.2 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on August 5, 2021) 3.4 Articles Supplementary of InvenTrust Properties Corp. (incorporated by reference to Exhibit 3.2 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on October 12, 2021) 3.5 Articles of Amendment of InvenTrust Properties Corp. (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on April 28, 2022) 3.6 Articles of Amendment of InvenTrust Properties Corp. (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on May 8, 2023) 3.7 Fourth Amended and Restated Bylaws of the Company, dated as of May 5, 2023 (incorporated by reference to Exhibit 3.2 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on May 8, 2023) 4.1 Statement regarding restrictions on transferability of shares of common stock (to appear on stock certificate or to be sent upon request and without charge to stockholders issued shares without certificates) (incorporated by reference to Exhibit 4.4 to the Registrant’s Amendment No. 1 to Form S-11 Registration Statement, as filed by the Registrant with the SEC on July 31, 2007 (file number 333-139504)) 4.2 Third Amended and Restated Distribution Reinvestment Plan (incorporated by reference to Appendix A to the prospectus dated November 1, 2019 included in Post-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form S-3 (No. 333-172862) filed November 1, 2019) 4.3* Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 10.1 Indemnity Agreement, dated as of August 8, 2014, by and between Inland American Real Estate Trust, Inc., and Xenia Hotels & Resorts, Inc., and Inland American Lodging Group, Inc. (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, as filed by the Registrant with the SEC on August 14, 2014) 10.2^ Employment Offer Letter, dated as of June 20, 2019, by and between InvenTrust Properties Corp. and Daniel J. Busch (incorporated by reference to Exhibit 10.2 to the Registrant’s Form 10-Q as filed by the Registrant on August 8, 2019) 10.3.1^ InvenTrust Properties Corp. 2015 Incentive Award Plan (incorporated by reference to Exhibit 99.1 to the Registrant’s Form S-8 Registration Statement, as filed by the Registrant with the SEC on June 19, 2015) 10.3.2^ First Amendment to InvenTrust Properties Corp. 2015 Incentive Award Plan, dated May 6, 2016 (incorporated by reference to Exhibit 10.3 to the Registrant’s Form 10-Q, as filed by the Registrant with the SEC on August 15, 2016) 10.4^ Form of Time-Based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.2 to the Registrant’s Form 10-Q, as filed by the Registrant with the SEC on August 10, 2017) 10.5^ Form of Director Restricted Stock Unit Agreement for 2016 Pro Rata Awards (incorporated by reference to Exhibit 10.10.3 to the Registrant's Form 10-K, as filed by the Registrant with the SEC on March 17, 2017) 10.6^ Form of Director Restricted Stock Unit Agreement for 2017 Annual Pro Rata Awards (incorporated by reference to Exhibit 10.3 to the Registrant’s Form 10-Q, as filed by the Registrant with the SEC on August 10, 2017) 10.7^ Form of Director Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.4 to the Registrant’s Form 10-Q, as filed by the Registrant with the SEC on August 10, 2017) 10.8^ InvenTrust Properties Corp. Director Compensation Program, effective as of May 5, 2022 (incorporated by reference to Exhibit 10.18 to the Registrant’s Form 10-K, as filed by the Registrant with the SEC on February 21, 2023) 10.9^ InvenTrust Properties Corp. Executive Severance and Change of Control Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K, as filed by the Registrant on July 13, 2018) 10.10^ Form of Performance-Based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on May 14, 2019) 10.11^ Form of Performance-Based Restricted Stock Unit Award Agreement (2022) (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on February 25, 2022) 10.12 First Amendment to Indemnity Agreement by and among Inland American Real Estate Trust, Inc. and Xenia Hotels & Resorts, Inc., dated as of February 3, 2015 (incorporated by reference to Exhibit 10.3 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on February 9, 2015) 10.13.1 Amended and Restated Term Loan Credit Agreement dated as of December 21, 2018, among InvenTrust Properties Corp., as Borrower, Wells Fargo Bank, National Association, as Administrative Agent, Bank of America, N.A and U.S. Bank National Association, as tranche A-1 Co-Syndication Agents, PNC Bank, National Association and U.S. Bank National Association, as tranche A-2 Co-Syndication Agents, BMO Harris Bank, N.A. and Fifth Third Bank, as tranche A-1 Co-Documentation Agents, KeyBank National Association, as tranche A-2 Documentation Agent, and the other lenders from time to time party thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on December 31, 2018) 10.13.2 First Amendment, dated as of September 22, 2021, to Amended and Restated Term Loan Credit Agreement, among InvenTrust Properties Corp., Wells Fargo Bank, National Association and the other lenders party thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on September 22, 2021) 10.13.3* Second Amendment, dated as of May 11, 2022, to Amended and Restated Term Loan Credit Agreement, among InvenTrust Properties Corp., the lenders party thereto and Wells Fargo Bank, National Association 10.14.1 Second Amended and Restated Credit Agreement dated as of December 21, 2018, among InvenTrust Properties Corp., as borrower, KeyBank National Association, as Administrative Agent, KeyBanc Capital Markets Inc. and Wells Fargo Securities, LLC, as Joint Book Managers, KeyBanc Capital Markets Inc., Wells Fargo Securities, LLC, JPMorgan Chase Bank, N.A., Bank of America, N.A., PNC Bank, National Association, and BMO Harris Bank, N.A., as Joint Lead Arrangers, Wells Fargo Bank, National Association, and JPMorgan Chase Bank, N.A., as Co-Syndication Agents, Bank of America, N.A., PNC Bank, National Association, and BMO Harris Bank, N.A., as Co-Documentation Agents, and the other lenders from time to time party thereto (incorporated by reference to Exhibit 10.3 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on December 31, 2018) 38 EXHIBIT NO. DESCRIPTION 10.14.2 First Amendment, dated as of September 22, 2021, to Second Amended and Restated Credit Agreement, among InvenTrust Properties Corp., KeyBank, National Association and the other lenders party thereto (incorporated by reference to Exhibit 10.2 to the Registrant's Form 8-K, as filed by the Registrant with the SEC on September 22, 2021) 10.14.3* Second Amendment dated as of May 11, 2022 to Second Amended and Restated Credit Agreement, among InvenTrust Properties Corp., the lenders party thereto and KeyBank National Association 10.15^ Form of Director Restricted Stock Unit Agreement for Annual Awards (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-Q, as filed by the Registrant with the SEC on August 7, 2020) 10.16^ Separation and Consulting Agreement, by and between InvenTrust Properties Corp. and Thomas McGuinness, dated as of February 18, 2021 (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on February 23, 2021) 10.17 Third Amended and Restated Share Repurchase Program (incorporated by reference to Exhibit 99.2 to the Registrant’s Current Report on Form 8-K, as filed by the Registrant with the SEC on April 12, 2021) 10.18^ Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-Q, as filed by the Registrant with the SEC on November 9, 2017) 10.19 Note Purchase Agreement, dated June 3, 2022, by and among InvenTrust Properties Corp. and the purchasers named therein (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on June 3, 2022) 10.20^ InvenTrust Properties Corp. 2023 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q, as filed by the Company with the SEC on August 1, 2023) 21.1* Subsidiaries of the Registrant 23.1* Consent of KPMG LLP 31.1* Certification by Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2* Certification by Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1** Certification by Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2** Certification by Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97.1* InvenTrust Properties Corp. Policy for Recovery of Erroneously Awarded Compensation 101 The following financial information from our Annual Report for the year ended December 31, 2023, filed with the Securities and Exchange Commission on February 14, 2024, is formatted in Extensible Business Reporting Language ("XBRL"): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive (Loss) Income, (iii) Consolidated Statements of Equity, (iv) Consolidated Statements of Cash Flows (v) Notes to Consolidated Financial Statements (tagged as blocks of text). 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) * Filed as part of this Annual Report ** This certification is deemed furnished, and not filed, with the SEC and is not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing. ^ Management contract or compensatory plan or arrangement. Item 16. Form 10-K Summary None. 39 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. INVENTRUST PROPERTIES CORP. By: /s/ Daniel J. Busch Name: Daniel J. Busch President and Chief Executive Officer Date: February 14, 2024 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date By: /s/ Daniel J. Busch President, Chief Executive Officer and Director (Principal Executive Officer) February 14, 2024 Name: Daniel J. Busch By: /s/ Michael Phillips Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer) February 14, 2024 Name: Michael Phillips By: /s/ David Bryson Senior Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) February 14, 2024 Name: David Bryson By: /s/ Stuart Aitken Director February 14, 2024 Name: Stuart Aitken By: /s/ Amanda Black Director February 14, 2024 Name: Amanda Black By: /s/ Thomas F. Glavin Director February 14, 2024 Name: Thomas F. Glavin By: /s/ Scott A. Nelson Director February 14, 2024 Name: Scott A. Nelson By: /s/ Paula J. Saban Director February 14, 2024 Name: Paula J. Saban By: /s/ Smita N. Shah Director February 14, 2024 Name: Smita N. Shah By: /s/ Michael A. Stein Director February 14, 2024 Name: Michael A. Stein By: /s/ Julian E. Whitehurst Director February 14, 2024 Name: Julian E. Whitehurst 40 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE Consolidated Financial Statements and Supplementary Data Page Reports of Independent Registered Public Accounting Firm (PCAOB ID: 185 ) F- 2 Financial Statements: Consolidated Balance Sheets as of December 31, 202 3 and 20 2 2 F- 5 Consolidated Statements of Operations and Comprehensive (Loss) Income for the years ended December 31, 2023, 2022 and 2021 F- 6 Consolidated Statements of Equity for the years ended December 31, 202 3 , 202 2 and 202 1 F- 7 Consolidated Statements of Cash Flows for the years ended December 31, 202 3 , 202 2 and 202 1 F- 8 Notes to Consolidated Financial Statements F- 10 Schedule III - Real Estate and Accumulated Depreciation F- 29 All other schedules have been omitted as the information is inapplicable, not required, or the information is included elsewhere in the consolidated financial statements or related notes thereto. F-1 Report of Independent Registered Public Accounting Firm To the Stockholders and Board of Directors InvenTrust Properties Corp.: Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of InvenTrust Properties Corp. and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations and comprehensive (loss) income, equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 14, 2024 expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting. Basis for Opinion These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates. Expected hold period of investment properties As discussed in Note 2 to the consolidated financial statements, the Company assesses the carrying values of its investment properties (including any related intangible assets or liabilities) on an individual basis when events or changes in circumstances, including changes in the expected holding period, indicate their carrying value may not be fully recoverable. If it is determined that the carrying value of the investment property is not recoverable because the expected undiscounted cash flows do not exceed that carrying value of the property, the Company