What changed in this filing

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Item 1. Financial Statements

2026-04-20 compared with 2025-10-27 · 285 added, 332 removed, 600 unchanged (51% of the section changed)

4 unchanged sentences

(In thousands, except share and per share data)

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Real estate, at cost:

22 unchanged sentences

Common stock, $ 0.01 par value, 400,000,000 shares authorized;

83,479,176 and 81,602,232 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively

97,253,523 and 93,070,533 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively

Additional paid-in capital 1,769,473 1,701,572

Distributions in excess of retained earnings ( 267,741 ) ( 251,926 )

Accumulated other comprehensive (loss) income ( 6,619 ) 10,206

Accumulated other comprehensive income (loss) 2,384 ( 4,565 )

Total stockholders’ equity 1,505,089 1,446,012

5 unchanged sentences

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(In thousands, except share and per share data)

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Rental revenue (including reimbursable) $ 54,027 $ 42,590

7 unchanged sentences

Provisions for impairment 2,062 3,616

Transaction costs 19 26 139 201

Transaction costs, net ( 60 ) 47

Total operating expenses 37,624 34,558

1 unchanged sentence

Interest expense, net ( 14,266 ) ( 11,460 )

Gain (loss) on sales of real estate, net 1,122 ( 132 ) 6,730 874

Gain on sales of real estate, net 119 2,075

Loss on debt extinguishment — ( 46 )

1 unchanged sentence

Total other expense, net ( 13,713 ) ( 9,636 )

Net income (loss) before income taxes 633 ( 5,320 ) 5,651 ( 6,545 )

Net income before income taxes 5,725 1,716

Income tax expense ( 14 ) ( 16 )

Net income (loss) 621 ( 5,322 ) 5,610 ( 6,576 )

Net income (loss) attributable to noncontrolling interests 3 ( 27 ) 29 ( 35 )

Net income (loss) income attributable to common stockholders $ 618 $ ( 5,295 ) $ 5,581 $ ( 6,541 )

Net income 5,711 1,700

Net income attributable to noncontrolling interests 24 9

Net income attributable to common stockholders $ 5,687 $ 1,691

Amounts available to common stockholders per common share:

4 unchanged sentences

Diluted 99,107,642 82,132,524

Other comprehensive loss:

Net income (loss) $ 621 $ ( 5,322 ) $ 5,610 $ ( 6,576 )

Change in value of derivatives, net ( 1,404 ) ( 20,164 ) ( 16,912 ) ( 11,456 )

Total comprehensive loss $ ( 783 ) $ ( 25,486 ) $ ( 11,302 ) $ ( 18,032 )

Comprehensive loss attributable to noncontrolling interests ( 4 ) ( 138 ) ( 58 ) ( 95 )

Comprehensive loss attributable to common stockholders $ ( 779 ) $ ( 25,348 ) $ ( 11,244 ) $ ( 17,937 )

Other comprehensive income (loss):

Net income $ 5,711 $ 1,700

Change in value on derivatives, net 6,978 ( 9,864 )

Total comprehensive income (loss) $ 12,689 $ ( 8,164 )

Comprehensive income (loss) attributable to noncontrolling interests 53 ( 42 )

Comprehensive income (loss) attributable to common stockholders $ 12,636 $ ( 8,122 )

The accompanying notes are an integral part of these condensed consolidated financial statements.

4 unchanged sentences

Shares Par Value Additional

Paid-in Capital Distributions in Excess of Retained Earnings Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity Noncontrolling Interests Total Equity

Paid-in Capital Distributions in Excess of Retained Earnings Accumulated Other Comprehensive Income Total Stockholders’ Equity Noncontrolling Interests Total Equity

Balance at December 31, 2025 93,070,533 $ 931 $ 1,701,572 $ ( 251,926 ) $ ( 4,565 ) $ 1,446,012 $ 6,554 $ 1,452,566

Dividends and distributions declared on common stock and OP Units — — — ( 17,157 ) — ( 17,157 ) ( 89 ) ( 17,246 )

Dividends declared on restricted stock, net — — — ( 181 ) — ( 181 ) — ( 181 )

Vesting of restricted stock units 136,338 1 ( 1 ) — — — — —

Repurchase of common stock for tax withholding obligations ( 39,661 ) — ( 573 ) — — ( 573 ) — ( 573 )

Stock-based compensation, net — — 1,388 169 — 1,557 — 1,557

Other comprehensive loss — — — — ( 9,813 ) ( 9,813 ) ( 51 ) ( 9,864 )

Net income — — — 1,691 — 1,691 9 1,700

Balance at March 31, 2025 81,698,909 $ 817 $ 1,508,809 $ ( 203,524 ) $ 393 $ 1,306,495 $ 7,030 $ 1,313,525

Issuance of common stock in public offerings, net of issuance costs 4,000,000 40 67,753 — — 67,793 — 67,793

Dividends and distributions declared on common stock and OP Units — — — ( 17,159 ) — ( 17,159 ) ( 89 ) ( 17,248 )

Dividends declared on restricted stock, net — — — ( 178 ) — ( 178 ) — ( 178 )

Vesting of restricted stock units 13,096 — — — — — — —

Repurchase of common stock for tax withholding obligations ( 4,769 ) — ( 72 ) — — ( 72 ) — ( 72 )

Stock-based compensation, net — — 1,521 — — 1,521 — 1,521

Other comprehensive loss — — — — ( 5,615 ) ( 5,615 ) ( 29 ) ( 5,644 )

Net income — — — 3,272 — 3,272 17 3,289

Balance at June 30, 2025 83,465,051 $ 835 $ 1,538,592 $ ( 217,589 ) $ ( 5,222 ) $ 1,316,616 $ 6,929 $ 1,323,545

OP Units converted to common stock 9,965 — 158 — — 158 ( 158 ) —

4 unchanged sentences

Stock-based compensation, net — — 1,689 44 — 1,733 — 1,733

Other comprehensive loss — — — — ( 1,397 ) ( 1,397 ) ( 7 ) ( 1,404 )

Other comprehensive income — — — — 6,949 6,949 29 6,978

Net income — — — 5,687 — 5,687 24 5,711

Balance at September 30, 2025 83,479,176 $ 835 $ 1,540,070 $ ( 235,097 ) $ ( 6,619 ) $ 1,299,189 $ 6,742 $ 1,305,931

The accompanying notes are an integral part of these condensed consolidated financial statements.

NETSTREIT CORP.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In thousands, except share data)

Balance at March 31, 2026 97,253,523 $ 973 $ 1,769,473 $ ( 267,741 ) $ 2,384 $ 1,505,089 $ 6,332 $ 1,511,421

Shares Par Value Additional

Paid-in Capital Distributions in Excess of Retained Earnings Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity Noncontrolling Interests Total Equity

Paid-in Capital Distributions in Excess of Retained Earnings Accumulated Other Comprehensive Income Total Stockholders’ Equity Noncontrolling Interests Total Equity

Balance at December 31, 2024 81,602,232 $ 816 $ 1,507,995 $ ( 188,046 ) $ 10,206 $ 1,330,971 $ 7,161 $ 1,338,132

OP Units converted to common stock 7,119 — 126 — — 126 ( 126 ) —

Dividends and distributions declared on common stock and OP Units — — — ( 17,157 ) — ( 17,157 ) ( 89 ) ( 17,246 )

3 unchanged sentences

Stock-based compensation, net — — 1,388 169 — 1,557 — 1,557

Other comprehensive income — — — — 9,077 9,077 51 9,128

Other comprehensive loss — — — — ( 9,813 ) ( 9,813 ) ( 51 ) ( 9,864 )

