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, 2024, 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, 2024, were effective at a reasonable assurance level for the purpose of ensuring that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, 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, 2024, 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 concluded that our internal control over financial reporting was effective as of December 31, 2024. 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, 2024, 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. 36 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, 2025: Name Age Position at IVT Principal Employment Daniel J. Busch 43 President, Chief Executive Officer & Director Same Christy L. David 46 Executive Vice President, Chief Operating Officer, General Counsel and Secretary Same Michael D. Phillips 43 Executive Vice President, Chief Financial Officer and Treasurer Same Stuart Aitken 53 Director President and Chief Executive Officer of Circana, a market research and technology company Amanda Black 49 Director Former Global Chief Investment Officer and Managing Director of JLP Asset Management, a real estate investment firm Thomas F. Glavin 65 Director Owner of Thomas F. Glavin & Associates, Inc., a certified public accounting firm Scott A. Nelson 68 Director Principal of SAN Property Advisors, a retail real estate advisory firm Paula Saban 71 Director Development Director of Interim Execs, a placement firm for interim CXO's Smita N. Shah 51 Director Chief Executive Officer of SPAAN Tech, Inc., an architecture, engineering, and project management firm Michael A. Stein 75 Director Retired Julian Whitehurst 67 Director Retired We have adopted an Insider Trading Compliance Policy that governs the purchase, sale, and/or other dispositions of our securities by officers, directors and employees that is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the listing requirements of the NYSE. A copy of our Insider Trading Compliance Policy is filed as Exhibit 19.1 to this Annual Report. 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, 2024 in connection with our 2025 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, 2024 in connection with our 2025 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, 2024 in connection with our 2025 Annual Meeting of Stockholders, and is incorporated herein by reference. Equity Compensation Plan Information The following table provides information regarding our equity compensation plans approved by stockholders as of December 31, 2024. I II 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 ) Incentive Award Plan (b) 1,334,503 2,854,824 ESPP N/A 3,274,365 Total 6,129,189 (a) Represents restricted share unit ("RSU") awards outstanding under the Incentive Award Plan as of December 31, 2024. (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, 2024 was $17.71. 37 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, 2024 in connection with our 2025 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, 2024 in connection with our 2025 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, 2024 and 2023 F- 5 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2024, 2023 and 2022 F- 6 Consolidated Statements of Equity for the years ended December 31, 2024, 2023 and 2022 F- 7 Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022 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) 38 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 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) 10.3.1^ 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) 10.3.3^ Second Amendment to InvenTrust Properties Corp. 2015 Incentive Award Plan, dated March 20, 2024 (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on May 10, 2024) 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 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) 10.6^ 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) 10.7^* Form of Director Restricted Stock Unit Agreement 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 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) 10.11 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) 10.12^ 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) 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 (incorporated by reference to Exhibit 10.13.3 to the Registrant's Form 10-K, as filed by the Registrant on February 14, 2024) 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) 39 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 (incorporated by reference to Exhibit 10.14.3 to the Registrant's Form 10-K, as filed by the Registrant on February 14, 2024) 10.14.4 Third Amendment dated as of October 23, 2024 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 10.1 to the Registrant’s Form 8-K, as filed by the Registrant with the SEC on October 25, 2024) 10.15 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) 19.1* InvenTrust Properties Corp. Insider Trading Compliance Policy 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 (incorporated by reference to Exhibit 97.1 to the Registrant’s Form 10-K, as filed by the Registrant with the SEC on February 14, 2024) 101 The following financial information from our Annual Report for the year ended December 31, 2024, filed with the Securities and Exchange Commission on February 13, 2025, is formatted in Extensible Business Reporting Language ("XBRL"): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Income (Loss), (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. 40 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 13, 2025 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 13, 2025 Name: Daniel J. Busch By: /s/ Michael Phillips Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer) February 13, 2025 Name: Michael Phillips By: /s/ David Bryson Senior Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) February 13, 2025 Name: David Bryson By: /s/ Stuart Aitken Director February 13, 2025 Name: Stuart Aitken By: /s/ Amanda Black Director February 13, 2025 Name: Amanda Black By: /s/ Thomas F. Glavin Director February 13, 2025 Name: Thomas F. Glavin By: /s/ Scott A. Nelson Director February 13, 2025 Name: Scott A. Nelson By: /s/ Paula J. Saban Director February 13, 2025 Name: Paula J. Saban By: /s/ Smita N. Shah Director February 13, 2025 Name: Smita N. Shah By: /s/ Michael A. Stein Director February 13, 2025 Name: Michael A. Stein By: /s/ Julian E. Whitehurst Director February 13, 2025 Name: Julian E. Whitehurst 41 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, 2024 and 2023 F- 5 Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 