records an impairment loss to the extent that the carrying value exceeds the estimated fair value. Net investment properties as of December 31, 2023 was $2,195 million, or 88.3% of total assets. F-2 We identified the assessment of the expected hold period for the investment properties evaluated for impairment as a critical audit matter because of the significance of the estimate to the evaluation of the recoverability of the investment properties. Changes in the expected hold period could have a material impact on the projected operating cash flows utilized in the recoverability analysis for the investment property. Subjective and challenging auditor judgment was required to evaluate the reasonableness of management’s assessment of expected hold period. The following are the primary procedures we performed to address this critical audit matter. We evaluated the Company’s consideration of individual real estate properties for potential reductions in expected hold period: • Inquiring of Company officials to evaluate the likelihood that an investment property will be sold before the end of its expected hold period. • Inspecting meeting minutes of the board of directors and the management investment committee to evaluate the likelihood that an investment property will be sold before the end of its expected hold period. • Inquiring and obtaining representations from the Company regarding the status and evaluation of any potential disposal of properties. We corroborated that information with others in the organization who are responsible for, and have authority over, disposition activities and compared with the Company’s documented investment plans. • Reading external communications with investors in order to identify information regarding potential sales of the Company’s properties, or other indicators of a reduction in an investment property’s expected hold period. /s/ KPMG LLP We have served as the Company’s auditor since 2005. Chicago, Illinois February 14, 2024 F-3 Report of Independent Registered Public Accounting Firm To the Stockholders and Board of Directors InvenTrust Properties Corp.: Opinion on Internal Control Over Financial Reporting We have audited InvenTrust Properties Corp. and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations and comprehensive (loss) income, equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III (collectively, the consolidated financial statements), and our report dated February 14, 2024 expressed an unqualified opinion on those consolidated financial statements. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ KPMG LLP Chicago, Illinois February 14, 2024 F-4 INVENTRUST PROPERTIES CORP. Consolidated Balance Sheets (in thousands, except share amounts) As of December 31, 2023 2022 Assets Investment properties Land $ 694,668 $ 650,764 Building and other improvements 1,956,117 1,825,893 Construction in progress 5,889 5,005 Total 2,656,674 2,481,662 Less accumulated depreciation ( 461,352 ) ( 389,361 ) Net investment properties 2,195,322 2,092,301 Cash, cash equivalents and restricted cash 99,763 137,762 Investment in unconsolidated entities — 56,131 Intangible assets, net 114,485 101,167 Accounts and rents receivable 35,353 34,528 Deferred costs and other assets, net 42,408 51,145 Total assets $ 2,487,331 $ 2,473,034 Liabilities Debt, net $ 814,568 $ 754,551 Accounts payable and accrued expenses 44,583 42,792 Distributions payable 14,594 13,837 Intangible liabilities, net 30,344 29,658 Other liabilities 29,198 28,287 Total liabilities 933,287 869,125 Commitments and contingencies Stockholders' Equity Preferred stock, $ 0.001 par value, 40,000,000 shares authorized, none outstanding — — Common stock, $ 0.001 par value, 146,000,000 shares authorized, 67,807,831 shares issued and outstanding as of December 31, 2023 and 67,472,553 shares issued and outstanding as of December 31, 2022 68 67 Additional paid-in capital 5,468,728 5,456,968 Distributions in excess of accumulated net income ( 3,932,826 ) ( 3,879,847 ) Accumulated comprehensive income 18,074 26,721 Total stockholders' equity 1,554,044 1,603,909 Total liabilities and stockholders' equity $ 2,487,331 $ 2,473,034 See accompanying notes to the consolidated financial statements. F-5 INVENTRUST PROPERTIES CORP. Consolidated Statements of Operations and Comprehensive (Loss) Income (in thousands, except share and per share amounts) Year Ended December 31 2023 2022 2021 Income Lease income, net $ 257,146 $ 232,980 $ 207,350 Other property income 1,450 1,161 1,087 Other fee income 80 2,566 3,542 Total income 258,676 236,707 211,979 Operating expenses Depreciation and amortization 113,430 94,952 87,143 Property operating 42,832 40,239 32,788 Real estate taxes 34,809 32,925 31,312 General and administrative 31,797 33,342 38,192 Direct listing costs — — 19,769 Total operating expenses 222,868 201,458 209,204 Other (expense) income Interest expense, net ( 38,138 ) ( 26,777 ) ( 16,261 ) Loss on extinguishment of debt ( 15 ) ( 181 ) ( 400 ) Gain on sale of investment properties, net 2,691 38,249 1,522 Equity in (losses) earnings of unconsolidated entities ( 557 ) 3,663 6,398 Other income and expense, net 5,480 2,030 606 Total other (expense) income, net ( 30,539 ) 16,984 ( 8,135 ) Net income (loss) $ 5,269 $ 52,233 $ ( 5,360 ) Weighted-average common shares outstanding, basic 67,531,898 67,406,233 71,072,933 Weighted-average common shares outstanding, diluted 67,813,180 67,525,935 71,072,933 Net income (loss) per common share - basic $ 0.08 $ 0.77 $ ( 0.08 ) Net income (loss) per common share - diluted $ 0.08 $ 0.77 $ ( 0.08 ) Distributions declared per common share outstanding $ 0.86 $ 0.82 $ 0.78 Distributions paid per common share outstanding $ 0.85 $ 0.82 $ 0.78 Comprehensive (loss) income Net income (loss) $ 5,269 $ 52,233 $ ( 5,360 ) Unrealized gain on derivatives 6,228 32,052 3,795 Reclassification (to) from net income (loss) ( 14,875 ) ( 1,009 ) 4,332 Comprehensive (loss) income $ ( 3,378 ) $ 83,276 $ 2,767 See accompanying notes to the consolidated financial statements. F-6 INVENTRUST PROPERTIES CORP. Consolidated Statements of Equity (in thousands, except share amounts) Number of Shares Common Stock Additional Paid-in Capital Distributions in Excess of Accumulated Net Income Accumulated Comprehensive Income (Loss) Total Beginning balance, January 1, 2021 71,998,654 $ 72 $ 5,566,902 $ ( 3,815,662 ) $ ( 12,449 ) $ 1,738,863 Net loss — — — ( 5,360 ) — ( 5,360 ) Unrealized loss on derivatives — — — — 3,795 3,795 Reclassification to interest expense, net — — — — 4,198 4,198 Reclassification to equity in losses of unconsolidated entities — — — — 134 134 Distributions declared — — — ( 55,721 ) — ( 55,721 ) Stock-based compensation, net 101,363 6 5,653 — — 5,659 Repurchase of common stock under share repurchase plan ( 755,643 ) ( 7 ) ( 16,678 ) — — ( 16,685 ) Repurchase of common stock through tender offer ( 4,000,000 ) ( 4 ) ( 103,327 ) — — ( 103,331 ) Ending balance, December 31, 2021 67,344,374 67 5,452,550 ( 3,876,743 ) ( 4,322 ) 1,571,552 Net income — — — 52,233 — 52,233 Unrealized gain on derivatives — — — — 32,052 32,052 Reclassification from interest expense, net — — — — ( 405 ) ( 405 ) Reclassification from equity in earnings of unconsolidated entities — — — — ( 604 ) ( 604 ) Distributions declared — — — ( 55,337 ) — ( 55,337 ) Stock-based compensation, net 128,179 — 4,418 — — 4,418 Ending balance, December 31, 2022 67,472,553 67 5,456,968 ( 3,879,847 ) 26,721 1,603,909 Net income — — — 5,269 — 5,269 Unrealized gain on derivatives — — — — 6,228 6,228 Reclassification from interest expense, net — — — — ( 14,875 ) ( 14,875 ) Distributions declared — — — ( 58,248 ) — ( 58,248 ) Stock-based compensation, net 127,238 1 7,427 — — 7,428 Issuance of common stock, net 208,040 — 4,333 — — 4,333 Ending balance, December 31, 2023 67,807,831 $ 68 $ 5,468,728 $ ( 3,932,826 ) $ 18,074 $ 1,554,044 See accompanying notes to the consolidated financial statements. F-7 INVENTRUST PROPERTIES CORP. Consolidated Statements of Cash Flows (in thousands) Year Ended December 31, 2023 2022 2021 Cash flows from operating activities: Net income (loss) $ 5,269 $ 52,233 $ ( 5,360 ) Adjustments to reconcile to net cash provided by operating activities: Depreciation and amortization 113,430 94,952 87,143 Amortization of market-lease intangibles and inducements, net ( 3,343 ) ( 5,589 ) ( 4,318 ) Amortization of debt discounts and financing costs 4,113 2,816 1,816 Straight-line rent adjustment, net ( 3,464 ) ( 2,645 ) ( 3,272 ) Provision for (reversal of) estimated credit losses 1,148 ( 1,437 ) 2,271 Gain on sale of investment properties, net ( 2,691 ) ( 38,249 ) ( 1,522 ) Loss on extinguishment of debt 15 181 400 Equity in losses (earnings) of unconsolidated entities 557 ( 3,663 ) ( 6,398 ) Distributions from unconsolidated entities — 9,350 8,085 Stock-based compensation, net 9,021 6,541 9,116 Changes in operating assets and liabilities: Accounts and rents receivable 1,483 ( 999 ) 257 Deferred costs and other assets, net 91 317 ( 1,834 ) Accounts payable and accrued expenses 2,054 8,411 1,875 Other liabilities 1,938 3,576 1,697 Net cash provided by operating activities 129,621 125,795 89,956 Cash flows from investing activities: Purchase of investment properties ( 152,047 ) ( 235,001 ) ( 53,078 ) Capital expenditures and tenant improvements ( 27,298 ) ( 19,420 ) ( 15,361 ) Investment in development and re-development projects ( 4,558 ) ( 9,461 ) ( 5,466 ) Proceeds from the sale of investment properties, net 12,559 77,538 14,807 Distributions from unconsolidated entities 95,065 47,355 — Lease commissions and other leasing costs ( 3,888 ) ( 4,302 ) ( 4,055 ) Other investing activities, net 449 ( 1,170 ) ( 1,548 ) Net cash used in investing activities ( 79,718 ) ( 144,461 ) ( 64,701 ) Cash flows from financing activities: Payment of tax withholdings for share-based compensation ( 1,583 ) ( 1,581 ) ( 1,833 ) Repurchases of common stock — — ( 116,397 ) Payment of common stock repurchase costs — — ( 3,619 ) Proceeds from sale of common stock under ATM 5,165 — — Proceeds from sale of common stock under ESPP 235 — — Payment of common stock offering costs ( 341 ) — — Distributions to stockholders ( 57,491 ) ( 55,302 ) ( 55,561 ) Term loan proceeds — — 400,000 Term loan repayments — — ( 400,000 ) Line of credit proceeds 30,000 112,000 31,000 Line of credit repayments ( 30,000 ) ( 143,000 ) — Senior notes proceeds — 250,000 — Payoffs of debt ( 33,700 ) ( 47,052 ) ( 50,000 ) Principal payments on mortgage debt ( 32 ) ( 842 ) ( 1,306 ) Payment of loan fees and deposits ( 175 ) ( 2,387 ) ( 6,065 ) Other financing activities 20 ( 262 ) ( 390 ) Net cash (used in) provided by financing activities ( 87,902 ) 111,574 ( 204,171 ) Net decrease in cash, cash equivalents and restricted cash ( 37,999 ) 92,908 ( 178,916 ) Cash, cash equivalents and restricted cash at beginning of year 137,762 44,854 223,770 Cash, cash equivalents and restricted cash at end of year $ 99,763 $ 137,762 $ 44,854 F-8 INVENTRUST PROPERTIES CORP. Consolidated Statements of Cash Flows (in thousands) Year Ended December 31, 2023 2022 2021 Supplemental disclosure of cash flow information: Cash flow disclosure, including non-cash investing and financing activities: Cash paid for interest, net of capitalized interest $ 33,093 $ 18,705 $ 14,570 Cash paid (refunded) for income taxes, net of (payments) refunds 209 ( 386 ) 276 Previously held equity investments in real estate assets acquired 39,603 — — Distributions payable to stockholders 14,594 13,837 13,802 Accrued capital expenditures and tenant improvements 1,680 2,851 3,552 Capitalized costs placed in service 16,402 17,895 7,453 Gross issuance of shares for share-based compensation 4,558 6,224 5,040 Purchase of investment properties: Net investment properties $ 200,085 $ 280,938 $ 45,791 Accounts and rents receivable, lease intangibles, and deferred costs and other assets 52,871 47,019 8,734 Accounts payable and accrued expenses, lease intangibles, and other liabilities ( 9,133 ) ( 13,075 ) ( 1,447 ) Assumption of mortgage debt, at fair value ( 91,776 ) ( 79,881 ) — Cash outflow for purchase of investment properties, net 152,047 235,001 53,078 Assumption of mortgage principal 92,468 80,380 — Capitalized acquisition