Net income — — — 1,691 — 1,691 9 1,700

Balance at March 31, 2025 81,698,909 $ 817 $ 1,508,809 $ ( 203,524 ) $ 393 $ 1,306,495 $ 7,030 $ 1,313,525

Issuance of common stock in public offerings, net of issuance costs 4,000,000 40 65,284 — — 65,324 — 65,324

OP Units converted to common stock 35,121 — 611 — — 611 ( 611 ) —

Dividends and distributions declared on common stock and OP Units — — — ( 15,042 ) — ( 15,042 ) ( 90 ) ( 15,132 )

Dividends declared on restricted stock, net — — — ( 139 ) — ( 139 ) — ( 139 )

Vesting of restricted stock units 23,510 — — — — — — —

Repurchase of common stock for tax withholding obligations ( 9,363 ) — ( 160 ) — — ( 160 ) — ( 160 )

Stock-based compensation, net — — 1,530 8 — 1,538 — 1,538

Other comprehensive loss — — — — ( 420 ) ( 420 ) — ( 420 )

Net loss — — — ( 2,291 ) — ( 2,291 ) ( 15 ) ( 2,306 )

Balance at June 30, 2024 77,377,679 $ 773 $ 1,435,577 $ ( 143,734 ) $ 17,600 $ 1,310,216 $ 7,646 $ 1,317,862

Issuance of common stock in public offerings, net of issuance costs 4,183,711 43 70,109 — — 70,152 — 70,152

OP Units converted to common stock 12,102 — 204 — — 204 ( 204 ) —

Dividends and distributions declared on common stock and OP Units — — — ( 16,251 ) — ( 16,251 ) ( 92 ) ( 16,343 )

Dividends declared on restricted stock, net — — — ( 141 ) — ( 141 ) — ( 141 )

Vesting of restricted stock units 16,455 — — — — — — —

Repurchase of common stock for tax withholding obligations ( 6,030 ) — ( 96 ) — — ( 96 ) — ( 96 )

Stock-based compensation, net — — 1,376 — — 1,376 — 1,376

Other comprehensive loss — — — — ( 20,053 ) ( 20,053 ) ( 111 ) ( 20,164 )

Net loss — — — ( 5,295 ) — ( 5,295 ) ( 27 ) ( 5,322 )

Balance at September 30, 2024 81,583,917 $ 816 $ 1,507,170 $ ( 165,421 ) $ ( 2,453 ) $ 1,340,112 $ 7,212 $ 1,347,324

The accompanying notes are an integral part of these condensed consolidated financial statements.

3 unchanged sentences

(In thousands)

Nine Months Ended

September 30,

Three Months Ended

Cash flows from operating activities

Net income (loss) $ 5,610 $ ( 6,576 )

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Net income $ 5,711 $ 1,700

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 24,463 20,923

7 unchanged sentences

Loss on debt extinguishment — 46

(Gain) loss on involuntary conversion of building and improvements ( 45 ) 644

Changes in assets and liabilities, net of assets acquired and liabilities assumed:

12 unchanged sentences

Proceeds from sale of mortgage loans receivable

Proceeds from the settlement of property-related insurance claims 45 261

Net cash used in investing activities ( 211,692 ) ( 48,308 )

5 unchanged sentences

Principal payments on mortgages payable ( 43 ) ( 41 )

Proceeds under revolving credit facilities 199,000 251,000

Repayments under revolving credit facilities ( 438,000 ) ( 181,000 )

Proceeds under revolving credit facility 98,000 89,500

Repayments under revolving credit facility ( 10,000 ) ( 214,000 )

Proceeds from term loans 50,000 218,675

9 unchanged sentences

Cash paid for interest, net of amounts capitalized $ 12,722 $ 10,005

Cash (received) paid for income taxes, net $ ( 3 ) $ 27

Supplemental disclosures of non-cash investing and financing activities:

Dividends declared and unpaid on restricted stock $ 368 $ 279

Dividends declared and unpaid, net $ 117 $ 12

Deferred offering costs included in accounts payable, accrued expenses, and other liabilities $ 502 $ 24

1 unchanged sentence

Cash flow hedge change in fair value $ 6,273 $ ( 10,569 )

Increase in mortgage loan receivable in exchange for disposition of real estate $ 8,450 $ 12,714

Assumption of tenant allowances, other liabilities, and settlement of receivables in acquisitions of real estate $ 279 $ 6

15 unchanged sentences

The Company also invests in property developments and mortgage loans secured by real estate.

As of September 30, 2025, the Company owned or had investments in 723 properties located in 45 states.

As of March 31, 2026, the Company owned or had investments in 808 properties located in 46 states.

Note 2 – Summary of Significant Accounting Policies

4 unchanged sentences

The accompanying condensed consolidated financial statements include the accounts of the Company and subsidiaries in which the Company has a controlling financial interest.

All intercompany accounts and transactions have been eliminated in consolidation and the Company’s net income (loss) is reduced by the portion of net income (loss) attributable to noncontrolling interests.

All intercompany accounts and transactions have been eliminated in consolidation and the Company’s net income is reduced by the portion of net income attributable to noncontrolling interests.

Interim Unaudited Financial Information

2 unchanged sentences

In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation have been included.

The results of operations for the three and nine months ended September 30, 2025 and 2024 are not necessarily indicative of the results for the full year.

The results of operations for the three months ended March 31, 2026 and 2025 are not necessarily indicative of the results for the full year.

Use of Estimates

12 unchanged sentences

The Company estimates fair value using data such as operating income, estimated capitalization rates or multiples, leasing prospects, local market information, and discount rates, and with regard to assets held for sale, based on the estimated or negotiated selling price, less estimated costs of disposal.

Based on these unobservable inputs, the Company determined that its valuations of impaired real estate and intangible assets fall within Level 3 of the fair value hierarchy under Accounting Standards Codification (“ASC”) Topic 820.

The Company recorded provisions for impairment on long-lived assets of $ 4.1 million and $ 9.8 million during the three months ended September 30, 2025 and 2024, respectively, and $ 12.2 million and $ 17.3 million during the nine months ended September 30, 2025 and 2024, respectively.

The Company recorded provisions for impairment on long-lived assets of $ 1.5 million and $ 3.6 million during the three months ended March 31, 2026 and 2025, respectively.

Mortgage Loans Receivable, Net

2 unchanged sentences

Fair value is determined based on Level 3 inputs within the fair value hierarchy under ASC 820, which includes the expected selling price of the loan, current market conditions, investor yield requirements, and other relevant factors.

The Company recorded non-credit related provisions for impairment of $ 1.4 million on three mortgage loans receivable that were disposed of at a discount during the three and nine months ended September 30, 2025.

No provisions for impairment on mortgage loans receivable were recorded during the three and nine months ended September 30, 2024.

The Company recorded non-credit related provisions for impairment of $ 0.6 million on one mortgage loan receivable that was disposed of at a discount during the three months ended March 31, 2026.

No provisions for impairment on mortgage loans receivable were recorded during the three months ended March 31, 2025.

Cash, Cash Equivalents, and Restricted Cash

2 unchanged sentences

Restricted cash is included in cash, cash equivalents, and restricted cash in the condensed consolidated balance sheets.

The Company had no restricted cash as of September 30, 2025 and $ 7.9 million of restricted cash as of December 31, 2024.

The Company’s bank balances as of September 30, 2025 and December 31, 2024 included certain amounts over the Federal Deposit Insurance Corporation limits.

The Company had $ 0.1 million of restricted cash as of March 31, 2026 and December 31, 2025.

The Company’s bank balances as of March 31, 2026 and December 31, 2025 included certain amounts over the Federal Deposit Insurance Corporation limits.

Fair Value Measurements

The Company estimates fair value of financial and nonfinancial assets and liabilities based on the framework established in the fair value accounting guidance, ASC Topic 820, Fair Value Measurement.