31, 2024, 2023 and 2022 F- 6 Consolidated Statements of Equity for the years ended December 31, 2024, 2023 and 2022 F- 7 Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022 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, 2024 and 2023, the related consolidated statements of operations and comprehensive income (loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2024, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2024, 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, 2024, 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 13, 2025 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 a separate opinion 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, 2024 was $2,327 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 design and tested the operating effectiveness of internal controls related to the Company’s process to evaluate potential changes in the estimated hold period of individual real estate properties. We evaluated the Company’s consideration of individual real estate properties for potential reductions in expected hold period by: • 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 13, 2025 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, 2024, 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, 2024, 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, 2024 and 2023, the related consolidated statements of operations and comprehensive income (loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes and financial statement schedule III (collectively, the consolidated financial statements), and our report dated February 13, 2025 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 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 13, 2025 F-4 INVENTRUST PROPERTIES CORP. Consolidated Balance Sheets (in thousands, except share amounts) As of December 31 2024 2023 Assets Investment properties Land $ 712,827 $ 694,668 Building and other improvements 2,116,092 1,956,117 Construction in progress 9,951 5,889 Total 2,838,870 2,656,674 Less accumulated depreciation ( 511,969 ) ( 461,352 ) Net investment properties 2,326,901 2,195,322 Cash, cash equivalents and restricted cash 91,221 99,763 Intangible assets, net 137,420 114,485 Accounts and rents receivable 36,131 35,353 Deferred costs and other assets, net 44,277 42,408 Total assets $ 2,635,950 $ 2,487,331 Liabilities Debt, net $ 740,415 $ 814,568 Accounts payable and accrued expenses 46,418 44,583 Distributions payable 17,512 14,594 Intangible liabilities, net 42,897 30,344 Other liabilities 28,703 29,198 Total liabilities 875,945 933,287 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, 77,450,794 shares issued and outstanding as of December 31, 2024 and 67,807,831 shares issued and outstanding as of December 31, 2023 77 68 Additional paid-in capital 5,730,367 5,468,728 Distributions in excess of accumulated net income ( 3,984,865 ) ( 3,932,826 ) Accumulated comprehensive income 14,426 18,074 Total stockholders' equity 1,760,005 1,554,044 Total liabilities and stockholders' equity $ 2,635,950 $ 2,487,331 See accompanying notes to the consolidated financial statements. F-5 INVENTRUST PROPERTIES CORP. Consolidated Statements of Operations and Comprehensive Income (Loss) (in thousands, except share and per share amounts) Year Ended December 31 2024 2023 2022 Income Lease income, net $ 272,440 $ 257,146 $ 232,980 Other property income 1,534 1,450 1,161 Other fee income — 80 2,566 Total income 273,974 258,676 236,707 Operating expenses Depreciation and amortization 113,948 113,430 94,952 Property operating 43,413 42,832 40,239 Real estate taxes 36,441 34,809 32,925 General and administrative 33,172 31,797 33,342 Total operating expenses 226,974 222,868 201,458 Other (expense) income Interest expense, net ( 37,100 ) ( 38,138 ) ( 26,777 ) Loss on extinguishment of debt — ( 15 ) ( 181 ) Impairment of real estate assets ( 3,854 ) — — Gain on sale of investment properties, net 3,857 2,691 38,249 Equity in (losses) earnings of unconsolidated entities — ( 557 ) 3,663 Other income and expense, net 3,755 5,480 2,030 Total other (expense) income, net ( 33,342 ) ( 30,539 ) 16,984 Net income $ 13,658 $ 5,269 $ 52,233 Weighted-average common shares outstanding, basic 70,394,448 67,531,898 67,406,233 Weighted-average common shares outstanding, diluted 71,010,568 67,813,180 67,525,935 Net income per common share - basic $ 0.19 $ 0.08 $ 0.77 Net income per common share - diluted $ 0.19 $ 0.08 $ 0.77 Comprehensive income Net income $ 13,658 $ 5,269 $ 52,233 Unrealized gain on derivatives 9,019 6,228 32,052 Reclassification to net income ( 12,667 ) ( 14,875 ) ( 1,009 ) Comprehensive income (loss) $ 10,010 $ ( 3,378 ) $ 83,276 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, 2022 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 ($ 0.8208 per common share) — — — ( 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 ($ 0.8620 per common share) — — — ( 58,248 ) — ( 58,248 ) Stock-based compensation, net 127,238 1 7,427 — — 7,428 Issuance of common stock under ATM Program, 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 Net income — — — 13,658 — 13,658 Unrealized gain on derivatives — — — — 9,019 9,019 Reclassification from interest expense, net — — — — ( 12,667 ) ( 12,667 ) Distributions declared ($ 0.9052 per common share) — — — ( 65,697 ) — ( 65,697 ) Issuance of common stock under offering, net 9,200,000 9 245,834 — — 245,843 Issuance of common stock under ATM Program, net 254,082 — 7,620 — — 7,620 Stock-based compensation, net 188,881 — 8,185 — — 8,185 Ending balance, December 31, 2024 77,450,794 $ 77 $ 5,730,367 $ ( 3,984,865 ) $ 14,426 $ 1,760,005 See accompanying notes to the consolidated financial statements. F-7 INVENTRUST PROPERTIES CORP. Consolidated Statements of Cash Flows (in thousands) Year Ended December 31 2024 2023 2022 Cash flows from operating activities: Net income $ 13,658 $ 5,269 $ 52,233 Adjustments to reconcile to net cash provided by operating activities: Depreciation and amortization 113,948 113,430 94,952 Amortization of market-lease intangibles and inducements, net ( 2,804 ) ( 3,343 ) ( 5,589 ) Amortization of debt discounts and financing costs 2,403 4,113 2,816 Straight-line rent adjustments, net ( 3,400 ) ( 3,349 ) ( 3,815 ) Impairment of real estate assets 3,854 — — Provision for (reversal of) estimated credit losses 430 1,033 ( 267 ) Gain on sale of investment properties, net ( 3,857 ) ( 2,691 ) ( 38,249 ) Loss on extinguishment of debt — 15 181 Equity in losses (earnings) of unconsolidated entities — 557 ( 3,663 ) Distributions from unconsolidated entities — — 9,350 Stock-based compensation, net 9,896 