costs ( 150 ) ( 1,079 ) ( 59 ) Credits and other changes in cash outflow, net ( 365 ) 4,768 1,691 Gross acquisition price of investment properties $ 244,000 $ 319,070 $ 54,710 Sale of investment properties: Net investment properties $ 10,086 $ 66,294 $ 10,953 Accounts and rents receivable, lease intangibles, and deferred costs and other assets 297 4,200 2,332 Accounts payable and accrued expenses, lease intangibles, and other liabilities ( 515 ) ( 2,575 ) — Debt assumed by buyer through disposition of property — ( 28,552 ) — Gain on sale of investment properties, net 2,691 38,249 1,522 Loss on extinguishment of debt ( 78 ) — Proceeds from sale of investment properties, net 12,559 77,538 14,807 Assumption of mortgage principal — 28,630 — Credits and other changes in cash inflow, net 583 4,282 174 Gross disposition price of investment properties $ 13,142 $ 110,450 $ 14,981 See accompanying notes to the consolidated financial statements. F-9 INVENTRUST PROPERTIES CORP. Notes to Consolidated Financial Statements December 31, 2023, 2022 and 2021 1. Organization On October 4, 2004, InvenTrust Properties Corp. (the "Company" or "InvenTrust") was incorporated as Inland American Real Estate Trust, Inc., a Maryland corporation, and elected to operate in a manner to be taxed as a real estate investment trust ("REIT") for federal tax purposes. The Company changed its name to InvenTrust Properties Corp. in April of 2015 and is focused on owning, leasing, redeveloping, acquiring and managing a multi-tenant retail platform. The accompanying consolidated financial statements include the accounts of the Company, as well as all wholly-owned subsidiaries. Subsidiaries generally consist of limited liability companies ("LLCs") and limited partnerships ("LPs"). All significant intercompany balances and transactions have been eliminated. Each retail property is owned by a separate legal entity that maintains its own books and financial records. Each separate legal entity's assets are not available to satisfy the liabilities of other affiliated entities. The Company has a single reportable segment, multi-tenant retail, for disclosure purposes in accordance with United States ("U.S.") generally accepted accounting principles ("GAAP"). Unless otherwise noted, all square feet and dollar amounts are stated in thousands, except share, per share and per square foot data. Number of properties and square feet are unaudited. The following table summarizes the Company's retail portfolio as of December 31, 2023 and 2022: Wholly-Owned Retail Properties Unconsolidated Retail Properties at 100% 2023 2022 2023 2022 No. of properties 62 58 — 4 Gross Leasable Area (square feet) 10,324 9,171 — 1,125 2. Basis of Presentation and Summary of Significant Accounting Policies Estimates, Risks, and Uncertainties The accompanying consolidated financial statements have been prepared in accordance with GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates, judgments and assumptions are required in a number of areas, including, but not limited to, evaluating the impairment of long-lived assets, allocating the purchase price of acquired retail properties, determining the fair value of debt and evaluating the collectability of accounts receivable. The Company bases these estimates, judgments and assumptions on historical experience and various other factors that the Company believes to be reasonable under the circumstances. Actual results may differ from these estimates. Variable Interest Entities The Company evaluates its investments in LLCs and LPs to determine whether each such entity may be a variable interest entity ("VIE"). The accounting standards related to the consolidation of VIEs require qualitative assessments to determine whether the Company is the primary beneficiary. Determination of the primary beneficiary is based on whether the Company has (i) power to direct significant activities of the VIE and (ii) an obligation to absorb losses or the right to receive benefits that could be potentially significant to the VIE. The Company consolidates a VIE if it is deemed to be the primary beneficiary. The equity method of accounting is applied to entities in which the Company is not the primary beneficiary, or if the entity is not a VIE and the Company does not have control, but can exercise significant influence over the entity with respect to its operations and major decisions. As of December 31, 2023 and 2022, the Company had no VIEs. Revenue Recognition Lease Income The majority of revenue recognized from the Company's retail properties is comprised of fixed and variable consideration received from tenants under long-term operating leases with varying terms. Fixed consideration generally consists of minimum lease payments for the rental of retail space while the variable consideration generally consists of reimbursements of the tenant's pro-rata share of certain operating expenses incurred by the Company, including real estate taxes, special assessments, insurance, utilities, common area maintenance, management fees and certain capital repairs. Certain other tenants are subject to net leases whereby the tenant is responsible for fixed minimum lease payments to the Company, as well as directly paying all costs and expenses associated with occupancy to third party service providers. Such direct payments to third parties are not recorded as revenue and expense by the Company. F-10 In accordance with Accounting Standards Codification ("ASC") 842, Leases , ("Topic 842"), the Company has elected to not separate lease and non-lease components for all qualifying leases. In effect, this generally relieves the Company from accounting for certain consideration under ASC 606, Revenue from Contracts with Customers ("Topic 606"). As a result of the election, all income arising from leases is presented on a combined basis as lease income, net. Minimum lease payments are recognized on a straight-line basis over the term of each lease. The cumulative difference between fixed consideration recognized on a straight-line basis and the cash payments due under the provisions of the lease agreements is recorded as deferred rent receivable and is included as a component of accounts and rents receivable. The Company records lease termination income when all conditions of a signed termination agreement have been met, the tenant is no longer occupying the property, and termination income amounts due are considered collectible. The Company defers recognition of contingent lease income until the specified target that triggers the contingent lease income is achieved. The Company commences revenue recognition on its leases when the lessee takes possession of, or controls the physical use of, the leased asset, unless the lessee is constructing improvements for which the Company is deemed to be the owner for accounting purposes. If the Company is deemed the owner for accounting purposes, the leased asset is the finished space and revenue recognition commences when the lessee takes possession of it, typically when the improvements are substantially complete. Alternatively, if the lessee is deemed to be the owner of the improvements for accounting purposes, then the leased asset is the unimproved space, and any tenant improvement allowances funded under the lease are treated as lease incentives, which reduce lease income recognized over the lease term, and the Company commences revenue recognition when the lessee takes possession of the unimproved space. The determination of who owns the tenant improvements, for accounting purposes, is based on contractual rights and subject to judgment. In making that judgment, no one factor is determinative. The Company routinely considers: • whether the lease stipulates how and on what a tenant improvement allowance may be spent; • whether the tenant is required to provide evidence supporting the cost of improvements prior to reimbursement; • whether the tenant or landlord retains legal title to the improvements; • the uniqueness of the improvements; • the expected economic life of the tenant improvements relative to the length of the lease; and • who constructs or directs the construction of the improvements. Credit Losses The Company reviews the collectability of amounts due from its tenants on a regular basis. Such reviews consider the tenant's financial condition and payment history and other economic conditions impacting the tenant. Changes in collectability occur when the Company no longer believes it is probable that substantially all the lease payments will be collected over the term of the lease. If collection is not probable, the lease payments will be accounted for on a cash basis and revenue will be recorded as cash is received. If reassessed, and the collection of substantially all of the lease payments from the tenant becomes probable, the accrual basis of revenue recognition is reestablished. The provision for estimated credit losses resulting from changes in the expected collectability of lease payments, including variable payments, is recognized as a direct adjustment to lease income, and a direct write-off of the operating lease receivables, including straight-line rent receivable. Other Fee Income The Company recognizes other fee income when it satisfies a performance obligation relating to services provided to its joint venture partnership. The Company generally does not receive prepayments for services or recognize revenue prior to being legally entitled to payment. As a result, the Company does not generally record contract assets or contract liabilities. Property management and asset management fees are recognized over time as services are rendered to the joint venture partnership. The bundled services of the property management performance obligation and asset management performance obligation each qualify as a series of distinct services satisfied over time. The variability in timing of the property management and asset management fees, which generally relate to the fluctuation in cash receipts from tenants and potential changes in equity capitalization, are resolved on a monthly basis. Leasing commissions and other fees are recognized at a point in time consistent with the underlying service rendered to the joint venture partnership. Generally, the first and second installments of leasing commissions are paid upon lease execution and rent commencement, respectively. F-11 Sale of Real Estate The Company derecognizes real estate and recognizes a gain or loss when a contract exists and control of the property has transferred to the buyer. Control of the property, including controlling financial interest, is generally considered to transfer upon closing through transfer of the legal title and possession of the property, at which point the Company recognizes a gain or loss equal to the difference between the transaction price and the carrying amount of the property. Acquisition of Real Estate The Company evaluates the inputs, processes and outputs of each asset acquired to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are expensed. If an acquisition qualifies as an asset acquisition, the related transaction costs are capitalized and amortized over the useful life of the acquired assets. Generally, our acquisitions of real estate qualify as asset acquisitions. The Company allocates the purchase price of real estate to land, building, other building improvements, tenant improvements, intangible assets and liabilities (such as the value of above- and below-market leases, and in-place leases). The values of above- and below-market leases are recorded as intangible assets and intangible liabilities, respectively, and are amortized as either a decrease (in the case of above-market leases) or an increase (in the case of below-market leases) to lease income, net over the remaining term of the associated lease. The values, if any, associated with in-place leases are recorded as intangible assets and amortized to depreciation and amortization expense over the remaining lease term. The difference between the contractual rental rates and the Company's estimate of market rental rates is measured over a period equal to the remaining non-cancelable term of the leases plus the term of any