The Company estimates fair value of financial and nonfinancial assets and liabilities based on the framework established in the fair value accounting guidance, ASC 820.

Fair value measurements are utilized in the accounting of the Company’s assets acquired and liabilities assumed in an asset acquisition and also affect the Company’s accounting for certain of its financial assets and liabilities.

7 unchanged sentences

Concentrations of Credit Risk

During the three and nine months ended September 30, 2025, there were no tenants or borrowers with rental revenue or interest income on loans receivable that exceeded 10% of total revenues.

During the three and nine months ended September 30, 2024, one tenant, Dollar General, accounted for 11.6 % and 12.0 % of total revenues, respectively.

During the three months ended March 31, 2026 and 2025, there were no tenants or borrowers with rental revenue or interest income on loans receivable that exceeded 10% of total revenues.

Other financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash held at various financial institutions, access to the Company’s credit facilities, and amounts due or payable under derivative contracts.

6 unchanged sentences

The Company’s chief operating decision maker (“CODM”) is the Company’s senior executive investment committee that includes the chief executive officer and chief financial officer.

The CODM uses net income (loss), as reported on the condensed consolidated statements of operations and comprehensive loss to measure segment operating performance and allocate resources.

The CODM uses net income, as reported on the condensed consolidated statements of operations and comprehensive income (loss) to measure segment operating performance and allocate resources.

All of the Company’s expenses are included in segment operating performance and are reviewed regularly.

1 unchanged sentence

The measure of segment assets is reported on the Company’s condensed consolidated balance sheets as total assets.

The CODM also reviews characteristics of potential future investments such as weighted average remaining lease term (“WALT”), capitalization rate, tenant credit quality, industry type, and geographic location.

The CODM also reviews characteristics of potential future investments such as weighted average remaining lease term (“WALT”), cash yield, tenant credit quality, industry type, and geographic location.

Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures (“ASU 2023-09”).

ASU 2023-09 requires annual disclosure of specific categories in the rate reconciliation and provides additional information for reconciling items that meet a quantitative threshold within the rate reconciliation.

In addition, the amendments require annual disclosure of income taxes paid disaggregated by federal, state, and foreign jurisdictions as well as individual jurisdictions in which income taxes paid is equal to or greater than five percent of total income taxes paid.

ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a prospective basis, however early adoption and retrospective application is permitted.

The Company is currently evaluating the potential impact of the guidance and potential additional disclosures required.

In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40):

3 unchanged sentences

The Company is currently evaluating the potential impact of the guidance and potential additional disclosures required.

In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815):

Hedge Accounting Improvements (“ASU 2025-09”).

ASU 2025-09 expands eligibility of risk components for hedge designation, clarifies the presentation and disclosure requirements for hedging relationships, and simplifies the assessment of hedge effectiveness.

ASU 2025-09 is effective for annual periods beginning after December 15, 2026, including interim periods within those fiscal years.

The Company is currently evaluating the potential impact of the guidance and potential additional disclosures required.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270):

Narrow-Scope Improvements (“ASU 2025-11”).

ASU 2025-11 is intended to clarify and improve certain aspects of interim financial reporting, including the requirements for interim disclosures and the application of recognition and measurement guidance in interim periods.

ASU 2025-11 is effective for interim reporting periods within annual reporting periods beginning after December 15, 2026.

The Company is currently evaluating the potential impact of the guidance and potential additional disclosures required.

Note 3 – Leases

1 unchanged sentence

The Company acquires, owns, and manages single-tenant commercial retail net lease properties, the majority of which have long-term triple-net leases where the tenant is generally responsible for all improvements and contractually obligated to pay all operating costs (such as real estate taxes, utilities, and repairs and maintenance costs).

As of September 30, 2025, exclusive of mortgage loans receivable, the Company’s WALT was 9.9 years.

The Company’s property leases have been classified as operating leases, most of which have scheduled rent increases throughout the lease term.

As of March 31, 2026, exclusive of mortgage loans receivable, the Company’s WALT was 10.2 years.

The Company’s property leases have been classified as operating leases, with approximately half having scheduled rent increases throughout the lease term.

The Company’s leases typically provide the tenant one or more multi-year renewal options to extend their leases, subject to generally the same terms and conditions, including rent increases, consistent with the initial lease term.

All lease-related income is reported as a single line item, rental revenue (including reimbursable), in the condensed consolidated statements of operations and comprehensive loss and is presented net of any reserves, write-offs, or recoveries for uncollectible amounts.

All lease-related income is reported as a single line item, rental revenue (including reimbursable), in the condensed consolidated statements of operations and comprehensive income (loss) and is presented net of any reserves, write-offs, or recoveries for uncollectible amounts.

Fixed lease income includes stated amounts per the lease contract, which include base rent, fixed common area maintenance charges, and straight-line lease adjustments.

1 unchanged sentence

Variable lease income also includes percentage rent, which represents amounts billable to tenants based on their actual sales volume in excess of levels specified in the lease contract.

The following table provides a disaggregation of lease income recognized under ASC 842 (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

The following table provides a disaggregation of lease income recognized under ASC Topic 842, Leases (in thousands):

Three Months Ended March 31,

Rental revenue

2 unchanged sentences

Variable lease income (2)

3,404 2,657 10,809 8,864

Other rental revenue:

4 unchanged sentences

(2) Variable lease income primarily includes tenant reimbursements for real estate taxes, insurance, common area maintenance, and reserves for uncollectible amounts.

There were no material reserves, write-offs, or recoveries of uncollectible amounts during the three and nine months ended September 30, 2025 and 2024.

Scheduled future minimum base rental payments (excluding base rental payments from properties classified as held for sale and straight-line rent adjustments for all properties) due to be received under the remaining noncancellable term of the operating leases in place as of September 30, 2025 are as follows (in thousands):

There were no material reserves, write-offs, or recoveries of uncollectible amounts during the periods indicated above.

Future Minimum Base

6 unchanged sentences

Note 4 – Real Estate Investments

As of September 30, 2025, the Company owned or had investments in 723 properties.

As of March 31, 2026, the Company owned or had investments in 808 properties.

The gross real estate investment portfolio, including properties under development and mortgage loans receivable, totaled approximately $ 3.0 billion and consisted of the gross acquisition cost of land, buildings, improvements, lease intangible assets and liabilities, mortgage loans receivable, and property development costs.

The investment portfolio is geographically dispersed throughout 46 states with gross real estate investments in Texas and Illinois representing 17.5 % and 8.1 %, respectively, of the total gross real estate investment of the Company’s investment portfolio.

The Company’s gross investment portfolio as of September 30, 2025 and December 31, 2024 is summarized below (dollars in thousands):

The Company’s gross investment portfolio is summarized below (dollars in thousands):

Number of Investments Amount of Investment

September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025

Properties held for investment (1)

7 unchanged sentences

808 761 $ 2,988,551 $ 2,773,722

(1) Includes one vacant property for the periods ended September 30, 2025 and December 31, 2024, and one completed development where rent had not commenced as of December 31, 2024.

(1) Includes one vacant property for the periods ended March 31, 2026 and December 31, 2025.

(2) Rent has not commenced for properties under development.

The Company’s acquisitions during the three and nine months ended September 30, 2025 and 2024 were all accounted for as asset acquisitions.

The Company’s acquisitions during the three months ended March 31, 2026 and 2025 were all accounted for as asset acquisitions.

An allocation of the purchase price and acquisition costs paid for the completed acquisitions during the period is as follows (dollars in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Number of properties acquired 56 18

5 unchanged sentences

In-place lease intangible assets 16,178 6,264

Above-market lease intangible assets 968 — 968 —

Below-market lease intangible liabilities ( 71 ) — ( 71 ) —

$ 194,289 $ 112,542 $ 368,291 $ 303,306

(1) During the three months ended September 30, 2025 and 2024, the Company capitalized $ 2.3 million and $ 1.1 million of acquisition costs, respectively.