9,021 6,541 Changes in operating assets and liabilities: Accounts and rents receivable 1,512 1,483 ( 999 ) Deferred costs and other assets, net ( 236 ) 91 317 Accounts payable and accrued expenses 511 2,054 8,411 Other liabilities 961 1,938 3,576 Net cash provided by operating activities 136,876 129,621 125,795 Cash flows from investing activities: Purchase of investment properties ( 268,125 ) ( 152,047 ) ( 235,001 ) Capital investments and leasing costs ( 36,116 ) ( 35,744 ) ( 33,183 ) Proceeds from the sale of investment properties, net 65,062 12,559 77,538 Distributions from unconsolidated entities — 95,065 47,355 Other investing activities, net ( 1,356 ) 449 ( 1,170 ) Net cash used in investing activities ( 240,535 ) ( 79,718 ) ( 144,461 ) Cash flows from financing activities: Payment of tax withholdings for share-based compensation ( 2,598 ) ( 1,583 ) ( 1,581 ) Proceeds from sale of common stock under offering 257,600 — — Proceeds from sale of common stock under ATM Program 8,138 5,165 — Proceeds from sale of common stock under ESPP 280 235 — Payment of common stock offering costs ( 12,078 ) ( 341 ) — Distributions to stockholders ( 62,779 ) ( 57,491 ) ( 55,302 ) Proceeds from line of credit 10,000 30,000 112,000 Repayments of line of credit ( 10,000 ) ( 30,000 ) ( 143,000 ) Proceeds from senior notes — — 250,000 Payoffs of debt ( 88,168 ) ( 33,700 ) ( 47,052 ) Principal payments on mortgage debt — ( 32 ) ( 842 ) Payment of financing costs ( 5,278 ) ( 175 ) ( 2,387 ) Other financing activities — 20 ( 262 ) Net cash provided by (used in) financing activities 95,117 ( 87,902 ) 111,574 Net decrease in cash, cash equivalents and restricted cash ( 8,542 ) ( 37,999 ) 92,908 Cash, cash equivalents and restricted cash at beginning of year 99,763 137,762 44,854 Cash, cash equivalents and restricted cash at end of year $ 91,221 $ 99,763 $ 137,762 F-8 INVENTRUST PROPERTIES CORP. Consolidated Statements of Cash Flows (in thousands) Year Ended December 31 2024 2023 2022 Supplemental disclosure of cash flow information: Cash flow disclosure, including non-cash investing and financing activities: Cash paid for interest, net of capitalized interest $ 35,605 $ 33,093 $ 18,705 Cash paid (refunded) for income taxes, net of (payments) refunds 530 209 ( 386 ) Previously held equity investments in real estate assets acquired — 39,603 — Distributions payable to stockholders 17,512 14,594 13,837 Accrued capital investments and leasing costs 3,620 2,562 3,136 Capitalized costs placed in service 14,948 16,402 17,895 Gross issuance of shares for share-based compensation 7,662 4,558 6,224 Purchase of investment properties: Net investment properties $ 245,355 $ 200,085 $ 280,938 Accounts and rents receivable, lease intangibles, and deferred costs and other assets 54,041 52,871 47,019 Accounts payable and accrued expenses, lease intangibles, and other liabilities ( 18,681 ) ( 9,133 ) ( 13,075 ) Assumption of mortgage debt, at fair value ( 12,590 ) ( 91,776 ) ( 79,881 ) Cash outflow for purchase of investment properties, net 268,125 152,047 235,001 Assumption of mortgage principal 13,000 92,468 80,380 Capitalized acquisition costs ( 1,116 ) ( 150 ) ( 1,079 ) Credits, prorations, and other changes in cash outflow, net 2,061 ( 365 ) 4,768 Gross acquisition price of investment properties $ 282,070 $ 244,000 $ 319,070 Sale of investment properties: Net investment properties $ 59,912 $ 10,086 $ 66,294 Accounts and rents receivable, lease intangibles, and deferred costs and other assets 1,564 297 4,200 Accounts payable and accrued expenses, lease intangibles, and other liabilities ( 271 ) ( 515 ) ( 2,575 ) Debt assumed by buyer through disposition of property — — ( 28,552 ) Gain on sale of investment properties, net 3,857 2,691 38,249 Loss on extinguishment of debt — — ( 78 ) Proceeds from sale of investment properties, net 65,062 12,559 77,538 Assumption of mortgage principal — — 28,630 Credits, prorations, and other changes in cash inflow, net 3,490 583 4,282 Gross disposition price of investment properties $ 68,552 $ 13,142 $ 110,450 See accompanying notes to the consolidated financial statements. F-9 INVENTRUST PROPERTIES CORP. Notes to Consolidated Financial Statements December 31, 2024, 2023 and 2022 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, 2024 and 2023: As of December 31 2024 2023 No. of properties 68 62 Gross Leasable Area (square feet) 10,972 10,324 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, 2024 and 2023, 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. 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, the Company's acquisitions of real estate qualify as asset acquisitions. F-11 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. 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. F-12 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. 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 $ 3,826 and $ 3,378 as of December 31, 2024 and 2023, respectively. Restricted cash often consists of lenders' escrows, operating real estate escrows for taxes, insurance, capital expenditures, payments required under certain lease agreements, funds restricted through the Company's wholly-owned captive insurance company, and funds held in escrow for future acquisitions. 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" . F-13 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, 2024, 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 re-measured. 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 or four 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. Shares related to performance-based awards are issued 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. Shares related to market-based awards are issued within 65 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. 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. F-14 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, 2024, 2023, and 2022 the Company did not have any operations within TRSs. Income tax expense for the years ended December 31, 2024, 2023 and 2022 generally pertains to Texas margin tax. The Company has accrued no material interest or penalties relating to income taxes. As of December 31, 2024, the Company's 2024, 2023, and 2022 tax years remain subject to examination by U.S. and various state tax jurisdictions. Recently Issued Accounting Pronouncements Adopted 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) The Accounting Standards Update ("ASU") is intended to improve financial reporting by requiring enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker so investors can better understand an entity's overall performance and assess future cash flows. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. January 2024 The Company has evaluated this guidance and determined that its impact is limited to incremental disclosure and will not have an impact on the Company's financial position, results of operations, or cash flows. The incremental disclosures pertaining to the Company's single reportable segment have been included in "Note 12. Segment Information" . Recently Issued Accounting Pronouncements Not Yet Adopted Standard Description Effective date Effect on the financial statements or other significant matters ASU No. 2024-03 Disaggregation of Income Statement Expenses (Subtopic 220-40) and related updates The ASU is intended to improve financial reporting by requiring more granular disclosures about an entity’s expenses so investors can better understand performance, prospects for future cash flows and comparability over time. The primary goal is to improve the decision-usefulness of expense information through disaggregation of relevant expense captions in the notes to the financial statements. Annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. The Company continues to evaluate this guidance and expects the impact to be limited to incremental disclosure. The Company does not expect the standard 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 tables 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, 2024 2025 $ 209,875 2026 195,712 2027 163,117 2028 136,608 2029 106,862 Thereafter 377,780 Total $ 1,189,954 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-six years . The following table reflects the disaggregation of lease income, net: Year Ended December 31 2024 2023 2022 Minimum base rent $ 175,068 $ 165,267 $ 145,467 Real estate tax recoveries 33,343 31,220 30,107 Common area maintenance, insurance, and other recoveries 33,003 30,731 28,072 Ground rent income 19,321 19,044 14,991 Amortization of market-lease intangibles and inducements, net 2,804 3,343 5,589 Short-term and other lease income 4,567 4,389 4,333 Lease termination income 1,364 836 339 Straight-line rent adjustments, net 3,400 3,349 3,815 (Provision for) reversal of uncollectable billed rent and recoveries ( 430 ) ( 1,033 ) 267 Lease income, net $ 272,440 $ 257,146 $ 232,980 F-16 4. Acquired Properties The following table reflects the retail properties acquired during the year ended December 31, 2024: Date Property Market Square Feet Gross Acquisition Price Intangible Assets Intangible Liabilities Assumption of Mortgage Debt 2/1/24 The Plant (a) Phoenix, AZ 57 $ 29,500 $ 4,467 $ 540 $ 13,000 4/9/24 Moores Mill Atlanta Metro Area, GA 70 28,000 6,710 1,451 — 6/13/24 Maguire Groves (b) Orlando-Kissimmee, FL 33 16,100 1,652 406 — 8/6/24 Scottsdale North Marketplace Phoenix, AZ 66 23,000 2,691 1,295 — 10/9/24 Stonehenge Village Richmond, VA 214 62,100 10,630 3,725 — 11/26/24 The Forum Cape Coral-Fort Myers, FL 186 41,370 12,359 2,736 — 12/18/24 Market at Mill Creek Charleston-Berkeley-Dorchester, SC 80 27,300 6,109 1,432 — 12/18/24 Nexton Square Charleston-Berkeley-Dorchester, SC 134 54,700 9,410 5,850 — 840 $ 282,070 $ 54,028 $ 17,435 $ 13,000 (a) The Company recognized a fair value adjustment of $ 410 related to the mortgage payable secured by the property. (b) Maguire Groves is immediately adjacent to Plantation Grove, a Publix anchored neighborhood center wholly-owned by the Company. The Company operates these properties under the Plantation Grove name. The following table reflects the retail properties acquired during the year ended December 31, 2023: Date Property Market Square Feet Gross Acquisition Price Intangible Assets Intangible Liabilities Assumption of Mortgage Debt 1/18/23 Bay Colony (a) Houston-Sugar Land-Baytown, TX 416 $ 79,100 $ 16,586 $ 1,937 $ 41,969 1/18/23 Blackhawk Town Center (a) Houston-Sugar Land-Baytown, TX 127 26,300 3,123 184 13,008 1/18/23 Cyfair Town Center (a) Houston-Sugar Land-Baytown, TX 433 79,200 17,229 4,160 30,880 1/18/23 Stables Town Center (a) Houston-Sugar Land-Baytown, TX 148 37,000 8,155 676 6,611 6/2/23 The Shoppes at Davis Lake Charlotte-Gastonia-Concord, NC 91 22,400 3,551 123 — 1,215 $ 244,000 $ 48,644 $ 7,080 $ 92,468 (a) These retail properties were acquired from the Company's former unconsolidated joint venture. See "Note 6. Investment in Unconsolidated Entities". The Company recognized a fair value adjustment of $ 692 related to the pooled mortgage debt on these properties. Retail properties acquired during the years ended December 31, 2024 and 2023 were accounted for as asset acquisitions. The Company capitalized acquisition costs of $ 1,116 and $ 150 for retail properties acquired during the years ended December 31, 2024 and 2023, respectively. F-17 5. Disposed Properties The following table reflects the real property disposed of during the year ended December 31, 2024: Date Property Market Square Feet Gross Disposition Price Gain (Loss) on Sale, net 7/22/24 Eldridge Town Center & Windermere Village (a) Houston - Sugar Land - Baytown, TX N/A $ 602 $ 334 10/31/24 Stevenson Ranch So. California - Los Angeles, CA 187 57,800 ( 614 ) 12/13/24 Eldridge Town Center & Windermere Village (b) Houston - Sugar Land - Baytown, TX 31 10,150 4,137 218 $ 68,552 $ 3,857 (a) This disposition was related to the completion of a partial condemnation at one retail property. (b) This disposition included the sale of an outparcel at Eldridge Town Center and the entirety of Windermere Village. Subsequent to the transaction, the Company continues to operate the remaining property under the Eldridge Town Center name. The following table reflects the real property disposed of during the year ended December 31, 2023: Date Property Market Square Feet Gross Disposition Price Gain on Sale 06/20/23 Shops at Galleria (a) Austin - Round Rock, TX N/A $ 1,692 $ 984 8/25/23 Trowbridge Crossing Atlanta Metro Area, 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. 6. Investment in Unconsolidated Entities Joint Venture Interest in IAGM On April 17, 2013, the Company and PGGM Private Real Estate Fund formed IAGM Retail Fund I, LLC ("IAGM"), a joint venture partnership in which the Company owned a 55 % interest, 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. 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. 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. 