below-market renewal options. For the amortization period, the remaining term of leases with renewal options at terms below market reflect the assumed exercise of such below-market renewal options, if reasonably assured. If a tenant vacates its space prior to the contractual expiration of the lease and no rental payments are being made on the lease, any unamortized balance of the related intangible asset or liability is written off. Tenant improvements are depreciated and origination costs are amortized over the remaining term of the lease or charged against earnings if the lease is terminated prior to its contractual expiration date. With the assistance of a third-party valuation specialist, the Company performs the following procedures for assets acquired: • Estimate the value of the property "as if vacant" as of the acquisition date; • Allocate the value of the property among land, building, and other building improvements and determine the associated useful life for each; • Calculate the value and associated life of above- and below-market leases on a tenant-by-tenant basis. The difference between the contractual rental rates and the Company’s estimate of market rental rates is measured over a period equal to the remaining term of the leases (using a discount rate which reflects the risks associated with the leases acquired, including geographical location, size of leased area, tenant profile and credit risk); • Estimate the fair value of the tenant improvements, legal costs and leasing commissions incurred to obtain the leases and calculate the associated useful life for each; • Estimate the fair value of assumed debt, if any; and • Estimate the intangible value of the in-place leases based on lease execution costs of similar leases as well as lost rent payments during an assumed lease-up period and their associated useful lives on a tenant-by-tenant basis. Properties Held for Sale In determining whether to classify a property as held for sale, the Company considers whether: (i) management has committed to a plan to sell the property; (ii) the property is available for immediate sale, in its present condition; (iii) the Company has initiated a program to locate a buyer; (iv) the Company believes that the sale of the property is probable; (v) the Company has received a significant non-refundable deposit for the purchase of the property; (vi) the Company is actively marketing the property for sale at a price that is reasonable in relation to its estimated fair value; and (vii) actions required for the Company to complete the plan indicate that it is unlikely that any significant changes will be made to the plan. When all criteria are met, the property is classified as held for sale and carried at the lower of cost or estimated fair value less costs to sell. Additionally, if the sale represents a strategic shift that has (or will have) a major effect on the Company's results and operations, the income and expenses for the period are classified as discontinued operations for all periods presented. F-12 Impairment of Long Lived Assets The Company assesses the carrying values of long-lived tangible and intangible assets whenever events or changes in circumstances indicate that they may not be fully recoverable, such as a reduction in the expected hold period of a property. When such event or circumstances occur, if it is expected that the carrying value is not recoverable because the expected undiscounted cash flows do not exceed that carrying value, the Company recognizes an impairment loss to the extent that the carrying value exceeds the estimated fair value. The valuation and possible subsequent impairment of investment properties is a significant estimate that can and does change based on the Company's continuous process of analyzing each property's economic condition over time and reviewing and updating assumptions about uncertain inherent factors, including observable inputs such as contractual revenues and unobservable inputs such as forecasted revenues and expenses, estimated net disposition proceeds, and discount rate. These unobservable inputs are based on a property's market conditions and expected growth rates. Assumptions and estimates about future cash flows and capitalization rates are complex and subjective. Changes in economic and operating conditions and the Company's ultimate investment intent that occur subsequent to the impairment analyses could impact these assumptions and result in additional impairment. The Company's assessment of expected hold period for investment properties evaluated for impairment is of particular significance because of the material impact it has on the evaluation of the property's recoverability. Changes in the Company's disposition strategy or changes in the marketplace may alter the hold period of an asset or asset group which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance. Periodically, management assesses whether there are any indicators that the carrying value of the Company's investments in unconsolidated entities may be other-than-temporarily impaired. To the extent other-than-temporary impairment has occurred, the loss is measured as the excess of the carrying value of the investment over the estimated fair value of the investment. The estimated fair value of the investment is generally derived from the cash flows generated from the underlying real property investments of the investee. Real Estate Capitalization and Depreciation Real estate is reflected at cost less accumulated depreciation within investment properties on the consolidated balance sheets. Ordinary repairs and maintenance are expensed as incurred. Depreciation expense is computed using the straight-line method. A range of estimated useful lives of 15 - 30 years is used for buildings and other improvements, and a range of 3 - 20 years is used for furniture, fixtures and equipment. Tenant improvements are amortized on a straight-line basis over the lesser of the life of the tenant improvement or the lease term. Amortization is included in depreciation and amortization expense. Deferred leasing costs are recognized as a part of deferred costs and other assets, net and are amortized to depreciation and amortization expense over the remaining term of the associated tenant lease. Direct and indirect costs that are clearly related to the construction and improvements of investment properties are capitalized. Costs incurred for interest, property taxes and insurance are capitalized during periods in which activities necessary to prepare the property for its intended use are in progress. Cash, Cash Equivalents and Restricted Cash The Company considers all demand deposits, money market accounts and investments in certificates of deposit and repurchase agreements with a maturity of three months or less, at the date of purchase, to be cash equivalents. The Company maintains its cash and cash equivalents at financial institutions. The combined account balances at one or more institutions generally exceed the Federal Deposit Insurance Corporation ("FDIC") insurance coverage. The Company periodically assesses the credit risk associated with these financial institutions. The Company believes insignificant credit risk exists related to amounts on deposit in excess of FDIC insurance coverage. The Company had restricted cash of $ 3,378 and $ 142 as of December 31, 2023 and 2022, respectively. Restricted cash often consists of lenders' escrows, operating real estate escrows for taxes, insurance, capital expenditures and payments required under certain lease agreements, and funds restricted through lender or other agreements, including funds held in escrow for future acquisitions. F-13 Fair Value Measurements In accordance with ASC 820, Fair Value Measurement and Disclosures ("Topic 820"), the Company defines fair value based on the price that would be received upon sale of an asset or the exit price that would be paid to transfer or settle a liability in an orderly transaction between market participants at the measurement date. The Company uses a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value. The fair value hierarchy consists of the three broad levels described below: • Level 1 - Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access. • Level 2 - Observable inputs, other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The Company has estimated the fair value of its financial instruments and non-financial assets using available market information and valuation methodologies the Company believes to be appropriate for these purposes. Considerable judgment and a high degree of subjectivity are involved in developing these estimates and, accordingly, they are not necessarily indicative of amounts that would be realized upon disposition. The carrying amounts of cash, cash equivalents and restricted cash, accounts and rents receivables, other assets, accounts payable, accrued expenses, and other liabilities reasonably approximate fair value, in management’s judgment, because of their short-term nature. Fair value information pertaining to derivative financial instruments, investment properties, and debt is provided in "Note 9. Fair Value Measurements" . Stock-Based Compensation Plans Incentive Award Plan Effective June 19, 2015, the Company's board of directors (the "Board") adopted the InvenTrust Properties Corp. 2015 Incentive Award Plan (the "Incentive Award Plan"), under which the Company may grant cash and equity incentive awards to eligible employees, directors, and consultants. The Company has awarded time-based restricted stock units ("RSUs"), performance-based RSUs, and market-based RSUs with tandem dividend equivalents. Compensation expense related to these awards, which are generally equity classified, is recognized as a part of general and administrative expense. The tandem dividend equivalent cash payments of awards granted during the years ended December 31, 2023 and 2022 are recognized within equity. The tandem dividend equivalent cash payments of awards granted during the year ended December 31, 2021 are recognized within earnings. Forfeitures of awards are recognized as they occur. Time-based awards are generally measured at grant date fair value and not subsequently remeasured. Compensation expense related to these awards is recognized on a straight-line basis over the vesting period. Time-based awards granted to employees vest equally on each of the first three anniversaries of the applicable vesting commencement date, subject to the employees' continued service to the Company. The time-based RSU awards granted to directors vest on the earlier of the one-year anniversary of the applicable grant date or the date of the Company's next annual meeting of its shareholders following the grant date, subject to the directors' continued service to the Company. Performance-based awards are measured at grant date fair value and each grantee is eligible to vest in a number of RSUs ranging from 0 % to 100 % of the total number granted based on specified performance levels. Performance-based awards vest within 45 days of the conclusion of the performance period and are generally subject to the recipients' continued service to the Company. Compensation cost is recognized when the performance condition is considered probable of achievement. If a performance award has more than one potential outcome, recognition of compensation cost is based on the most likely outcome. During the service period, a cumulative catch-up approach is used to account for changes in the assessment of which outcome is most likely to occur. Market-based awards are valued as of the grant date utilizing a Monte Carlo simulation model that assesses the probability of satisfying certain market performance thresholds over a three year performance period. Market-based awards vest within 45 days of the conclusion of the performance period and are generally subject to the recipients' continued service to the Company. The number of common shares ultimately issued is based on the Company's total shareholder return ("TSR") relative to that of the FTSE NAREIT Shopping Index peer group on a percentile basis. The resulting compensation expense is recorded over the service period regardless