During the nine months ended September 30, 2025 and 2024, the Company capitalized $ 4.2 million and $ 2.8 million of acquisition costs, respectively.

The Company’s property dispositions during the three and nine months ended September 30, 2025 and 2024 are summarized below (dollars in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

Assets held for sale

$ 233,974 $ 77,474

(1) During the three months ended March 31, 2026 and 2025, the Company capitalized $ 3.0 million and $ 0.9 million of acquisition costs, respectively.

The Company’s property dispositions during the three months ended March 31, 2026 and 2025 are summarized below (dollars in thousands):

Three Months Ended March 31,

Number of properties sold 5 16

Sales price, net of disposal costs $ 10,391 $ 38,563

Gain (loss) on sales of real estate, net $ 1,122 $ ( 132 ) $ 6,730 $ 874

The Company’s investment in property developments during the three and nine months ended September 30, 2025 and 2024 are summarized below (dollars in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Gain on sales of real estate, net $ 119 $ 2,075

The Company’s investment in property developments during the three months ended March 31, 2026 and 2025 is summarized below (dollars in thousands):

Three Months Ended March 31,

Number of developments acquired 1 —

4 unchanged sentences

Amounts placed into service (3)

$ — $ 12,529 $ 6,545 $ 47,772

(1) During the three months ended September 30, 2025 and 2024, the Company capitalized less than $0.1 million and $ 0.1 million, respectively, of interest expense associated with properties under development.

During the nine months ended September 30, 2025 and 2024, the Company capitalized approximately $ 0.1 million and $ 0.7 million, respectively, of interest expense associated with properties under development.

(2) For the two developments completed during the nine months ended September 30, 2025, rent commenced in the second quarter of 2025.

For the 16 developments completed during the nine months ended September 30, 2024, rent commenced at various points throughout 2024.

(1) During the three months ended March 31, 2026 and 2025, the Company capitalized $ 0.1 million of interest expense associated with properties under development.

(2) For the one development completed during the three months ended March 31, 2025, rent commenced in the second quarter of 2025.

(3) Amounts reclassified from property under development to land, buildings and improvements, and other assets (leasing commissions) in the accompanying condensed consolidated balance sheets.

As of September 30, 2025, the Company had two property developments under construction, which are expected to be substantially completed with rent commencing at various points throughout 2026.

The purchase price, including acquisition costs, and subsequent development are included in property under development in the accompanying condensed consolidated balance sheets as of September 30, 2025.

As of March 31, 2026, the Company had four property developments under construction, which are expected to be substantially completed with rent commencing at various points throughout 2026 and into the first quarter of 2027.

The purchase price, including acquisition costs, and subsequent development are included in property under development in the accompanying condensed consolidated balance sheets as of March 31, 2026.

Investment in Mortgage Loans Receivable

The Company’s mortgage loans receivable portfolio as of September 30, 2025 and December 31, 2024 is summarized below (dollars in thousands):

The Company’s mortgage loans receivable portfolio is summarized below (dollars in thousands):

Loan Type Monthly Payment (1)

Number of Secured Properties Effective Interest Rate (2)

Stated Interest Rate Maturity Date September 30, 2025 December 31, 2024

Stated Interest Rate Maturity Date March 31, 2026 December 31, 2025

Mortgage (3) (4)

I/O 1 6.00 % 6.00 % 8/31/2027 $ 38,162 $ 38,162

Mortgage (4) (5)

I/O 46 9.55 % 9.55 % 3/10/2026 41,940 41,940

9 unchanged sentences

I/O 1 12.19 % 10.25 % 7/24/2026 1,964 5,883

P+I 1 7.25 % 7.25 % 7/17/2027 — 4,076

P+I 1 7.25 % 7.25 % 7/17/2027 — 5,221

Mortgage I/O 1 14.68 % 13.09 % 1/17/2025 — 1,299

Mortgage P+I 1 7.25 % 7.25 % 9/19/2027 1,404 1,411

6 unchanged sentences

10 9.75 % 9.75 % 1/30/2027 18,958 21,644

Mortgage I/O 1 7.25 % 7.25 % 5/18/2027 6,050 —

I/O 1 7.25 % 7.25 % 5/18/2027 — 6,050

I/O 1 9.75 % 9.75 % 12/5/2026 1,238 1,068

Mortgage (3) (4) (10)

I/O 2 9.50 % 9.50 % 9/2/2027 2,226 —

Total 130,360 142,555

8 unchanged sentences

Any remaining principal balance will be repaid at or before the maturity date.

(5) The mortgage loan was scheduled to mature on March 10, 2026, however, the Company executed an amendment in April 2026 that extended the maturity date to June 1, 2026.

(6) The stated interest rate is variable up to 15.0 % and is calculated based on contractual rent for existing collateralized properties subject to the loan agreement.

1 unchanged sentence

(8) The collateralized properties are in process developments with varying maturity dates dependent upon initial funding.

Maturity dates range from December 4, 2025 to February 22, 2026.

(8) The collateralized properties are in process developments with varying maturity dates dependent upon initial funding.

Maturity dates range from October 26, 2025 to February 27, 2026.

(9) Loans were disposed during the three and nine months ended September 30, 2025.

The table also excludes one loan that was entered into during 2025 and disposed of during the three and nine months ended September 30, 2025.

Maturity dates range from April 16, 2026 to January 30, 2027.

(9) Loan was disposed during the three months ended March 31, 2026.

(10) The collateralized properties are in process developments with varying maturity dates dependent upon initial funding.

Maturity dates range from March 28, 2026 to October 30, 2026.

Maturity dates range from August 13, 2027 to September 2, 2027.

Note 5 – Intangible Assets and Liabilities

Intangible assets and liabilities consisted of the following (in thousands):

September 30, 2025 December 31, 2024

Amount Accumulated Amortization Net Carrying Amount Gross

Amount Accumulated Amortization Net Carrying Amount

March 31, 2026 December 31, 2025

Gross Carrying Amount

Accumulated Amortization Net Carrying Amount Gross Carrying Amount

Accumulated Amortization Net Carrying Amount

In-place leases $ 243,291 $ ( 83,555 ) $ 159,736 $ 228,508 $ ( 77,628 ) $ 150,880

3 unchanged sentences

Below-market leases $ 28,581 $ ( 12,291 ) $ 16,290 $ 28,627 $ ( 11,717 ) $ 16,910

The remaining weighted average amortization period for the Company’s intangible assets and liabilities as of September 30, 2025 and as of December 31, 2024 by category were as follows:

Years Remaining

September 30, 2025 December 31, 2024

The remaining weighted average amortization period for the Company’s intangible assets and liabilities by category were as follows:

Years Remaining as of

March 31, 2026 December 31, 2025

In-place leases 8.7 8.7

3 unchanged sentences

The Company records amortization of in-place lease assets to amortization expense, and records net amortization of above-market and below-market lease intangibles as well as amortization of lease incentives to rental revenue.