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 amortized it to interest expense, net, through the instruments' maturity date of November 2, 2023. F-18 7. Intangible Assets, Liabilities, and Deferred Leasing Costs The following table summarizes the Company's intangible assets, intangible liabilities, and deferred leasing costs: As of December 31 2024 2023 Intangible assets: In-place leases $ 216,175 $ 183,139 Above-market leases 16,053 17,967 Intangible assets 232,228 201,106 Accumulated amortization: In-place leases ( 87,104 ) ( 78,177 ) Above-market leases ( 7,704 ) ( 8,444 ) Accumulated amortization ( 94,808 ) ( 86,621 ) Intangible assets, net $ 137,420 $ 114,485 Intangible liabilities: Below-market leases $ 65,776 $ 52,412 Accumulated amortization ( 22,879 ) ( 22,068 ) Intangible liabilities, net $ 42,897 $ 30,344 Deferred leasing costs: Leasing costs $ 25,132 $ 22,621 Accumulated amortization ( 8,993 ) ( 7,626 ) Deferred leasing costs, net $ 16,139 $ 14,995 The following table summarizes the amortization related to intangible assets, intangible liabilities, and deferred leasing costs: Year ended December 31 2024 2023 2022 Intangible assets: In-place leases $ 28,133 $ 32,179 $ 20,993 Above-market leases 2,452 2,977 2,018 Amortization of intangible assets $ 30,585 $ 35,156 $ 23,011 Intangible liabilities: Amortization of below-market leases $ 4,879 $ 5,976 $ 7,403 Deferred leasing costs: Amortization of deferred leasing costs $ 3,213 $ 2,691 $ 2,533 The following table summarizes the amortization during the next five years and thereafter related to intangible assets, intangible liabilities, and deferred leasing costs as of December 31, 2024: Year ending December 31, In-place leases Above market leases Below market leases Deferred leasing costs 2025 $ 29,159 $ 2,143 $ 5,196 $ 2,630 2026 23,450 1,719 4,649 2,463 2027 17,375 1,273 3,722 2,203 2028 13,323 967 3,205 1,910 2029 9,426 616 2,894 1,631 Thereafter 36,338 1,631 23,231 5,302 Total $ 129,071 $ 8,349 $ 42,897 $ 16,139 F-19 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, 2024 and 2023, 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. 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. On June 5, 2024, the Company extinguished the $ 7.3 million and $ 8.4 million pooled mortgages payable secured by Plantation Grove and Suncrest Village, respectively, with its available liquidity. On September 27, 2024, the Company extinguished the remaining $ 72.5 million pooled mortgage payable secured by Cyfair Town Center, Bay Colony, and Stables Town Center with its available liquidity. 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 October 23, 2024, the Company entered into a third amendment to the Amended Revolving Credit Agreement, which provides for, among other things, an increase in the revolving commitments thereunder from $ 350.0 million to $ 500.0 million and an extension of the maturity date to January 15, 2029, with one 6-month extension option. 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-20 The following table summarizes the Company's debt as of December 31, 2024 and 2023: Interest Rate Type As of December 31, 2024 As of December 31, 2023 Maturity Date Interest Rate Amount Interest Rate Amount Mortgages Payable Fixed rate mortgages payable Various Fixed 3.97 % (a) $ 93,380 4.01 % (a) $ 96,080 Variable rate mortgages payable (b) N/A Variable N/A — 1M SOFR+ 1.65 % (c) 72,468 Total 93,380 168,548 Term Loans $ 200.0 million 5 year 9/22/26 Fixed 2.81 % (d) 100,000 2.81 % (d) 100,000 $ 200.0 million 5 year 9/22/26 Fixed 2.81 % (d) 100,000 2.81 % (d) 100,000 $ 200.0 million 5.5 year 3/22/27 Fixed 2.78 % (d) 50,000 2.77 % (d) 50,000 $ 200.0 million 5.5 year 3/22/27 Fixed 2.84 % (d) 50,000 2.76 % (d) 50,000 $ 200.0 million 5.5 year 3/22/27 Fixed 4.99 % (d) 100,000 4.99 % (d) 100,000 Total 400,000 400,000 Senior Notes $ 150.0 million Series A Notes 8/11/29 Fixed 5.07 % 150,000 5.07 % 150,000 $ 100.0 million Series B Notes 8/11/32 Fixed 5.20 % 100,000 5.20 % 100,000 Total 250,000 250,000 Revolving Line of Credit $ 500.0 million total capacity (e) 1/15/29 Variable 1M SOFR + 1.15 % (c)(f) — 1M SOFR + 1.14 % (c)(f) — Total debt 4.03 % 743,380 4.29 % 818,548 Debt discounts and financing costs, net ( 2,965 ) ( 3,980 ) Debt, net $ 740,415 $ 814,568 (a) Interest rates reflect the weighted average of the Company's mortgages payable. (b) These mortgages payable were cross-collateralized by three properties and were extinguished on September 27, 2024. (c) As of December 31, 2024 and 2023, 1-Month Term SOFR was 4.33 % and 5.35 %, respectively. (d) Interest rates reflect the fixed rates achieved through the Company's interest rate swaps. (e) Prior to the third amendment, the total capacity on the Revolving Line of Credit was $ 350.0 million. (f) 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, 2024: Scheduled maturities by year: Principal Balance 2025 $ 35,880 2026 — 2027 26,000 2028 — 2029 31,500 Thereafter — Total $ 93,380 F-21 Interest Rate Swaps As of December 31, 2024, the Company is party to five effective interest rate swap agreements which achieve fixed interest rates through the maturity dates of the Amended Term Loan Agreement. The following table summarizes the Company's five effective interest rate swaps as of December 31, 2024: Interest Rate Swaps Effective Date Termination Date InvenTrust Receives InvenTrust Pays Fixed Rate of Fixed Rate Achieved Notional Amount 5.5 Year Term Loan 4/3/23 3/22/27 1-Month SOFR 3.69 % 4.99 % $ 100,000 5 Year Term Loan 12/21/23 9/22/26 1-Month SOFR 1.51 % 2.81 % 100,000 5 Year Term Loan 12/21/23 9/22/26 1-Month SOFR 1.51 % 2.81 % 100,000 5.5 Year Term Loan 6/21/24 3/22/27 1-Month SOFR 1.54 % 2.84 % 50,000 5.5 Year Term Loan 6/21/24 3/22/27 1-Month SOFR 1.48 % 2.78 % 50,000 $ 400,000 The following table summarizes the Company's five effective and two forward interest rate swaps as of December 31, 2023: Interest Rate Swaps Effective Date Termination Date InvenTrust Receives InvenTrust Pays Fixed Rate of Fixed Rate Achieved Notional Amount 5.5 Year Term Loan 12/2/19 6/21/24 1-Month SOFR 1.47 % 2.77 % $ 50,000 5.5 Year Term Loan 12/2/19 6/21/24 1-Month SOFR 1.46 % 2.76 % 50,000 5.5 Year Term Loan 4/3/23 3/22/27 1-Month SOFR 3.69 % 4.99 % 100,000 5 Year Term Loan 12/21/23 9/22/26 1-Month SOFR 1.51 % 2.81 % 100,000 5 Year Term Loan 12/21/23 9/22/26 1-Month SOFR 1.51 % 2.81 % 100,000 $ 400,000 5.5 Year Term Loan 6/21/24 3/22/27 1-Month SOFR 1.48 % 2.78 % $ 50,000 5.5 Year Term Loan 6/21/24 3/22/27 1-Month SOFR 1.54 % 2.84 % 50,000 $ 100,000 The following table summarizes the effects of derivative financial instruments on the consolidated financial statements for the years ended December 31, 2024, 2023 and 2022: 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 2024 2023 2022 2024 2023 2022 2024 2023 2022 Unrealized gain on derivatives $ 9,019 $ 6,228 $ 32,052 Interest expense, net $ 12,667 $ 14,875 $ 1,009 Interest expense, net $ 37,100 $ 38,138 $ 26,777 F-22 9. Fair Value Measurements Recurring Measurements The following financial instruments are remeasured at fair value on a recurring basis: Fair Value Measurements as of December 31, 2024 December 31, 2023 Cash Flow Hedges: (a) (b) Level 1 Level 2 (c) Level 3 Level 1 Level 2 (c) Level 3 Derivative interest rate swaps — $ 14,426 — — $ 18,074 — (a) During the twelve months subsequent to December 31, 2024, an estimated $ 8,083 of derivative interest rate balances recognized in accumulated comprehensive income will be reclassified into earnings. (b) As of December 31, 2024 and 2023, 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) Derivative assets or liabilities are recognized as a part of deferred costs and other assets, net or other liabilities, respectively. Level 1 At December 31, 2024 and 2023, 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, 2024 and 2023, the Company had no Level 3 recurring fair value measurements. Non-Recurring Measurements Investment Properties During the year ended December 31, 2024, the Company recorded an impairment of real estate assets of $ 3,854 on one retail property after receiving and accepting a letter of intent to purchase the property for less than its carrying value. The estimated fair value of the property was based on this negotiated letter of intent. The property was sold on October 31, 2024 for $ 57,800 , resulting in a loss on sale of $ 614 , which was primarily closing costs. 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, 2024 and 2023: December 31, 2024 December 31, 2023 Carrying Value Estimated Fair Value Market Interest Rate Carrying Value Estimated Fair Value Market Interest Rate Mortgages payable $ 93,380 $ 87,576 6.64 % $ 168,548 $ 161,320 6.86 % Senior notes 250,000 236,480 6.23 % 250,000 233,635 6.31 % Term loans 400,000 400,170 5.29 % 400,000 399,539 5.10 % 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-23 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 stock-based compensation plans. The following table reconciles the amounts used in calculating basic and diluted EPS: Year ended December 31 2024 2023 2022 Numerator: Net income attributed to common shares - basic and diluted $ 13,658 $ 5,269 $ 52,233 Denominator: Weighted average common shares outstanding - basic 70,394,448 67,531,898 67,406,233 Dilutive effect of unvested restricted shares 616,120 281,282 119,702 Weighted average common shares outstanding - diluted 71,010,568 67,813,180 67,525,935 Basic and diluted earnings per common share: Net income per common share - basic $ 0.19 $ 0.08 $ 0.77 Net income per common share - diluted $ 0.19 $ 0.08 $ 0.77 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. As of December 31, 2024, $ 236.7 million of common stock remains available for issuance under the ATM Program. The following table summarizes the Company's activity under the ATM Program: Number of Shares Issued Weighted Average Price Gross Proceeds Commissions Net Proceeds Quarter ended December 31, 2023 208,040 $ 26.13 $ 5,437 $ 68 $ 5,369 Quarter ended December 31, 2024 254,082 $ 30.96 $ 7,866 $ 99 $ 7,767 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, 2024, the Company has not repurchased any common stock under the SRP. Common Stock Offering On September 25, 2024, the Company completed an underwritten public offering of its common stock at a price to the public of $ 28.00 per share. The Company issued and sold 9,200,000 shares of its common stock, including 1,200,000 shares issued in connection with the full exercise of the underwriters' over-allotment option. The Company received $ 247.3 million of net proceeds, after deducting $ 10.3 million in underwriting discounts and commissions. F-24 11. Stock-Based Compensation Incentive Award Plan The Company's Board adopted the InvenTrust Properties Corp. 2015 Incentive Award Plan effective as of June 19, 2015 (the "Incentive Award Plan"). On May 6, 2016, the Board adopted the first amendment to the Incentive Award Plan and on March 20, 2024, the Board adopted the second amendment to the Incentive Award Plan (collectively, the "Amendments"). The Company's stockholders approved the Incentive Award Plan, as amended by the Amendments, on May 7, 2024, which, among other things, increased the aggregate number of shares of common stock that may be issued pursuant to awards granted under the Incentive Award Plan (the "Share Limit") by 2,750,000 shares to 5,750,000 shares. Any forfeited awards or unearned performance shares subject to an award are added back to the Share Limit. As of December 31, 2024, outstanding restricted stock unit ("RSU") awards are categorized as either time-based awards or market-based awards. All awards are granted at fair value, earn dividends throughout the vesting period, and have no voting rights. As of December 31, 2024, 2,854,824 shares were available for future issuance under the Incentive Award Plan. 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 2024 2023 2022 Volatility 31.00 % 34.00 % 33.89 % Risk free interest rate 4.42 % 4.45 % 0.79 % - 1.76 % Dividend Yield 3.40 % 3.20 % 3.24 % The following table summarizes the Company's RSU activity under the Incentive Award Plan: Unvested Time- Based RSUs Unvested Performance and Market-Based RSUs Weighted Average Grant Date Price Per Share Outstanding as of January 1, 2022 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 — ( 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 — ( 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 Shares granted 197,884 335,936 $ 19.78 Shares vested ( 155,511 ) ( 113,954 ) $ 26.33 Unearned performance shares — ( 82,665 ) $ 28.90 Shares forfeited ( 2,190 ) ( 17,360 ) $ 17.41 Outstanding as of December 31, 2024 187,775 1,146,728 $ 17.71 F-25 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 3,274,365 shares remain available as of December 31, 2024. The following table summarizes the Company's activity under the ESPP: Year ended December 31 2024 2023 Shares purchased 13,907 11,728 Discounted issuance price $ 20.14 $ 20.07 Issuance proceeds $ 280 $ 235 Stock-Based Compensation Expense The following table summarizes the Company's stock-based compensation expense: Year ended December 31 2024 2023 2022 Incentive Award Plan, net (a) $ 9,759 $ 8,953 $ 6,541 Employee Stock Purchase Plan (b) 137 68 — Stock-based compensation expense, net $ 9,896 $ 9,021 $ 6,541 (a) As of December 31, 2024, there was $ 10,225 of total estimated unrecognized compensation expense related to the Incentive Award Plan which will be recognized through December 2027. (b) As of December 31, 2024, there was $ 76 of total estimated unrecognized compensation expense related to the ESPP which will be recognized through June 2026 . 