of whether the TSR performance measures are achieved. F-14 Employee Stock Purchase Plan Effective May 4, 2023, the Company's Board established an Employee Stock Purchase Plan (the "ESPP") through which employees may purchase shares of the Company's common stock semi-annually at a price equal to 85% of the lesser of: (a) the closing price per share on the first day of such period, and (b) the closing price per share on the last day of such period. Compensation expense related to the ESPP is recognized as a part of general and administrative expense. Derivative Instruments In the normal course of business, the Company is exposed to the effect of interest rate changes. The Company's objective in using interest rate derivatives is to manage its exposure to interest rate movements and add stability to interest expense. To accomplish this objective, the Company uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable rate amounts from a counterparty in exchange for the Company making fixed rate payments over the life of the agreement without exchange of the underlying notional amount. The Company has a policy of only entering into contracts with established financial institutions based upon their credit ratings and other factors. When viewed in conjunction with the underlying and offsetting exposure that the derivatives are designed to hedge, the Company has not sustained a material loss from those instruments, nor does it anticipate any material adverse effect on its net income or financial position in the future from the use of derivatives. The Company recognizes all derivatives on the consolidated balance sheets at fair value. Additionally, changes in fair value will affect either equity or earnings depending on whether the derivative instruments qualify as a hedge for accounting purposes and, if so, the nature of the hedging activity. When the underlying transaction is terminated or completed, all changes in the fair value of the instrument are marked-to-market with changes in value included in earnings each period until the instrument matures. Any derivative instrument used for risk management that does not meet the criteria for hedge accounting is marked-to-market each period in earnings. The Company does not use derivatives for trading or speculative purposes. Income Taxes The Company has elected and operates in a manner to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the "Code") for federal income tax purposes commencing with the tax year ended December 31, 2005. To qualify as a REIT, the Company is generally required to distribute at least 90% of its REIT taxable income (subject to certain adjustments) to its stockholders each year (the "90% Distribution Requirement"). As a REIT, the Company is entitled to a tax deduction for some or all of the dividends paid to stockholders. Accordingly, the Company generally will not be subject to federal income taxes as long as it currently distributes to stockholders an amount equal to or in excess of the Company's taxable income. If the Company fails to qualify as a REIT in any taxable year, without the benefit of certain relief provisions, the Company will be subject to federal and state income tax on its taxable income at regular corporate tax rates. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income, property or net worth and federal income and excise taxes on its undistributed income. From time to time, the Company may elect to treat certain of its consolidated subsidiaries as taxable REIT subsidiaries ("TRSs") pursuant to the Code. Among other activities, TRSs may participate in non-real estate related activities and/or perform non-customary services for tenants and are subject to federal and state income tax at regular corporate tax rates. Income tax expense or benefit is recognized as a part of other income and expense, net. During the years ended December 31, 2023, 2022, and 2021 the Company did not have any operations within TRSs. Income tax expense for the years ended December 31, 2023, 2022 and 2021 generally pertains to Texas margin tax. The Company has accrued no material interest or penalties relating to income taxes. As of December 31, 2023, the Company's 2022, 2021, and 2020 tax years remain subject to examination by U.S. and various state tax jurisdictions. Recently Issued Accounting Pronouncements Standard Description Date of adoption Effect on the financial statements or other significant matters ASU No. 2023-07 Improvements to Reportable Segment Disclosures (Topic 280) ASU No. 2023-07 is intended to improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis. December 2024 (anticipated) The Company is continuing to evaluate this guidance, but expects the standard to impact our disclosures around our single reportable segment and is not anticipated to have an impact on the Company's financial position, results of operations, or cash flows. Other recently issued accounting standards or pronouncements not disclosed in the foregoing table have been excluded because they are either not relevant to the Company, or are not expected to have, or did not have, a material effect on the consolidated financial statements of the Company. F-15 3. Revenue Recognition Operating Leases Minimum lease payments to be received under long-term operating leases and short-term specialty leases, excluding additional percentage rent based on tenants' sales volume and tenant reimbursements of certain operating expenses, and assuming no exercise of renewal options or early termination rights, are as follows: For the year ending December 31, As of December 31, 2023 2024 $ 188,912 2025 178,186 2026 159,268 2027 127,019 2028 100,057 Thereafter 346,370 Total $ 1,099,812 The foregoing table includes payments from tenants who have taken possession of their space and tenants who have been moved to the cash basis of accounting for revenue recognition purposes. The remaining lease terms range from less than one year to fifty-seven years . The following table reflects the disaggregation of lease income, net: Year Ended December 31, 2023 2022 2021 Minimum base rent $ 165,267 $ 145,467 $ 128,716 Real estate tax recoveries 31,220 30,107 27,874 Common area maintenance, insurance, and other recoveries 30,731 28,072 23,948 Ground rent income 19,044 14,991 13,167 Amortization of market-lease intangibles and inducements, net 3,343 5,589 4,318 Short-term and other lease income 4,389 4,333 3,378 Termination fee income 836 339 406 Straight-line rent adjustment, net 3,464 2,645 3,272 Reversal of (provision for) uncollectible straight-line rent ( 115 ) 1,170 ( 468 ) Provision for uncollectible billed rent and recoveries ( 1,628 ) ( 1,065 ) ( 2,264 ) Reversal of uncollectible billed rent and recoveries 595 1,332 5,003 Lease income, net $ 257,146 $ 232,980 $ 207,350 Other Fee Income Other fee income was derived from services provided to the Company's unconsolidated real estate joint venture and deemed to be related party transactions. The property management, asset management, leasing and other services were provided over the term of the contract. The following table reflects the disaggregation of other fee income: Timing of Satisfaction of Performance Obligations Year Ended December 31, 2023 2022 2021 Property management fees Over time $ 48 $ 1,301 $ 1,952 Asset management fees Over time 32 882 1,128 Leasing commissions and other fees Point in time — 383 462 Other fee income $ 80 $ 2,566 $ 3,542 F-16 4. Acquired Properties The following table reflects the retail properties acquired, accounted for as asset acquisitions, during the year ended December 31, 2023: Date Property Metropolitan Area Square Feet Gross Acquisition Price Assumption of Mortgage Debt January 18, 2023 Bay Colony (a) Houston, TX 416 $ 79,100 $ 41,969 January 18, 2023 Blackhawk Town Center (a) Houston, TX 127 26,300 13,008 January 18, 2023 Cyfair Town Center (a) Houston, TX 433 79,200 30,880 January 18, 2023 Stables Town Center (a) Houston, TX 148 37,000 6,611 June 2, 2023 The Shoppes at Davis Lake Charlotte, NC 91 22,400 — 1,215 $ 244,000 $ 92,468 (a) These retail properties were acquired from the Company's unconsolidated joint venture, IAGM, as disclosed in "Note 6. Investment in Unconsolidated Entities". The Company recognized a fair value adjustment of $ 692 related to the pooled mortgage debt on these properties. The following table reflects the retail properties acquired, accounted for as asset acquisitions, during the year ended December 31, 2022: Date Property Metropolitan Area Square Feet Gross Acquisition Price Assumption of Mortgage Debt February 2, 2022 Shops at Arbor Trails Austin, TX 357 $ 112,190 $ 31,500 February 2, 2022 Escarpment Village Austin, TX 170 77,150 26,000 April 21, 2022 The Highlands of Flower Mound (a) Dallas, TX 175 38,000 22,880 May 4, 2022 Bay Landing Fort Myers, FL 63 10,425 — June 10, 2022 Kyle Marketplace - Outparcel (b) Austin, TX — 705 — October 28, 2022 Eastfield Village Charlotte, NC 96 22,500 — December 16, 2022 Stone Ridge Market (a) San Antonio, TX 219 58,100 — 1,080 $ 319,070 $ 80,380 (a) These retail properties were acquired from the Company's unconsolidated joint venture. See "Note 6. Investment in Unconsolidated Entities". The Company recognized a fair value adjustment of $ 499 related to the pooled mortgage debt on these properties. (b) The Company acquired a parcel of vacant land adjacent to this retail property. The assets, liabilities and operations of the outparcel acquired are combined for presentation purposes with the retail property already owned by the Company. Transaction costs of $ 150 and $ 1,079 were capitalized during the years ended December 31, 2023 and 2022, respectively. 5. Disposed Properties The following table reflects the real property disposed of during the year ended December 31, 2023: Date Property Metropolitan Area Square Feet Gross Disposition Price Gain on Sale June 20, 2023 Shops at Galleria (a) Austin, TX N/A $ 1,692 $ 984 August 25, 2023 Trowbridge Crossing Atlanta, GA 63 11,450 1,707 63 $ 13,142 $ 2,691 (a) This disposition was related to the completion of a partial condemnation at one retail property. The following table reflects the real property disposed of during the year ended December 31, 2022: Date Property Metropolitan Area Square Feet Gross Disposition Price Gain (Loss) on Sale, net June 30, 2022 Centerplace of Greeley Denver, CO 152 $ 37,550 $ 25,147 June 30, 2022 Cheyenne Meadows Denver, CO 90 17,900 11,709 December 15, 2022 The Shops at Walnut Creek (a) Denver, CO 225 55,000 1,393 467 $ 110,450 $ 38,249 (a) The property's buyer assumed a $ 28,600 mortgage payable secured by the property. We recognized a loss on debt extinguishment of $ 80 related to the buyer's assumption. F-17 6. Investment in Unconsolidated Entities Joint Venture Interest in IAGM As of December 31, 2022, the Company owned a 55 % interest in one unconsolidated entity, IAGM Retail Fund I, LLC ("IAGM"), a joint venture partnership between the Company and PGGM Private Real Estate Fund ("PGGM"). IAGM was formed on April 17, 2013 for the purpose of acquiring, owning, managing, and disposing of retail properties and sharing in the profits and losses from those retail properties and their activities. On January 18, 2023, the Company acquired the four remaining retail properties from IAGM, for an aggregate purchase price of $ 222.3 million, by acquiring 100 % of the membership interests in each of IAGM's wholly owned subsidiaries . The Company assumed aggregate mortgage debt of $ 92.5 million and funded the remaining balance with its available liquidity. IAGM recognized a gain on sale of $ 45.2 million, of which the Company's share was approximately $ 24.9 million. Subsequent to the transaction, IAGM proportionately distributed substantially all net proceeds from the sale, of which the Company's share was approximately $ 71.4 million . In connection with the foregoing, IAGM adopted a liquidation plan on January 11, 2023. On December 15, 2023, IAGM was fully liquidated. The Company's aggregate deferred gains related to its previously owned equity interest in real estate acquisitions from IAGM of $ 39.9 million are reflected in the basis of the respective acquired assets. Previously, deferred gains were reflected as a reduction