The following amounts in the accompanying condensed consolidated statements of operations and comprehensive loss related to the amortization of intangible assets and liabilities for all property and ground leases (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

The following amounts in the accompanying condensed consolidated statements of operations and comprehensive income (loss) related to the amortization of intangible assets and liabilities for all property and ground leases (in thousands):

Three Months Ended March 31,

Amortization:

5 unchanged sentences

$ ( 47 ) $ 70

The following table provides the projected amortization of in-place lease assets to amortization expense and the net amortization of above-market, below-market, and lease incentive lease intangible assets and liabilities to rental revenue as of September 30, 2025, for the next five years and thereafter (in thousands):

The following table provides the projected amortization of in-place lease assets to amortization expense and the net amortization of above-market, below-market, and lease incentive lease intangible assets and liabilities to rental revenue as of March 31, 2026, for the next five years and thereafter (in thousands):

Remainder of 2026

11 unchanged sentences

Hedged Interest Rate (3)

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

2028 Term Loan February 11, 2028 — 4.62 % 3.58 % $ 200,000 $ 200,000

12 unchanged sentences

(1) Date represents the fully extended maturity date available to the Company, subject to certain conditions, under each related debt instrument.

(2) Represents the stated interest rate within the respective debt agreement as of September 30, 2025.

(2) Represents the stated interest rate within the respective debt agreement as of March 31, 2026.

The term loans and Revolver bear a floating interest rate (SOFR) plus the applicable margin as described further in “Note 6 – Debt”.

(3) Represents the weighted-average hedged fixed rate plus the applicable margin as of September 30, 2025, as described further in “Note 6 – Debt” and “Note 7 – Derivative Financial Instruments.”

(4) The Company records deferred financing costs associated with the Revolver in other assets, net in its condensed consolidated balance sheets.

(3) Represents the weighted-average hedged fixed rate plus the applicable margin as of March 31, 2026, as described further in “Note 6 – Debt” and “Note 7 – Derivative Financial Instruments.”

(4) The Company records deferred financing costs associated with the Revolver and loan commitment fees associated with the 2032 Term Loan in other assets, net in the condensed consolidated balance sheets.

The Company reclassified the net amount of loan commitment fees associated with the 2029 Term Loan from other assets, net to debt issuance costs upon the $ 100.0 million draw under the 2029 Term Loan.

The Company partially reclassified the net allocated amount of loan commitment fees associated with the 2032 Term Loan from other assets, net to debt issuance costs upon the $ 50.0 million draw under the 2032 Term Loan.

PNC Term Loan Agreement

1 unchanged sentence

All $ 200.0 million of the 2031 Term Loan was funded on September 25, 2025.

Of the $ 250.0 million capacity of 2032 Term Loan commitments, $ 100.0 million in term loans were funded on September 25, 2025, and the remaining $ 150.0 million will be available as a delayed draw term loan commitment until September 25, 2026.

Of the $ 250.0 million capacity of the 2032 Term Loan commitments, $ 100.0 million in term loans were funded on September 25, 2025, $ 50.0 million in term loans were funded on January 2, 2026, and the remaining $ 100.0 million is available as a delayed draw term loan commitment until September 25, 2026.

Subject to the terms of the PNC Term Loan Agreement, the PNC Term Loans may be increased to an amount of up to $ 600.0 million at the Company’s request.

1 unchanged sentence

The 2032 Term Loan matures on September 24, 2032 and is repayable at the Company’s option in whole or in part, subject to a prepayment premium equal to (i) 2.0 % of any amount repaid during the first year of the term, and (ii) 1.0 % of any amount repaid during the second year of the term.

The interest rate applicable under the PNC Term Loans is determined by the Company’s Investment Grade Rating (as defined in the PNC Term Loan Agreement).

Prior to the date the Company obtains an Investment Grade Rating (as defined in the PNC Term Loan Agreement), interest rates are based on the Company’s consolidated total leverage ratio and are determined by (A) in the case of the 2031 Term Loan, either (i) SOFR, plus a margin ranging from 1.15 % to 1.60 %, based on the Company’s consolidated total leverage ratio, or (ii) a Base Rate (as defined in the PNC Term Loan Agreement), plus a margin ranging from 0.15 % to 0.60 %, based on the Company’s consolidated total leverage ratio;

Prior to the date the Company obtained an Investment Grade Rating (as defined in the PNC Term Loan Agreement), interest rates were based on the Company’s consolidated total leverage ratio and were determined by (A) in the case of the 2031 Term Loan, either (i) SOFR, plus a margin ranging from 1.15 % to 1.60 %, based on the Company’s consolidated total leverage ratio, or (ii) a Base Rate (as defined in the PNC Term Loan Agreement), plus a margin ranging from 0.15 % to 0.60 %, based on the Company’s consolidated total leverage ratio;

and (B) in the case of the 2032 Term Loan, either (i) SOFR, plus a margin ranging from 1.50 % to 2.20 %, based on the Company’s consolidated total leverage ratio, or (ii) a Base Rate (as defined in the PNC Term Loan Agreement), plus a margin ranging from 0.50 % to 1.20 %, based on the Company’s consolidated total leverage ratio.

After the date the Company obtains an Investment Grade Rating, interest rates are based on the Company’s Investment Grade Rating, and are determined by (A) in the case of the 2031 Term Loan, either (i) SOFR, plus a margin ranging from 0.80 % to 1.60 %, based on the Company’s Investment Grade Rating and consolidated total leverage ratio, or (ii) a Base Rate, plus a margin ranging from 0.00 % to 0.60 %, based on the Company’s Investment Grade Rating and consolidated total leverage ratio and (B) in the case of the 2032 Term Loan, either (i) SOFR, plus a margin ranging from 1.15 % to 2.20 %, based on the Company’s Investment Grade Rating and consolidated total leverage ratio, or (ii) a Base Rate, plus a margin ranging from 0.15 % to 1.20 %, based on the Company’s Investment Grade Rating and consolidated total leverage ratio.

After the date the Company obtained an Investment Grade Rating, interest rates are based on the Company’s credit rating, and are determined by (A) in the case of the 2031 Term Loan, either (i) SOFR, plus a margin ranging from 0.80 % to 1.60 %, based on the Company’s credit rating and consolidated total leverage ratio, or (ii) a Base Rate, plus a margin ranging from 0.00 % to 0.60 %, based on the Company’s credit rating and consolidated total leverage ratio and (B) in the case of the 2032 Term Loan, either (i) SOFR, plus a margin ranging from 1.15 % to 2.20 %, based on the Company’s credit rating and consolidated total leverage ratio, or (ii) a Base Rate, plus a margin ranging from 0.15 % to 1.20 %, based on the Company’s credit rating and consolidated total leverage ratio.

Additionally, the Company will incur a ticking fee based on the total undrawn amount under the 2032 Term Loan.

5 unchanged sentences

In connection with the entry into the PNC Term Loan Agreement, the Company incurred approximately $ 3.7 million of debt issuance costs, which were allocated between the 2031 Term Loan and 2032 Term Loan in the amounts of $ 2.2 million and $ 1.5 million, respectively.

Additionally, the Company incurred $ 2.1 million of loan commitment fees associated with the 2032 Term Loan, which have been capitalized to other assets, net in the condensed consolidated balance sheets.

The deferred financing costs and capitalized loan commitment fees are amortized over the term of the loans, and are included in interest expense, net in the Company’s condensed consolidated statements of operations and comprehensive loss.

Additionally, the Company incurred $ 2.1 million of loan commitment fees associated with the 2032 Term Loan, which were initially capitalized to other assets, net in the condensed consolidated balance sheets.

Of the $ 2.1 million of loan commitment fees, $ 0.7 million was reclassified to debt issuance costs upon the $ 50.0 million draw under the 2032 Term Loan.

Truist Credit Agreement

3 unchanged sentences

The 2029 Term Loan contains a 12-month delayed draw feature and $ 150.0 million was drawn on July 3, 2023.

Subject to the terms of the Truist Credit Agreement, the Company drew an additional $ 100.0 million under the 2029 Term Loan on March 1, 2024.

The Company drew an additional $ 100.0 million under the 2029 Term Loan on March 1, 2024.

The 2029 Term Loan is prepayable at the Company’s option in whole or in part without premium or penalty.