12. Segment Information Single Reportable Segment The Company's Chief Executive Officer (the "CEO") evaluates the performance of the Company's portfolio of retail properties and determines how resources are allocated. Accordingly, the CEO has been deemed the chief operating decision maker (the "CODM"). The Company generates substantially all of its earnings from multi-tenant essential retail properties located in the Sun Belt, and the CODM regularly evaluates the performance of the Company and its retail portfolio on a consolidated basis. The CODM does not distinguish the Company's principal business, or group its operations by geography or size for the purposes of measuring performance. As the CODM reviews, analyzes, makes decisions, and allocates resources on a consolidated basis, the Company has determined it has a single operating and reportable segment, its portfolio of multi-tenant retail properties. Segment Performance The CODM believes net income or loss determined in accordance with GAAP is the most appropriate earnings measurement to assess the Company's overall performance. Additionally, the CODM evaluates the consolidated performance of the Company's portfolio of retail properties based on Net Operating Income ("NOI"), a supplemental non-GAAP measure. NOI excludes general and administrative expenses, depreciation and amortization, other income and expense, net, gains (losses) from sales of properties, gains (losses) on extinguishment of debt, impairment of real estate assets, interest expense, net, equity in (losses) earnings of unconsolidated entities, lease termination income and expense, and GAAP rent adjustments such as amortization of market lease intangibles, amortization of lease incentives, and straight-line rent adjustments ("GAAP Rent Adjustments"). The CODM believes the supplemental non-GAAP measure of NOI is an important measure in assessing operating performance and provides added comparability across periods when evaluating the Company's financial condition and operating performance that is not readily apparent from "Net income" in accordance with GAAP. Operating retail properties generally require capital investments, including value-enhancing development and redevelopment projects and leasing commissions. During the years ended December 31, 2024 and 2023, the Company spent $ 36,116 and $ 35,744 on capital investments and leasing costs, respectively. As of December 31, 2024 and 2023, total accrued capital investments and leasing costs were $ 3,620 and $ 2,562 , respectively. The measure of segment assets regularly reviewed by the CODM is reported on the consolidated balance sheets as Total assets. No single tenant comprises 10% or more of the Company's Lease income, net for any years presented. F-26 Net Operating Income The following table reconciles net income, the most directly comparable GAAP measure, to NOI: Year Ended December 31 2024 2023 2022 Net income $ 13,658 $ 5,269 $ 52,233 Adjustments to reconcile to NOI: Other income and expense, net ( 3,755 ) ( 5,480 ) ( 2,030 ) Equity in losses (earnings) of unconsolidated entities — 557 ( 3,663 ) Interest expense, net 37,100 38,138 26,777 Loss on extinguishment of debt — 15 181 Gain on sale of investment properties, net ( 3,857 ) ( 2,691 ) ( 38,249 ) Impairment of real estate assets 3,854 — — Depreciation and amortization 113,948 113,430 94,952 General and administrative 33,172 31,797 33,342 Other fee income — ( 80 ) ( 2,566 ) Adjustments to NOI (a) ( 7,548 ) ( 7,528 ) ( 9,743 ) NOI $ 186,572 $ 173,427 $ 151,234 (a) Adjustments to NOI include lease termination income and expense and GAAP Rent Adjustments. Significant Expenses The following table reflects the disaggregation of property operating expenses: Year ended December 31 2024 2023 2022 Repairs and maintenance $ 13,366 $ 14,270 $ 15,120 Payroll, benefits, and office 10,510 10,690 8,336 Utilities and waste removal 9,462 8,747 7,760 Property insurance 6,668 5,552 4,168 Security, legal, and other expenses 3,387 3,573 4,855 Lease termination expense 20 — — Property operating expenses $ 43,413 $ 42,832 $ 40,239 13. 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. During the year ended December 31, 2023, the Captive incurred no claims. During the year ended December 31, 2024, the Captive incurred estimated claims of $ 881 , of which $ 61 has been paid. F-27 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 Balance Sheet Caption December 31, 2024 December 31, 2023 Operating lease ROU assets Deferred costs and other assets, net $ 3,012 $ 3,220 Operating lease ROU accumulated amortization Deferred costs and other assets, net $ ( 1,163 ) $ ( 967 ) Operating lease liabilities Other liabilities $ 2,528 $ 3,023 Weighted-average remaining lease term 5.2 years 6.0 years Weighted-average discount rate 4.49 % 4.47 % The following table summarizes the Company's operating lease arrangements: Statement of Operations and Comprehensive Income (Loss) Caption Year ended December 31 2024 2023 Minimum lease payments General and administrative $ 559 $ 570 Variable lease payments General and administrative 300 298 Short-term lease payments General and administrative 200 114 Total lease cost $ 1,059 $ 982 The following table summarizes the Company's future minimum operating lease obligations as of December 31, 2024: Scheduled minimum payments by year: Future Minimum Lease Payments 2025 $ 511 2026 517 2027 529 2028 522 2029 493 Thereafter 293 Total expected minimum lease obligation 2,865 Less: Amount representing interest (a) ( 337 ) Present value of net minimum lease payments $ 2,528 (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. 14. Subsequent Events In preparing its consolidated financial statements, the Company evaluated events and transactions occurring after December 31, 2024 through the date the financial statements were issued for recognition and disclosure purposes. 