of the Company's investment in IAGM and amortized to equity in earnings of unconsolidated entities. On January 18, 2023, the Company acquired IAGM's two interest rate swap agreements which achieved fixed interest rates on an aggregate notional amount of $ 75.0 million of the assumed pooled mortgage priced in a Secured Overnight Financing Rate ("SOFR"), each of which repriced monthly ("1-Month Term SOFR"). IAGM recognized a gain on sale of $ 2.6 million representing the fair value of the derivatives, of which the Company's share was approximately $ 1.4 million. The Company deferred its share of IAGM's gain on sale of derivatives, initially reflecting it within accumulated comprehensive income and amortizing it to interest expense, net, through the instruments' maturity date. The following table reflects the real property disposed by IAGM since January 1, 2022: Date Property Square Feet Gross Disposition Price IAGM's Gain (Loss) on Sale The Company's Gain Deferral March 3, 2022 Price Plaza (a) 206 $ 39,100 $ 3,751 $ — April 21, 2022 The Highlands of Flower Mound (b) 175 38,000 1,244 684 December 16, 2022 Stone Ridge Market (b) 219 58,100 12,287 6,758 December 22, 2022 Stables Town Center (c) 43 7,800 ( 244 ) — January 18, 2023 Bay Colony (b) 416 79,100 22,327 12,280 January 18, 2023 Blackhawk Town Center (b) 127 26,300 12,632 6,948 January 18, 2023 Cyfair Town Center (b) 433 79,200 4,713 2,592 January 18, 2023 Stables Town Center (b) 148 37,000 5,536 3,045 (a) The buyer assumed a $ 17,800 mortgage payable secured by the property. (b) The Company purchased these properties at a purchase price determined by a third party real estate valuation specialist. (c) IAGM disposed of 43 square feet out of a total 191 square feet through a partial sale of the property. F-18 Condensed Financial Information The following table presents condensed balance sheet information for IAGM as of December 31, 2022: As of December 31, 2022 Assets: Net investment properties $ 161,312 Other assets 65,565 Total assets $ 226,877 Liabilities and equity: Mortgage debt, net $ 92,186 Other liabilities 7,392 Equity 127,299 Total liabilities and equity $ 226,877 Company's share of equity $ 70,869 Outside basis difference, net (a) ( 14,738 ) Carrying value of investments in unconsolidated entities $ 56,131 (a) The outside basis difference relates to the unamortized deferred gains on historical property sales from IAGM to the Company. The following table presents condensed income statement information of IAGM: Year ended December 31, IAGM 2023 2022 2021 Total income $ 952 $ 27,764 $ 42,145 Depreciation and amortization ( 622 ) ( 10,508 ) ( 14,437 ) Property operating ( 232 ) ( 5,149 ) ( 7,265 ) Real estate taxes ( 127 ) ( 4,086 ) ( 7,507 ) Asset management fees ( 32 ) ( 882 ) ( 1,128 ) Interest expense, net ( 143 ) ( 4,002 ) ( 5,637 ) Other income and expense, net 447 ( 245 ) ( 422 ) Gain (loss) on debt extinguishment 444 ( 219 ) ( 229 ) Gain on sale of real estate, net 45,208 17,038 18,294 Gain on sale of derivatives 2,556 — — Net income $ 48,451 $ 19,711 $ 23,814 Company's share of net income $ 26,648 $ 10,832 $ 13,089 Outside basis adjustment for investee's sale of real estate, net ( 27,175 ) ( 7,169 ) ( 6,691 ) Outside basis adjustment for investee's NCI redemption ( 30 ) — — Equity in (losses) earnings of unconsolidated entities $ ( 557 ) $ 3,663 $ 6,398 F-19 7. Intangible Assets, Liabilities, and Deferred Leasing Costs The following table summarizes the Company's intangible assets, liabilities, and deferred leasing costs as of December 31, 2023 and 2022: As of December 31, 2023 2022 Intangible assets: In-place leases $ 183,139 $ 158,155 Above-market leases 17,967 16,082 Intangible assets 201,106 174,237 Accumulated amortization: In-place leases ( 78,177 ) ( 66,347 ) Above-market leases ( 8,444 ) ( 6,723 ) Accumulated amortization ( 86,621 ) ( 73,070 ) Intangible assets, net $ 114,485 $ 101,167 Intangible liabilities: Below-market leases $ 52,412 $ 55,501 Accumulated amortization ( 22,068 ) ( 25,843 ) Intangible liabilities, net $ 30,344 $ 29,658 Deferred leasing costs: Leasing costs $ 22,621 $ 20,949 Accumulated amortization ( 7,626 ) ( 7,114 ) Deferred leasing costs, net $ 14,995 $ 13,835 The following table summarizes the amortization related to intangible assets, liabilities, and deferred leasing costs for the years ended December 31, 2023, 2022 and 2021: Year ended December 31, 2023 2022 2021 Intangible assets: In-place leases $ 32,179 $ 20,993 $ 18,730 Above-market leases 2,977 2,018 2,036 Amortization of intangible assets $ 35,156 $ 23,011 $ 20,766 Intangible liabilities: Amortization of below-market leases $ 5,976 $ 7,403 $ 6,317 Deferred leasing costs: Amortization of deferred leasing costs $ 2,691 $ 2,533 $ 2,138 The following table summarizes the amortization during the next five years and thereafter related to intangible assets, liabilities, and deferred leasing costs as of December 31, 2023: Year ending December 31, In-place leases Above market leases Below market leases Deferred leasing costs 2024 $ 24,961 $ 2,368 $ 4,312 $ 3,507 2025 19,611 1,863 3,762 2,290 2026 15,047 1,461 3,237 2,123 2027 10,513 1,002 2,315 1,842 2028 7,764 753 1,840 1,515 Thereafter 27,066 2,076 14,878 3,718 Total $ 104,962 $ 9,523 $ 30,344 $ 14,995 F-20 8. Debt The Company's debt consists of mortgages payable, unsecured term loans, senior notes, and an unsecured revolving line of credit. The Company believes it has the ability to repay, refinance or extend any of its debt, and that it has adequate sources of funds to meet short-term cash needs. It is anticipated that the Company will use proceeds from property sales, cash on hand, and available capacity on credit agreements, if any, to repay, refinance or extend the mortgages payable maturing in the near term. The Company's credit agreements and mortgage loans require compliance with certain covenants, such as debt service coverage ratios, investment restrictions and distribution limitations. As of December 31, 2023 and 2022, the Company was in compliance with all loan covenants. On February 6, 2023, the Company extinguished the $ 13.7 million mortgage payable secured by Renaissance Center with its available liquidity. On October 17, 2023, the Company extended the maturity of its $ 92.5 million cross-collateralized mortgage debt maturing in 2023 by exercising one of its two 12-month extension options. The maturity date of the mortgage debt is now November 2, 2024. On December 22, 2023, the Company partially paid down the mortgage debt by $ 20.0 million, resulting in the release of Blackhawk Town Center from collateralization and an outstanding balance of $ 72.5 million as of December 31, 2023. Credit Agreements On September 22, 2021, the Company entered into an amendment to the Revolving Credit Agreement (the "Amended Revolving Credit Agreement"), which provides for, among other things, an extension of the maturity of the $ 350.0 million Revolving Credit Agreement to September 22, 2025, with two six-month extension options. On September 22, 2021, the Company entered into an amendment to its $ 400.0 million Term Loan Credit Agreement (the "Amended Term Loan Agreement"), which provides for, among other things, an extension of the maturity dates and a reallocation of indebtedness under the two outstanding tranches of term loans thereunder. The Amended Term Loan Agreement consists of a $ 200.0 million 5-year tranche maturing on September 22, 2026, and a $ 200.0 million 5.5 -year tranche maturing on March 22, 2027. On May 11, 2022, the Company transitioned its Amended Revolving Credit Agreement and Amended Term Loan Agreement from 1-Month LIBOR to 1-Month Term SOFR. On June 3, 2022, in connection with and upon effectiveness of the Note Purchase Agreement (as defined below) and in accordance with the terms of the Amended Term Loan Credit Agreement and Amended Revolving Credit Agreement, each of the administrative agents under such agreements released all of the subsidiary guarantors from their guaranty obligations that were previously made for the benefit of the lenders under such agreements. Senior Notes On August 11, 2022, the Company issued $ 250.0 million aggregate principal amount of senior notes in a private placement, of which (i) $ 150.0 million are designated as 5.07 % Senior Notes, Series A, due August 11, 2029 (the "Series A Notes") and (ii) $ 100.0 million are designated as 5.20 % Senior Notes, Series B, due August 11, 2032 (the "Series B Notes" and, together with the Series A Notes, the "Notes") pursuant to a note purchase agreement (the "Note Purchase Agreement"), dated June 3, 2022, between the Company and the various purchasers named therein. The Notes were issued at par in accordance with the Note Purchase Agreement and pay interest semiannually on February 11th and August 11th until their respective maturities. The Company may prepay at any time all or any part of the Notes, in an amount not less than 5 % of the aggregate principal amount of any series of the Notes then outstanding in the case of a partial prepayment, at 100 % of the principal amount prepaid plus accrued interest and a Make-Whole Amount (as defined in the Note Purchase Agreement). The Notes will be required to be absolutely and unconditionally guaranteed by certain subsidiaries of the Company that guarantee certain material credit facilities of the Company. Currently, there are no subsidiary guarantees of the Notes. F-21 The following table summarizes the Company's debt as of December 31, 2023 and 2022: Interest Rate Type As of December 31, 2023 As of December 31, 2022 Maturity Date Interest Rate Amount Interest Rate Amount Mortgages Payable Fixed rate mortgages payable Various Fixed 4.01 % (a) $ 96,080 3.95 % (a) $ 109,812 Variable rate mortgages payable 11/2/2024 Variable 1M SOFR + 1.65 % (b) 72,468 — — Total 168,548 109,812 Term Loans $ 200.0 million 5 years 9/22/2026 Fixed 2.81 % (c) 100,000 2.71 % (c) 100,000 $ 200.0 million 5 years 9/22/2026 Fixed 2.81 % (c) 100,000 2.72 % (c) 100,000 $ 200.0 million 5.5 years 3/22/2027 Fixed 2.77 % (c) 50,000 2.77 % (c) 50,000 $ 200.0 million 5.5 years 3/22/2027 Fixed 2.76 % (c) 50,000 2.76 % (c) 50,000 $ 200.0 million 5.5 years 3/22/2027 Fixed 4.99 % (d) 100,000 1M SOFR + 1.30 % (b) 100,000 Total 400,000 400,000 Senior Notes $ 150.0 million Series A Notes 8/11/2029 Fixed 5.07 % 150,000 5.07 % 150,000 $ 100.0 million Series B Notes 8/11/2032 Fixed 5.20 % 100,000 5.20 % 100,000 Total 250,000 250,000 Revolving Line of Credit $ 350.0 million total capacity 9/22/2025 Variable 1M SOFR + 1.14 % (b)(e) — 1M SOFR + 1.14 % (b)(e) — Total debt 4.29 % 818,548 4.08 % 759,812 Debt discounts and issuance costs, net ( 3,980 ) ( 5,261 ) Debt, net $ 814,568 $ 754,551 (a) Interest rates reflect the weighted average of the Company's mortgages payable. (b) As of December 31, 2023 and 2022, 1-Month Term SOFR was 5.35% and 4.36%, respectively. (c) Interest rates reflect the fixed rates achieved through the Company's interest rate swaps. (d) As of April 3, 2023, the variable portion was swapped to 3.69 %, achieving a fixed rate of 4.99 % through the maturity date. (e) Interest rate applies to drawn balance only. Additional annual facility fee of 0.15 % applies to entire line of credit capacity. The following table summarizes the scheduled maturities of the Company's mortgages payable as of December 31, 2023: Scheduled maturities by year: As of December 31, 2023 2024 $ 88,168 2025 22,880 2026 — 2027 26,000 2028 — Thereafter 31,500 Total $ 168,548 F-22 Interest Rate Swaps As of December 31, 2023, the Company is party to five effective interest rate swap agreements and two interest rate forward swap agreements, which address the periods between the maturity dates of the effective swaps and the maturity dates of the Amended Term Loan Agreement. In tandem, the interest rate swaps achieve fixed interest rates for a constant notional amount through the maturity dates of the Amended Term Loan Agreement. On January 18, 2023, the Company acquired IAGM's two interest rate swap agreements, which achieve fixed interest rates on an aggregate notional amount of $ 75.0 million of the assumed pooled mortgage, each priced in 1-Month Term SOFR. The two acquired interest rate swap agreements