1 unchanged sentence

The extension options are at the Company’s election and are subject to certain conditions.

The interest rate applicable to the 2029 Term Loan is determined by the Company’s Investment Grade Rating (as defined in the Truist Credit Agreement).

Prior to the date the Company obtains an Investment Grade Rating, interest shall accrue at either (i) SOFR, plus a margin ranging from 1.15 % to 1.60 % or (ii) Base Rate (as defined in the Truist Credit Agreement), plus a margin ranging from 0.15 % to 0.60 %, in each case based on the Company’s consolidated total leverage ratio.

After the date the Company obtains an Investment Grade Rating, interest shall accrue at either (i) SOFR, plus a margin ranging from 0.80 % to 1.60 % or (ii) Base Rate, plus a margin ranging from 0.00 % to 0.60 %, in each case based on the Company’s Investment Grade Rating.

Prior to the date the Company obtained an Investment Grade Rating (as defined in the Truist Credit Agreement), interest accrued at either (i) SOFR, plus a margin ranging from 1.15 % to 1.60 % or (ii) Base Rate (as defined in the Truist Credit Agreement), plus a margin ranging from 0.15 % to 0.60 %, in each case based on the Company’s consolidated total leverage ratio.

After the date the Company obtained an Investment Grade Rating, interest accrues at either (i) SOFR, plus a margin ranging from 0.80 % to 1.60 % or (ii) Base Rate, plus a margin ranging from 0.00 % to 0.60 %, in each case based on the Company’s credit rating.

The 2029 Term Loan also contains sustainability-linked pricing component pursuant to which the Company will receive interest rate reductions up to 0.025 % based on its performance against a sustainability performance target focused on the portion of the Company’s annualized based rent attributable to tenants with commitments or quantifiable targets for reduced GHG emission in accordance with the standards of the Science Based Targets initiative (“SBTi”).

4 unchanged sentences

Additionally, the Company incurred $ 0.9 million of loan commitment fees associated with the 2029 Term Loan, which were capitalized to other assets, net in the condensed consolidated balance sheets and subsequently reclassified to debt issuance costs upon the $ 100.0 million draw under the 2029 Term Loan.

Deferred financing costs are amortized over the term of the loan and are included in interest expense, net in the Company’s condensed consolidated statements of operations and comprehensive loss.

Deferred financing costs are amortized over the term of the loan and are included in interest expense, net in the Company’s condensed consolidated statements of operations and comprehensive income (loss).

PNC Credit Agreement

2 unchanged sentences

the existing $ 200.0 million 2028 Term Loan;

an upsized $ 500.0 million Revolver (increased from $ 400.0 million under the existing PNC Credit Agreement);

an upsized $ 500.0 million Revolver (increased from $ 400.0 million);

and a new $ 175.0 million senior unsecured term loan (the “2030 Term Loan B”, and together with the 2028 Term Loan and the Revolver, the “PNC Credit Facility”).

On September 25, 2025, the PNC Credit Agreement was further amended to, among other things, remove the SOFR credit spread adjustment from the PNC Credit Facility.

The borrowing capacity under the PNC Credit Facility may be increased in an amount of up to $ 1.4 billion in the aggregate.

The borrowing capacity under the PNC Credit Facility may be increased in an amount of up to $ 1.4 billion in the aggregate, subject to certain conditions.

The 2028 Term Loan matures on February 11, 2028.

The 2030 Term Loan B and the upsized Revolver initially mature on January 15, 2029 and include, at the Company’s election, a one-year option to extend the maturity to January 15, 2030.

The 2030 Term Loan B and the upsized Revolver initially mature on January 15, 2029 and include, at the Company’s election, a one -year option to extend the maturity to January 15, 2030, subject to certain conditions.

Borrowings under the PNC Credit Facility are repayable at the Company’s option in whole or in part without premium or penalty.

Borrowings under the Revolver may be repaid and reborrowed from time to time prior to the maturity date.

Prior to the date the Company obtains an Investment Grade Rating (as defined in the PNC Credit Agreement), interest rates are based on the Company’s consolidated total leverage ratio and are determined by (A) in the case of the 2028 Term Loan and the 2030 Term Loan B, either (i) SOFR, plus a margin ranging from 1.15 % to 1.60 %, based on the Company’s consolidated total leverage ratio, or (ii) a Base Rate (as defined in the PNC Credit Agreement), plus a margin ranging from 0.15 % to 0.60 %, based on the Company’s consolidated total leverage ratio;

Prior to the date the Company obtained an Investment Grade Rating (as defined in the PNC Credit Agreement), interest rates were based on the Company’s consolidated total leverage ratio and were determined by (A) in the case of the 2028 Term Loan and the 2030 Term Loan B, either (i) SOFR, plus a margin ranging from 1.15 % to 1.60 %, based on the Company’s consolidated total leverage ratio, or (ii) a Base Rate (as defined in the PNC Credit Agreement), plus a margin ranging from 0.15 % to 0.60 %, based on the Company’s consolidated total leverage ratio;

and (B) in the case of the Revolver either (i) SOFR, plus a margin ranging from 1.00 % to 1.45 %, based on the Company’s consolidated total leverage ratio, or (ii) a Base Rate (as defined in the PNC Credit Agreement), plus a margin ranging from 0.00 % to 0.45 %, based on the Company’s consolidated total leverage ratio.

After the date the Company obtains an Investment Grade Rating, interest rates are based on the Company’s Investment Grade Rating, and are determined by (A) in the case of the 2028 Term Loan and the 2030 Term Loan B, either (i) SOFR, plus a margin ranging from 0.80 % to 1.60 %, based on the Company’s Investment Grade Rating and consolidated total leverage ratio, or (ii) a Base Rate, plus a margin ranging from 0.00 % to 0.60 %, based on the Company’s Investment Grade Rating and consolidated total leverage ratio and (B) in the case of the Revolver either (i) SOFR, plus a margin ranging from 0.725 % to 1.40 %, based on the Company’s Investment Grade Rating and consolidated total leverage ratio, or (ii) a Base Rate, plus a margin ranging from 0.00 % to 0.40 %, based on the Company’s Investment Grade Rating and consolidated total leverage ratio.

After the date the Company obtained an Investment Grade Rating, interest rates are based on the Company’s credit rating, and are determined by (A) in the case of the 2028 Term Loan and the 2030 Term Loan B, either (i) SOFR, plus a margin ranging from 0.80 % to 1.60 %, based on the Company’s credit rating and consolidated total leverage ratio, or (ii) a Base Rate, plus a margin ranging from 0.00 % to 0.60 %, based on the Company’s credit rating and consolidated total leverage ratio and (B) in the case of the Revolver either (i) SOFR, plus a margin ranging from 0.725 % to 1.40 %, based on the Company’s credit rating and consolidated total leverage ratio, or (ii) a Base Rate, plus a margin ranging from 0.00 % to 0.40 %, based on the Company’s credit rating and consolidated total leverage ratio.

Additionally, the Company will incur a facility fee based on the total commitment amount of $ 500.0 million under the Revolver.

Prior to the date the Company obtains an Investment Grade Rating, the applicable facility fee will range from 0.15 % to 0.30 % based on the Company’s consolidated total leverage ratio.

After the date the Company obtains an Investment Grade Rating, the applicable facility fee will range from 0.125 % to 0.30 % based on the Company’s Investment Grade Rating.

Prior to the date the Company obtained an Investment Grade Rating, the applicable facility fee ranged from 0.15 % to 0.30 % based on the Company’s consolidated total leverage ratio.

After the date the Company obtained an Investment Grade Rating, the applicable facility fee ranges from 0.125 % to 0.30 % based on the Company’s credit rating.