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 $ — $ ( 528 ) $ 5,327 $ 13,805 $ 19,132 $ 3,157 2020 Bay Colony Houston, TX — 8,287 41,714 — 2,424 8,287 44,138 52,425 3,899 2023 Bay Landing Bonita Springs, FL — 1,687 9,283 — 112 1,687 9,395 11,082 1,072 2022 Bear Creek Village Center Wildomar, CA — 3,523 12,384 — ( 799 ) 3,523 11,585 15,108 5,922 2009 Bent Tree Plaza Raleigh, NC — 1,983 7,093 — 807 1,983 7,900 9,883 3,910 2009 Blackhawk Town Center Houston, TX — 10,265 6,156 — ( 40 ) 10,265 6,116 16,381 842 2023 Buckhead Crossing Atlanta, GA — 7,565 27,104 — 949 7,565 28,053 35,618 13,558 2009 Campus Marketplace San Marcos, CA — 26,928 43,445 55 1,239 26,983 44,684 71,667 12,612 2017 Cary Park Town Center Cary, NC — 5,555 17,280 — 110 5,555 17,390 22,945 4,743 2017 Commons at University Place Durham, NC — 3,198 17,909 — ( 8 ) 3,198 17,901 21,099 3,648 2019 Coweta Crossing Newnan, GA — 1,143 4,590 — ( 417 ) 1,143 4,173 5,316 2,352 2009 Custer Creek Village Richardson, TX — 4,750 12,245 — 1,433 4,750 13,678 18,428 7,349 2007 Cyfair Town Center Houston, TX — 16,184 48,566 — 828 16,184 49,394 65,578 4,339 2023 Eastfield Village Charlotte, NC — 2,327 14,321 — 337 2,327 14,658 16,985 1,444 2022 Eldorado Marketplace Frisco, TX — 15,732 49,311 — 801 15,732 50,112 65,844 9,441 2019 Eldridge Town Center Houston, TX — 3,200 16,687 1,761 5,867 4,961 22,554 27,515 10,606 2005 Escarpment Village Austin, TX 26,000 19,641 51,763 — 291 19,641 52,054 71,695 6,001 2022 Garden Village San Pedro, CA — 3,188 16,522 3,268 609 6,456 17,131 23,587 8,453 2009 Gateway Market Center St. Petersburg, FL — 13,600 4,992 — 4,983 13,600 9,975 23,575 3,946 2010 Kennesaw Marketplace Kennesaw, GA — 12,587 51,860 — 453 12,587 52,313 64,900 12,083 2018 Kyle Marketplace Kyle, TX — 6,076 48,220 711 681 6,787 48,901 55,688 12,358 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 $ 8,489 2019 Market at Mill Creek Mount Pleasant, SC — 2,435 20,324 — 12 2,435 20,336 22,771 — 2024 Market at Westlake Westlake Hills, TX — 1,200 6,274 ( 64 ) ( 42 ) 1,136 6,232 7,368 3,605 2007 Moores Mill Atlanta, GA — 5,180 17,653 — 10 5,180 17,663 22,843 495 2024 Nexton Square Summerville, SC — 9,531 41,546 — 21 9,531 41,567 51,098 — 2024 Northcross Commons Charlotte, NC — 7,591 21,303 — 905 7,591 22,208 29,799 6,415 2016 Old Grove Marketplace Oceanside, CA — 12,545 8,902 — 472 12,545 9,374 21,919 2,967 2016 Pavilion at La Quinta La Quinta, CA — 15,200 20,947 — 1,217 15,200 22,164 37,364 11,123 2009 Peachland Promenade Port Charlotte, FL — 1,742 6,502 4,158 10,674 5,900 17,176 23,076 4,183 2009 PGA Plaza Palm Beach Gardens Palm Beach Gardens, FL — 10,414 75,730 — 1,293 10,414 77,023 87,437 17,072 2018 Plantation Grove & Maguire Grove Ocoee, FL — 5,791 19,037 — 1,058 5,791 20,095 25,886 3,126 2014 & 2024 Plaza Midtown Atlanta, GA — 5,295 23,946 — 1,219 5,295 25,165 30,460 6,010 2017 Prestonwood Town Center Dallas, TX — 22,055 22,140 — 538 22,055 22,678 44,733 3,540 2021 Renaissance Center Durham, NC — 26,713 96,141 — 6,530 26,713 102,671 129,384 32,996 2016 Rio Pinar Plaza Orlando, FL — 5,171 26,903 676 1,991 5,847 28,894 34,741 9,109 2015 River Oaks Santa Clarita, CA — 24,598 88,418 — 3,228 24,598 91,646 116,244 22,416 2017 Riverview Village Arlington, TX — 6,000 9,649 — 448 6,000 10,097 16,097 5,939 2007 Riverwalk Market Flower Mound, TX — 5,931 23,922 — 366 5,931 24,288 30,219 7,228 2016 Rose Creek Woodstock, GA — 1,443 5,630 — 117 1,443 5,747 7,190 2,831 2009 Sandy Plains Centre Marietta, GA — 12,364 27,270 652 4,600 13,016 31,870 44,886 6,151 2018 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 Sarasota Pavilion Sarasota, FL $ — $ 12,000 $ 25,823 $ — $ 12,532 $ 12,000 $ 38,355 $ 50,355 $ 15,101 2010 Scofield Crossing Austin, TX — 8,100 4,992 ( 576 ) 2,923 7,524 7,915 15,439 3,453 2007 Scottsdale North Marketplace Scottsdale, AZ — 6,505 14,683 — 124 6,505 14,807 21,312 310 2024 Shops at Arbor Trails Austin, TX 31,500 28,233 76,769 — 169 28,233 76,938 105,171 9,112 2022 Shops at Fairview Town Center Fairview, TX — 7,299 25,233 — 1,188 7,299 26,421 33,720 5,053 2019 Shops at the Galleria Bee Cave, TX — 52,104 75,651 ( 597 ) 4,437 51,507 80,088 131,595 24,981 2016 Sonterra Village San Antonio, TX — 5,150 15,095 ( 181 ) 803 4,969 15,898 20,867 5,012 2015 Southern Palm Crossing Royal Palm Beach, FL — 37,735 49,843 ( 745 ) 2,716 36,990 52,559 89,549 11,011 2019 Stables Town Center Houston, TX — 5,899 20,439 — 73 5,899 20,512 26,411 1,844 2023 Stonehenge Village Midlothian, VA — 10,534 44,971 — 14 10,534 44,985 55,519 568 2024 Stone Ridge Market San Antonio, TX — 8,935 38,754 — ( 5,427 ) 8,935 33,327 42,262 2,995 2022 Suncrest Village Orlando, FL — 6,742 6,403 — 11,338 6,742 17,741 24,483 3,128 2014 Sycamore Commons Matthews, NC — 12,500 31,265 — 2,367 12,500 33,632 46,132 18,059 2010 The Centre on Hugh Howell Tucker, GA — 2,250 11,091 — 1,899 2,250 12,990 15,240 6,558 2007 The Forum Fort Myers, FL — 9,939 21,943 — 58 9,939 22,001 31,940 87 2024 The Highlands of Flower Mound Flower Mound, TX 22,880 6,330 24,374 — ( 160 ) 6,330 24,214 30,544 2,967 2022 The Parke Cedar Park, TX — 9,271 83,078 — 1,550 9,271 84,628 93,899 22,432 2017 The Plant Chandler, AZ 13,000 3,864 21,423 — 8 3,864 21,431 25,295 812 2024 The Pointe at Creedmoor Raleigh, NC — 7,507 5,454 — 82 7,507 5,536 13,043 1,896 2016 The Shoppes at Davis Lake Charlotte, NC — 6,232 12,903 — 61 6,232 12,964 19,196 864 2023 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 The Shops at Town Center Germantown, MD $ — $ 19,998 $ 29,776 $ — $ 1,160 $ 19,998 $ 30,936 $ 50,934 $ 8,691 2017 Thomas Crossroads Newnan, GA — 1,622 8,322 — 1,028 1,622 9,350 10,972 4,500 2009 Travilah Square Rockville, MD — 8,964 39,836 — 729 8,964 40,565 49,529 7,302 2019 University Oaks Shopping Center Round Rock, TX — 7,250 25,326 ( 170 ) 8,748 7,080 34,074 41,154 18,291 2010 Westfork Plaza & Paraiso Parc Pembroke Pines, FL — 28,267 124,019 — 7,533 28,267 131,552 159,819 36,026 2017 Westpark Shopping Center Glen Allen, VA — 7,462 24,164 ( 4 ) 6,339 7,458 30,503 37,961 9,130 2013 Windward Commons Alpharetta, GA — 12,823 13,779 ( 171 ) 881 12,652 14,660 27,312 4,750 2016 Total corporate assets — — — — 3,733 — 3,733 3,733 1,606 - Total $ 93,380 $ 704,054 $ 1,994,509 $ 8,773 $ 121,583 $ 712,827 $ 2,116,092 $ 2,828,919 $ 511,969 Construction in progress — — — 9,951 — 9,951 9,951 — Total investment properties $ 704,054 $ 1,994,509 $ 8,773 $ 131,534 $ 712,827 $ 2,126,043 $ 2,838,870 $ 511,969 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 as of December 31, 2024, for federal income tax purposes was approximately $ 3,227,994 (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: 2024 2023 2022 Balance as of January 1 $ 2,656,674 $ 2,481,662 $ 2,273,103 Acquisitions and capital improvements 277,912 191,666 307,177 Disposals, impairment, and write-offs of assets no longer in service ( 95,716 ) ( 16,654 ) ( 98,618 ) Balance as of December 31 $ 2,838,870 $ 2,656,674 $ 2,481,662 (D) Reconciliation of accumulated depreciation: 2024 2023 2022 Balance at January 1, $ 461,352 $ 389,361 $ 350,256 Depreciation expense 82,603 78,560 71,428 Disposal, impairment, and write-offs of assets no longer in service ( 31,986 ) ( 6,569 ) ( 32,323 ) Balance at December 31, $ 511,969 $ 461,352 $ 389,361 (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