expired at the maturity date of November 2, 2023. On March 16, 2023, the Company entered into one interest rate swap agreement with a notional amount of $ 100.0 million at 3.69 %, achieving a fixed interest rate of 4.99 %. As of the effective date of April 3, 2023, the entirety of the Company's variable rate term loans were swapped to fixed rates through the maturity dates of the Amended Term Loan Agreement. The following table summarizes the Company's five effective and two forward interest rate swaps as of December 31, 2023: Interest Rate Swaps Notional Amount Company Receives Variable Rate of Company Pays Fixed Rate of Fixed Rate Achieved Effective Date Maturity Date 5.5 Year Term Loan 50,000 1-Month SOFR 1.47 % 2.77 % Dec 2, 2019 Jun 21, 2024 5.5 Year Term Loan 50,000 1-Month SOFR 1.46 % 2.76 % Dec 2, 2019 Jun 21, 2024 5.5 Year Term Loan 100,000 1-Month SOFR 3.69 % 4.99 % Apr 3, 2023 Mar 22, 2027 5 Year Term Loan 100,000 1-Month SOFR 1.51 % 2.81 % Dec 21, 2023 Sep 22, 2026 5 Year Term Loan 100,000 1-Month SOFR 1.51 % 2.81 % Dec 21, 2023 Sep 22, 2026 $ 400,000 5.5 Year Term Loan 50,000 1-Month SOFR 1.48 % 2.78 % Jun 21, 2024 Mar 22, 2027 5.5 Year Term Loan 50,000 1-Month SOFR 1.54 % 2.84 % Jun 21, 2024 Mar 22, 2027 $ 100,000 The following table summarizes the Company's four effective and four forward interest rate swaps as of December 31, 2022: Interest Rate Swaps Notional Amount Company Receives Variable Rate of Company Pays Fixed Rate of Fixed Rate Achieved Effective Date Maturity Date 5 Year Term Loan $ 100,000 1-Month SOFR 1.41 % 2.71 % Dec 2, 2019 Dec 21, 2023 5 Year Term Loan 100,000 1-Month SOFR 1.42 % 2.72 % Dec 2, 2019 Dec 21, 2023 5.5 Year Term Loan 50,000 1-Month SOFR 1.47 % 2.77 % Dec 2, 2019 Jun 21, 2024 5.5 Year Term Loan 50,000 1-Month SOFR 1.46 % 2.76 % Dec 2, 2019 Jun 21, 2024 $ 300,000 5 Year Term Loan 100,000 1-Month SOFR 1.51 % 2.81 % Dec 21, 2023 Sep 22, 2026 5 Year Term Loan 100,000 1-Month SOFR 1.51 % 2.81 % Dec 21, 2023 Sep 22, 2026 5.5 Year Term Loan 50,000 1-Month SOFR 1.48 % 2.78 % Jun 21, 2024 Mar 22, 2027 5.5 Year Term Loan 50,000 1-Month SOFR 1.54 % 2.84 % Jun 21, 2024 Mar 22, 2027 $ 300,000 The following table summarizes the effects of derivative financial instruments on the consolidated financial statements: Location and amount of gain recognized in accumulated comprehensive income Location and amount of gain (loss) reclassified from accumulated comprehensive income into net income (loss) Total interest expense presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded 2023 2022 2021 2023 2022 2021 2023 2022 2021 Unrealized gain on derivatives $ 6,228 $ 32,052 $ 3,795 Interest expense, net $ 14,875 $ 1,009 $ ( 4,332 ) Interest expense, net $ 38,138 $ 26,777 $ 16,261 F-23 9. Fair Value Measurements Recurring Measurements The following financial instruments are remeasured at fair value on a recurring basis: Fair Value Measurements as of Cash Flow Hedges: (a) (b) December 31, 2023 (c) December 31, 2022 (d) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Derivative interest rate swaps — $ 18,074 — — $ 26,721 — (a) During the twelve months subsequent to December 31, 2023, an estimated $ 10,275 of derivative interest rate balances recognized in accumulated comprehensive income will be reclassified into earnings. (b) As of December 31, 2023 and 2022, the Company determined that the credit valuation adjustments associated with nonperformance risk are not significant to the overall valuation of its derivatives. As a result, the Company's derivative valuations in their entirety are classified as Level 2 of the fair value hierarchy. (c) The Company's derivative assets or liabilities are recognized as a part of deferred costs and other assets, net or other liabilities, respectively. (d) The Company's derivative assets or liabilities are recognized as a part of deferred costs and other assets, net or other liabilities, respectively. IAGM's derivative assets or liabilities were recognized as a part of investment in unconsolidated entities. Level 1 At December 31, 2023 and 2022, the Company had no Level 1 recurring fair value measurements. Level 2 To calculate the fair value of the derivative interest rate instruments, the Company primarily uses quoted prices for similar contracts and inputs based on data that are observed in the forward yield curve that is widely observable in the marketplace. The Company also incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements that utilize Level 3 inputs, such as estimates of current credit spreads. Level 3 At December 31, 2023 and 2022, the Company had no Level 3 recurring fair value measurements. Non-Recurring Measurements Investment Properties During the years ended December 31, 2023 and 2022, the Company had no Level 3 nonrecurring fair value measurements. Financial Instruments Not Measured at Fair Value The following table summarizes the estimated fair value of financial instruments presented at carrying values in the Company's consolidated financial statements as of December 31, 2023 and 2022: December 31, 2023 December 31, 2022 Carrying Value Estimated Fair Value Market Interest Rate Carrying Value Estimated Fair Value Market Interest Rate Mortgages payable $ 168,548 $ 161,320 6.86 % $ 109,812 $ 100,218 6.81 % Senior notes 250,000 233,635 6.31 % 250,000 235,820 6.05 % Term loans 400,000 399,539 5.10 % 400,000 401,470 5.11 % Revolving line of credit — — N/A — — N/A The market interest rates used to estimate the fair value of the Company's mortgages payable, senior notes, term loans, and revolving line of credit reflect the terms currently available on similar borrowing terms to borrowers with credit profiles similar to that of the Company's. The Company classifies its debt instrument valuations within Level 2 of the fair value hierarchy. F-24 10. Earnings Per Share and Equity Transactions Basic earnings per share ("EPS") is computed by dividing net income or loss attributed to common shares by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that may occur from awards issued pursuant to the stock-based compensation plans. The following table reconciles the amounts used in calculating basic and diluted EPS: Year ended December 31, 2023 2022 2021 Numerator: Net income (loss) attributed to common shares $ 5,269 $ 52,233 $ ( 5,360 ) Earnings allocated to unvested restricted shares — — — Net income (loss) attributed to common shares - basic and diluted $ 5,269 $ 52,233 $ ( 5,360 ) Denominator: Weighted average common shares outstanding - basic 67,531,898 67,406,233 71,072,933 Dilutive effect of unvested restricted shares (a) 281,282 119,702 — Weighted average common shares outstanding - diluted 67,813,180 67,525,935 71,072,933 Basic and diluted earnings per common share: Net income (loss) per common share - basic $ 0.08 $ 0.77 $ ( 0.08 ) Net income (loss) per common share - diluted $ 0.08 $ 0.77 $ ( 0.08 ) (a) For the year ended December 31, 2021, unvested restricted shares were anti-dilutive. ATM Program On March 7, 2022, the Company established an at-the-market equity offering program (the "ATM Program") through which the Company may sell from time to time up to an aggregate of $ 250.0 million of its common stock. In connection with the ATM Program, the Company may sell shares of its common stock to or through sales agents, or may enter into separate forward sale agreements with one of the agents, or one of their respective affiliates, as a forward purchaser. During the quarter ended December 31, 2023, the Company raised $ 5.4 million of net proceeds under the ATM Program, after $ 0.1 million in commissions, through the issuance of 208,040 shares of common stock at a weighted average price of $ 26.13 per share. As of December 31, 2023, $ 244.6 million of common stock remains available for issuance under the ATM Program. Share Repurchase Programs On February 23, 2022, the Company established a share repurchase program (the "SRP") of up to $ 150.0 million of the Company's outstanding shares of common stock. The SRP may be suspended or discontinued at any time, and does not obligate the Company to repurchase any dollar amount or particular amount of shares. As of December 31, 2023, the Company has not repurchased any common stock under the SRP. During the year ended December 31, 2021 , the Company repurchased 755,643 shares of the Company's outstanding common stock at a price per share of $ 21.70 , reflecting a 25 % discount to an estimated Net Asset Value ("NAV") per share of $ 28.90 as of December 1, 2020 established by the Company's Board. F-25 11. Stock-Based Compensation Incentive Award Plan The Company is authorized to issue or transfer up to 3,000,000 shares (the "Share Limit") of the Company's common stock pursuant to awards granted under the Incentive Award Plan. As of December 31, 2023, 536,429 shares were available for future issuance under the Incentive Award Plan. Outstanding restricted stock unit ("RSU") awards are categorized as either time-based awards, performance-based awards, or market-based awards. All awards are granted at fair value, earn dividends throughout the vesting period, and have no voting rights. Market-based awards are valued as of the grant date utilizing a Monte Carlo simulation model that assesses the probability of satisfying certain market performance thresholds over a three year performance period. The following table summarizes the Company's significant assumptions used in the Monte Carlo simulation models: At Grant Date 2023 2022 Volatility 34.00 % 33.89 % Risk free interest rate 4.45 % 0.79 % - 1.76 % Dividend Yield 3.20 % 3.24 % The following table summarizes the Company's RSU activity during the years ended December 31, 2023, 2022, and 2021: Unvested Time- Based RSUs Unvested Performance and Market-Based RSUs Weighted Average Grant Date Price Per Share Outstanding as of January 1, 2021 110,382 332,095 $ 31.40 Shares granted 209,539 218,835 $ 28.90 Shares vested ( 167,806 ) — $ 30.04 Shares forfeited ( 13,880 ) ( 79,562 ) $ 30.73 Outstanding as of December 31, 2021 138,235 471,368 $ 30.12 Shares granted 127,862 396,338 $ 18.97 Shares vested ( 135,491 ) ( 76,520 ) $ 29.36 Unearned performance shares added back to Share Limit — ( 61,102 ) $ 31.40 Shares forfeited ( 7,179 ) ( 18,033 ) $ 23.42 Outstanding as of December 31, 2022 123,427 712,051 $ 23.35 Shares granted 152,393 445,828 $ 18.40 Shares vested ( 126,885 ) ( 60,042 ) $ 29.50 Unearned performance shares added back to Share Limit — ( 69,803 ) $ 31.40 Shares forfeited ( 1,343 ) ( 3,263 ) $ 19.51 Outstanding as of December 31, 2023 147,592 1,024,771 $ 19.36 Employee Stock Purchase Plan Employees may purchase up to an aggregate of 3,300,000 shares of the Company's common stock under the ESPP, of which 3,288,272 shares remain available as of December 31, 2023. The following table summarizes the Company's common stock activity under the ESPP: Year ended December 31, 2023 Shares purchased 11,728 Issuance price $ 20.07 Issuance proceeds $ 235 F-26 Stock-Based Compensation Expense The following table summarizes the Company's stock-based compensation expense: Year ended December 31, 2023 2022 2021 Incentive Award Plan, net (a) $ 8,953 $ 6,541 $ 9,116 Employee Stock Purchase Plan (b) 68 — — Stock-based compensation expense, net $ 9,021 9021 $ 6,541 $ 9,116 (a) As of December 31, 2023, there was $ 9,975 of total estimated unrecognized compensation expense related to the Incentive Award Plan which will be recognized through December 2025. (b) As of December 31, 2023, there was $ 205 of total estimated unrecognized compensation expense related to the ESPP which will be recognized through June 2025 . 