The PNC Credit Facility also contains a sustainability-linked pricing component pursuant to which the Company will receive interest rate reductions up to 0.025 % based on its performance against a sustainability performance target focused on the portion of the Company’s annualized base rent attributable to tenants with commitments or quantifiable targets for reduced greenhouse gas emission in accordance with the standards of the SBTi.

5 unchanged sentences

Additionally, $ 0.5 million of unamortized deferred financing costs associated with the Company’s previous revolving credit facility were reclassified to the Revolver.

Deferred financing costs are amortized over the remaining terms of each respective borrowing and are included in interest expense, net in the Company’s condensed consolidated statements of operations and comprehensive loss.

Wells Fargo Credit Agreement

3 unchanged sentences

The 2030 Term Loan A is repayable at the Company’s option in whole or in part without premium or penalty.

The interest rate applicable to the 2030 Term Loan A is determined by the Company’s Investment Grade Rating (as defined in the Wells Fargo Credit Agreement).

Prior to the date the Company obtains an Investment Grade Rating, interest shall accrue at either (i) SOFR, plus a margin ranging from 1.15 % to 1.60 % or (ii) Base Rate (as defined in the Wells Fargo Credit Agreement), plus a margin ranging from 0.15 % to 0.60 %, in each case based on the Company’s consolidated total leverage ratio.

Prior to the date the Company obtained an Investment Grade Rating (as defined in the Wells Fargo Credit Agreement), interest accrued at either (i) SOFR, plus a margin ranging from 1.15 % to 1.60 % or (ii) Base Rate (as defined in the Wells Fargo Credit Agreement), plus a margin ranging from 0.15 % to 0.60 %, in each case based on the Company’s consolidated total leverage ratio.

The Company has fully hedged the 2030 Term Loan A with an all-in fixed interest rate of 3.35 %.

2 unchanged sentences

In connection with the 2030 Term Loan A, the Company incurred $ 1.1 million of deferred financing costs.

Deferred financing costs are amortized over the term of the loan and are included in interest expense, net in the Company’s condensed consolidated statements of operations and comprehensive loss.

Reduced Margins on Debt

As of December 30, 2025, as a result of receiving an investment grade credit rating, the interest rates on the Company’s term loans and revolving credit facility, including the revolving credit facility fee, are now determined by the Company’s credit rating and consolidated total leverage ratio.

Mortgage Note Payable

As of September 30, 2025, the Company had total gross mortgage indebtedness of $ 8.1 million, which was collateralized by related real estate and a tenant’s lease with an aggregate net book value of $ 11.8 million.

As of March 31, 2026, the Company had total gross mortgage indebtedness of $ 8.0 million, which was collateralized by related real estate and a tenant’s lease with an aggregate net book value of $ 11.5 million.

The Company incurred debt issuance costs of less than $ 0.1 million and recorded a debt discount of $ 0.6 million, both of which are recorded as a reduction of the principal balance in mortgage note payable, net in the Company’s condensed consolidated balance sheets.

2 unchanged sentences

Payments on the 2028 Term Loan, 2029 Term Loan, 2030 Term Loan A, 2030 Term Loan B, 2031 Term Loan, and 2032 Term Loan are interest-only through maturity.

As of September 30, 2025, scheduled debt maturities, including balloon payments, are as follows (in thousands):

As of March 31, 2026, scheduled debt maturities, including balloon payments, are as follows (in thousands):

Scheduled Principal Payment Balloon Payment (1)

4 unchanged sentences

2029 — 438,000 438,000

Thereafter — 300,000 300,000

— 350,000 350,000

Total $ 304 $ 1,245,695 $ 1,245,999

2 unchanged sentences

The following table is a summary of the components of interest expense related to the Company’s borrowings (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Revolving credit facilities (1)

1 unchanged sentence

Term loans (2)

9,303 6,528 26,854 18,728

Mortgage note payable 91 93

1 unchanged sentence

Amortization of debt discount and debt issuance costs, net 650 442

Amortization of deferred losses (gains) on interest rate swaps 720 ( 990 ) 2,138 ( 2,949 )

Amortization of deferred losses on interest rate swaps

Capitalized interest ( 88 ) ( 50 )

Total interest expense, net $ 14,266 $ 11,460

(1) Includes facility fees of approximately $ 0.2 million for the three months ended September 30, 2025 and 2024, and facility fees of $ 0.6 million and $ 0.5 million for the nine months ended September 30, 2025 and 2024, respectively.

(1) Includes facility fees of approximately $ 0.3 million and $ 0.2 million for the three months ended March 31, 2026 and 2025, respectively.

(2) Includes the effects of interest rate hedges.

Deferred financing, discount, and debt issuance costs are amortized over the remaining terms of each respective borrowing and are included in interest expense, net in the Company’s condensed consolidated statements of operations and comprehensive loss.

During the three months ended September 30, 2025 and 2024, term loans had a weighted average interest rate, exclusive of amortization of deferred financing costs and the effects of interest rate hedges, of 5.36 % and 6.62 %, respectively.

During the nine months ended September 30, 2025 and 2024, term loans had a weighted average interest rate, exclusive of amortization of deferred financing costs and the effects of interest rate hedges, of 5.31 % and 6.67 %, respectively.

During the three months ended September 30, 2025 and 2024, the Company incurred interest expense on the Revolver with a weighted average interest rate, exclusive of amortization of deferred financing costs and facility fees, of 5.56 % and 6.45 %, respectively.

During the nine months ended September 30, 2025 and 2024, the Company incurred interest expense on the Revolver with a weighted average interest rate, exclusive of amortization of deferred financing costs and facility fees, of 5.47 % and 6.49 %, respectively.

The Company was in compliance with all of its debt covenants as of September 30, 2025 and expects to be in compliance for the twelve-month period ending December 31, 2025.

The Company was in compliance with all of its debt covenants as of March 31, 2026 and expects to be in compliance for the twelve month period ending December 31, 2026.

Note 7 – Derivative Financial Instruments

8 unchanged sentences

To mitigate credit risk, the Company enters into agreements with counterparties it considers credit-worthy, such as large financial institutions with favorable credit ratings.

The following table summarizes the terms and fair values of the Company’s interest rate derivative contracts that were designated as cash flow hedges of interest rate risk as of September 30, 2025 and December 31, 2024 (dollars in thousands):

The following table summarizes the terms and fair values of the Company’s interest rate derivative contracts that were designated as cash flow hedges of interest rate risk (dollars in thousands):

Number of Instruments

2 unchanged sentences

Associated Debt Instrument

September 30, 2025 December 31, 2024 Hedge Fixed Rate (1)

March 31, 2026 December 31, 2025 Hedge Fixed Rate (1)

Maturity Dates

September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025

2028 Term Loan

10 unchanged sentences

(1) Represents the weighted-average hedge fixed rate of the derivative contracts for each associated debt instrument and excludes the associated applicable margin as described in “Note 6 – Debt.”

(2) Derivative contracts in asset positions are included within other assets, net and derivative contracts in liability positions are included within accounts payable, accrued expenses, and other liabilities in the condensed consolidated balance sheets as of September 30, 2025 and December 31, 2024.