12. Commitments and Contingencies Legal Matters The Company is subject, from time to time, to various types of third-party legal claims or litigation that arise in the ordinary course of business, including, but not limited to, property loss claims, personal injury or other damages resulting from contact with the Company's properties. These claims and lawsuits and any resulting damages are generally covered by the Company's insurance policies. The Company accrues for legal costs associated with loss contingencies when these costs are probable and reasonably estimable. While the resolution of these matters cannot be predicted with certainty, based on currently available information, management does not expect that the final outcome of any pending claims or legal proceedings will have a material adverse effect on the financial condition, results of operations or cash flows of the Company. Captive Insurance Company In April 2023, the Company formed a wholly-owned captive insurance company (the "Captive") which provides insurance coverage for all losses below the deductibles of the Company’s third party liability insurance policies relating to wind, flood, named windstorm, earthquake, fire, and other property-related perils. The Company formed the Captive as part of its overall risk management program and to stabilize insurance costs, manage exposures, and recoup expenses through the function of the captive program. The Captive is capitalized in accordance with the applicable regulatory requirements. As of December 31, 2023, the Captive had no outstanding or unpaid claims. Operating Lease Commitments The Company is the lessee under various operating leases for corporate office space for which the Company recognizes right-of-use (“ROU”) assets and related lease liabilities. The following table summarizes the Company's operating lease arrangements as of December 31, 2023 and 2022: As of Balance Sheet Caption December 31, 2023 December 31, 2022 Operating lease ROU assets Deferred costs and other assets, net $ 3,220 $ 3,220 Operating lease ROU accumulated amortization Deferred costs and other assets, net $ ( 967 ) $ ( 570 ) Operating lease liabilities Other liabilities $ 3,023 $ 3,265 Weighted-average remaining lease term 6.0 years 6.7 years Weighted-average discount rate 4.47 % 4.35 % The following table summarizes the Company's operating lease arrangements for the years ended December 31, 2023 and 2022: Statement of Operations and Comprehensive Income (Loss) Caption Year ended December 31, 2023 2022 Minimum lease payments General and administrative $ 570 $ 528 Variable lease payments General and administrative 298 343 Short-term lease payments General and administrative 114 97 Total lease cost $ 982 $ 968 F-27 The following table summarizes the Company's future minimum operating lease obligations as of December 31, 2023: Scheduled minimum payments by year: Future Minimum Lease Payments 2024 $ 628 2025 511 2026 517 2027 529 2028 522 Thereafter 786 Total expected minimum lease obligation 3,493 Less: Amount representing interest (a) ( 470 ) Present value of net minimum lease payments $ 3,023 (a) Interest includes the amount necessary to reduce the total expected minimum lease obligations to present value calculated at the Company's incremental borrowing rate. 13. Subsequent Events In preparing its consolidated financial statements, the Company evaluated events and transactions occurring after December 31, 2023 through the date the financial statements were issued for recognition and disclosure purposes. On February 1, 2024, the Company acquired The Plant, a 57,000 square foot neighborhood center, anchored by Sprouts Farmers Market, in Chandler, Arizona for a gross acquisition price of $ 29.5 million. The Company used cash on hand and assumed $ 13.0 million of existing mortgage debt to fund the acquisition. F-28 INVENTRUST PROPERTIES CORP. Schedule III - Real Estate and Accumulated Depreciation (amounts stated in thousands) Initial Cost (A) Gross amount at which carried at end of period PROPERTY NAME Location Encumbrance Land Buildings and Improvements Adjustments to Land Basis (B) Adjustments to Basis (B) Land Buildings and Improvements Total (C) Accumulated Depreciation (D,E) Year Acquired Antoine Town Center Houston, TX $ — $ 5,327 $ 14,333 $ — $ ( 612 ) $ 5,327 $ 13,721 $ 19,048 $ 2,524 2020 Bay Colony Houston, TX 38,276 8,287 41,714 — — 8,287 41,714 50,001 1,835 2023 Bay Landing Bonita Springs, FL — 1,687 9,283 — 67 1,687 9,350 11,037 666 2022 Bear Creek Village Center Wildomar, CA — 3,523 12,384 — 426 3,523 12,810 16,333 6,685 2009 Bent Tree Plaza Raleigh, NC — 1,983 7,093 — 1,941 1,983 9,034 11,017 4,619 2009 Blackhawk Town Center Houston, TX — 10,265 6,156 — — 10,265 6,156 16,421 449 2023 Buckhead Crossing Atlanta, GA — 7,565 27,104 — 3,527 7,565 30,631 38,196 15,491 2009 Campus Marketplace San Marcos, CA — 26,928 43,445 55 969 26,983 44,414 71,397 11,125 2017 Cary Park Town Center Cary, NC — 5,555 17,280 — 22 5,555 17,302 22,857 4,087 2017 Commons at University Place Durham, NC — 3,198 17,909 — ( 8 ) 3,198 17,901 21,099 3,028 2019 Coweta Crossing Newnan, GA — 1,143 4,590 — 40 1,143 4,630 5,773 2,637 2009 Custer Creek Village Richardson, TX — 4,750 12,245 — 1,302 4,750 13,547 18,297 6,839 2007 Cyfair Town Center Houston, TX 28,163 16,184 48,566 — — 16,184 48,566 64,750 2,036 2023 Eastfield Village Charlotte, NC — 2,327 14,321 — 119 2,327 14,440 16,767 762 2022 Eldorado Marketplace Frisco, TX — 15,732 49,311 — 597 15,732 49,908 65,640 7,652 2019 Eldridge Town Center & Windermere Village Houston, TX — 5,380 22,994 1,977 6,095 7,357 29,089 36,446 13,655 2005 Escarpment Village Austin, TX 26,000 19,641 51,763 — 227 19,641 51,990 71,631 3,939 2022 Garden Village San Pedro, CA — 3,188 16,522 3,268 1,799 6,456 18,321 24,777 9,103 2009 Gateway Market Center St. Petersburg, FL — 13,600 4,992 — 5,165 13,600 10,157 23,757 3,692 2010 Kennesaw Marketplace Kennesaw, GA — 12,587 51,860 — 458 12,587 52,318 64,905 10,272 2018 Kyle Marketplace Kyle, TX — 6,076 48,220 711 626 6,787 48,846 55,633 10,583 2017 F-29 INVENTRUST PROPERTIES CORP. Schedule III - Real Estate and Accumulated Depreciation (amounts stated in thousands) Initial Cost (A) Gross amount at which carried at end of period PROPERTY NAME Location Encumbrance Land Buildings and Improvements Adjustments to Land Basis (B) Adjustments to Basis (B) Land Buildings and Improvements Total (C) Accumulated Depreciation (D,E) Year Acquired Lakeside & Lakeside Crossing Winter Park, FL $ — $ 16,594 $ 41,085 $ — $ ( 112 ) $ 16,594 $ 40,973 $ 57,567 $ 6,996 2019 Market at Westlake Westlake Hills, TX — 1,200 6,274 ( 64 ) ( 42 ) 1,136 6,232 7,368 3,385 2007 Northcross Commons Charlotte, NC — 7,591 21,303 — 824 7,591 22,127 29,718 5,584 2016 Old Grove Marketplace Oceanside, CA — 12,545 8,902 — 502 12,545 9,404 21,949 2,613 2016 Pavilion at La Quinta LaQuinta, CA — 15,200 20,947 — 2,053 15,200 23,000 38,200 11,884 2009 Peachland Promenade Port Charlotte, FL — 1,742 6,502 4,158 10,368 5,900 16,870 22,770 3,381 2009 PGA Plaza Palm Beach Gardens Palm Beach Gardens, FL — 10,414 75,730 — 1,247 10,414 76,977 87,391 14,505 2018 Plantation Grove Ocoee, FL 7,300 3,705 6,300 — 1,009 3,705 7,309 11,014 2,521 2014 Plaza Midtown Atlanta, GA — 5,295 23,946 — 770 5,295 24,716 30,011 5,158 2017 Prestonwood Town Center Dallas, TX — 22,055 22,140 — ( 450 ) 22,055 21,690 43,745 2,468 2021 Renaissance Center Durham, NC — 26,713 96,141 — 6,424 26,713 102,565 129,278 28,919 2016 Rio Pinar Plaza Orlando, FL — 5,171 26,903 676 1,918 5,847 28,821 34,668 8,127 2015 River Oaks Santa Clarita, CA — 24,598 88,418 — 2,613 24,598 91,031 115,629 19,242 2017 Riverview Village Arlington, TX — 6,000 9,649 — 448 6,000 10,097 16,097 5,575 2007 Riverwalk Market Flower Mound, TX — 5,931 23,922 — 902 5,931 24,824 30,755 6,420 2016 Rose Creek Woodstock, GA — 1,443 5,630 — 550 1,443 6,180 7,623 3,208 2009 Sandy Plains Centre Marietta, GA — 12,364 27,270 652 2,223 13,016 29,493 42,509 5,094 2018 Sarasota Pavilion Sarasota, FL — 12,000 25,823 — 6,684 12,000 32,507 44,507 13,823 2010 Scofield Crossing Austin, TX — 8,100 4,992 ( 576 ) 2,937 7,524 7,929 15,453 3,229 2007 Shops at Arbor Trails Austin, TX 31,500 28,233 76,769 — 144 28,233 76,913 105,146 6,027 2022 F-30 INVENTRUST PROPERTIES CORP. Schedule III - Real Estate and Accumulated Depreciation (amounts stated in thousands) Initial Cost (A) Gross amount at which carried at end of period PROPERTY NAME Location Encumbrance Land Buildings and Improvements Adjustments to Land Basis (B) Adjustments to Basis (B) Land Buildings and Improvements Total (C) Accumulated Depreciation (D,E) Year Acquired Shops at Fairview Town Center Fairview, TX $ — $ 7,299 $ 25,233 $ — $ 1,117 $ 7,299 $ 26,350 $ 33,649 $ 4,126 2019 Shops at the Galleria Bee Cave, TX — 52,104 75,651 ( 597 ) 4,433 51,507 80,084 131,591 21,974 2016 Sonterra Village San Antonio, TX — 5,150 15,095 ( 181 ) 880 4,969 15,975 20,944 4,456 2015 Southern Palm Crossing Royal Palm Beach, FL — 37,735 49,843 ( 745 ) 2,120 36,990 51,963 88,953 8,844 2019 Stables Town Center Houston, TX 6,029 5,899 20,439 — — 5,899 20,439 26,338 889 2023 Stevenson Ranch Stevenson Ranch, CA — 29,519 39,190 — 1,565 29,519 40,755 70,274 10,804 2016 Stone Ridge Market San Antonio, TX — 8,935 38,754 — ( 6,501 ) 8,935 32,253 41,188 1,477 2022 Suncrest Village Orlando, FL 8,400 6,742 6,403 — 11,308 6,742 17,711 24,453 2,443 2014 Sycamore Commons Matthews, NC — 12,500 31,265 — 2,277 12,500 33,542 46,042 16,873 2010 The Centre on Hugh Howell Tucker, GA — 2,250 11,091 — 1,013 2,250 12,104 14,354 6,390 2007 The Highlands of Flower Mound Flower Mound, TX 22,880 6,330 24,374 — ( 485 ) 6,330 23,889 30,219 1,852 2022 The Parke Cedar Park, TX — 9,271 83,078 — 1,371 9,271 84,449 93,720 19,332 2017 The Pointe at Creedmoor Raleigh, NC — 7,507 5,454 — 82 7,507 5,536 13,043 1,670 2016 The Shoppes at Davis Lake Charlotte, NC — 6,232 12,903 — — 6,232 12,903 19,135 341 2023 The Shops at Town Center Germantown, MD — 19,998 29,776 — 1,110 19,998 30,886 50,884 7,525 2017 Thomas Crossroads Newnan, GA — 1,622 8,322 — 1,944 1,622 10,266 11,888 4,853 2009 Travilah Square Rockville, MD — 8,964 39,836 — 607 8,964 40,443 49,407 5,914 2019 University Oaks Shopping Center Round Rock, TX — 7,250 25,326 ( 170 ) 8,934 7,080 34,260 41,340 17,141 2010 Westfork Plaza & Paraiso Parc Pembroke Pines, FL — 28,267 124,019 — 6,129 28,267 130,148 158,415 31,238 2017 F-31 INVENTRUST PROPERTIES CORP. Schedule III - Real Estate and Accumulated Depreciation (amounts stated in thousands) Initial Cost (A) Gross amount at which carried at end of period PROPERTY NAME Location Encumbrance Land Buildings and Improvements Adjustments to Land Basis (B) Adjustments to Basis (B) Land Buildings and Improvements Total (C) Accumulated Depreciation (D,E) Year Acquired Westpark Shopping Center Glen Allen, VA $ — $ 7,462 $ 24,164 $ ( 4 ) $ 5,215 $ 7,458 $ 29,379 $ 36,837 $ 7,852 2013 Windward Commons Alpharetta, GA — 12,823 13,779 ( 171 ) 881 12,652 14,660 27,312 4,138 2016 Total corporate assets — — — — 3,619 — 3,619 3,619 1,382 - Total $ 168,548 $ 685,679 $ 1,844,726 $ 8,989 $ 111,391 $ 694,668 $ 1,956,117 $ 2,650,785 $ 461,352 Construction in progress — — — 5,889 — 5,889 5,889 — Total investment properties $ 685,679 $ 1,844,726 $ 8,989 $ 117,280 $ 694,668 $ 1,962,006 $ 2,656,674 $ 461,352 F-32 INVENTRUST PROPERTIES CORP. Schedule III - Real Estate and Accumulated Depreciation (amounts stated in thousands) Notes to Schedule III The aggregate cost of real estate owned at December 31, 2023 for federal income tax purposes was approximately $ 2,996,600 (unaudited). (A) The initial cost to the Company represents the original purchase price of the asset, including amounts incurred subsequent to acquisition which were contemplated at the time the property was acquired. (B) Cost capitalized subsequent to acquisition includes additional tangible costs associated with investment properties. Amount also includes impairment charges recorded subsequent to acquisition to reduce basis. (C) Reconciliation of total investment properties: 2023 2022 2021 Balance at January 1, $ 2,481,662 $ 2,273,103 $ 2,221,689 Acquisitions and capital improvements 191,666 307,177 71,324 Disposals and write-offs of assets no longer in service ( 16,654 ) ( 98,618 ) ( 19,910 ) Balance at December 31, $ 2,656,674 $ 2,481,662 $ 2,273,103 (D) Reconciliation of accumulated depreciation: 2023 2022 2021 Balance at January 1, $ 389,361 $ 350,256 $ 292,248 Depreciation expense 78,560 71,428 66,275 Disposal and write-offs of assets no longer in service ( 6,569 ) ( 32,323 ) ( 8,267 ) Balance at December 31, $ 461,352 $ 389,361 $ 350,256 (E) Depreciation is computed based upon the following estimated lives: Buildings and other improvements 15 - 30 years Tenant improvements Life of the lease Furniture, fixtures and equipment 3 - 20 years F-33