The following table presents the effect of the Company’s interest rate swaps in the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2025 and 2024 (in thousands):

Amount of Gain (Loss) Recognized in OCI on Derivative (Effective Portion) Location of Gain (Loss) Reclassified from Accumulated OCI

into Income (Effective Portion) Amount of Gain (Loss) Reclassified from Accumulated OCI

into Income (Effective Portion)

Derivatives in Cash Flow Hedging Relationships 2025 2024 2025 2024

For the Three Months Ended September 30

Interest Rate Products $ 201 $ ( 15,724 ) Interest expense, net $ 1,605 $ 4,890

For the Nine Months Ended September 30

The following table presents the effect of the Company’s interest rate swaps in the condensed consolidated statements of operations and comprehensive income (loss) (in thousands):

Amount of Gain (Loss) Recognized in OCI on Derivative (Effective Portion) Location of Gain (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Amount of Gain (Loss) Reclassified from Accumulated OCI into Income

(Effective Portion)

Derivatives in Cash Flow Hedging Relationships Three Months Ended March 31,

Three Months Ended March 31,

2026 2025 2026 2025

Interest Rate Products $ 7,421 $ ( 8,372 ) Interest expense, net $ 443 $ 1,492

The Company did not exclude any amounts from the assessment of hedge effectiveness for the three and nine months ended September 30, 2025 and 2024.

The Company did not exclude any amounts from the assessment of hedge effectiveness for the three months ended March 31, 2026 and 2025.

During the next twelve months, the Company estimates that an additional $ 1.6 million will be reclassified as a decrease to interest expense.

6 unchanged sentences

Companies are required to disclose the estimated fair values of all financial instruments, even if those instruments are not carried at fair value.

The fair values of financial instruments are based on estimates that reflect market conditions and perceived risks as of September 30, 2025 and December 31, 2024.

The fair values of financial instruments are based on estimates that reflect market conditions and perceived risks as of March 31, 2026 and December 31, 2025.

These estimates require management’s judgment and may not be indicative of the future fair values of the assets and liabilities.

The carrying values of the Company’s cash, cash equivalents, and restricted cash (including money market accounts), other assets, and accounts payable, accrued expenses, and other liabilities approximate their fair values due to the short-term nature of these instruments.

Additionally, the Company believes that the following financial instruments have carrying values that approximate their fair values as of September 30, 2025:

Additionally, the Company believes that the following financial instruments have carrying values that approximate their fair values as of March 31, 2026:

• Borrowings under the Company’s Revolver (as defined in “Note 6 – Debt”) approximate fair value based on their nature, terms, and variable interest rates.

1 unchanged sentence

• Carrying value of the Company’s mortgage note payable approximates fair value based on a discounted cash flow analysis using estimates of the amount and timing of future cash flows, market rates, and credit spreads.

The table below presents the carrying values and estimated fair values of certain financial assets and liabilities as of September 30, 2025 and December 31, 2024, aggregated by their level in the fair value hierarchy within which those measurements fall (in thousands):

The table below presents the carrying values and estimated fair values of certain financial assets and liabilities, aggregated by their level in the fair value hierarchy within which those measurements fall (in thousands):

Fair Value Hierarchy Level

Description Carrying Value Fair Value Level 1 Level 2 Level 3

September 30, 2025

Description Carrying Value

Level 1 Level 2 Level 3

March 31, 2026

Derivative assets $ 8,573 $ 8,573 $ — $ 8,573 $ —

4 unchanged sentences

Derivative assets $ 5,566 $ 5,566 $ — $ 5,566 $ —

Derivative liabilities $ 6,850 $ 6,850 $ — $ 6,850 $ —

Term loans (1)

5 unchanged sentences

This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves.

To comply with the provisions of ASC 820, Fair Value Measurement, the Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements.

To comply with the provisions of ASC 820, the Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements.

In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties.

However, as of September 30, 2025, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives.

However, as of March 31, 2026, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives.

As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

3 unchanged sentences

The following table summarizes the provisions for impairment on real estate investments during the periods indicated below (dollars in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Carrying value prior to impairment $ 16,763 $ 24,048

9 unchanged sentences

Estimating future cash flows is inherently subjective, and actual results may differ materially from these estimates.

During the three and nine months ended September 30, 2025, the Company accounted for held for investment assets at fair value using a cash flow model (Level 3 inputs) with capitalization rates ranging from 6.2 % to 7.5 %, which the Company believes is reasonable based on current market rates.

During the three months ended March 31, 2026, the Company accounted for held for investment assets at fair value using purchase offers from third parties, which the Company believes is reasonable.

Note 9 – Supplemental Detail for Certain Components of the Condensed Consolidated Balance Sheets

Other assets, net consists of the following (in thousands):

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Accounts receivable, net $ 14,324 $ 9,679

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$ 70,766 $ 63,076

Accounts payable, accrued expenses, and other liabilities consist of the following (in thousands):

September 30, 2025 December 31, 2024

Accounts payable, accrued expenses, and other liabilities consists of the following (in thousands):

March 31, 2026 December 31, 2025

Accrued expenses $ 9,979 $ 4,249

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Fair value of interest rate swaps 3,583 6,850

Tenant improvement allowances

Other liabilities 2,442 2,643

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During 2024, the Company entered into forward sale agreements with respect to an aggregate 1,743,100 shares of its common stock under the 2023 ATM Program at a weighted-average price of $ 17.67 per share.

As of September 30, 2025, 1,743,100 shares remain unsettled under the forward sale agreements.

The Company may physically settle the forward sale agreements (by the delivery of shares of common stock) and receive proceeds from the sale of those shares on one or more forward settlement dates, which shall occur no later than December 31, 2026.

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As context requires, the 2024 ATM Program and the 2023 ATM Program are referred to herein as the “ATM Programs.”

During 2024, the Company entered into forward sale agreements with respect to an aggregate 152,547 shares of its common stock under the 2024 ATM Program at a weighted-average price of $ 17.13 per share.

As of September 30, 2025, 152,547 shares remain unsettled under the forward sale agreements.

During the three months ended March 31, 2026, the Company entered into forward sale agreements with respect to an aggregate 3,956,031 shares of its common stock under the 2024 ATM Program at a weighted-average price of $ 18.81 per share.

During 2025, the Company entered into forward sale agreements with respect to an aggregate 9,068,486 shares of its common stock under the 2024 ATM Program at a weighted-average price of $ 17.75 per share.

As of September 30, 2025, 2,237,595 shares remain unsettled under the forward sale agreements.

The following table presents information about the ATM Programs (in thousands):

Date Terminated Maximum Sales Authorization Gross Settlements through September 30, 2025 (1)

Gross Proceeds Available as of September 30, 2025 (2)

As of March 31, 2026

Program Name Date Established Date Terminated Maximum Sales Authorization Value of Gross Proceeds Settled (1)

Value of Gross Proceeds of Unsettled Forward Equity Value of Gross Proceeds Available for Issuance (2)

2023 ATM Program (3)

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August 2024 — $ 300,000 $ 52,446 $ 197,623 $ 49,931

(1) Represents shares of common stock issued by the Company under the ATM Programs, including settlements of forward sale agreements.

(2) Represents gross proceeds available for future issuances of shares of common stock under the ATM Programs, inclusive of unsettled shares under forward sale agreements.

(3) As of September 30, 2025, 1,743,100 shares remain unsettled under the forward sale agreements at a weighted-average available net settlement price of $ 17.33 .

(4) As of September 30, 2025, 2,390,142 shares remain unsettled under the forward sale agreements at a weighted-average available net settlement price of $ 17.06 .

The following table details information related to activity under the ATM Programs for the three and nine months ended September 30, 2025 and 2024 (in thousands, except share and per share data).

There was no activity during the three months ended September 30, 2025.

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 (1)

Shares of common stock issued — 1,983,711 1,757,815 5,983,711

Weighted average price per share $ — $ 16.50 $ 16.32 $ 16.50

Gross proceeds $ — $ 32,731 $ 28,694 $ 98,731

Sales commissions and offering costs $ — $ 394 $ 342 $ 1,070

Net proceeds (4)

$ — $ 32,337 $ 28,352 $ 97,661

(1) Includes 1,983,711 shares of common stock that were physically settled at a weighted-average price of $ 16.50 per share under forward sale agreements.

(2) Includes 1,105,299 shares of common stock that were physically settled at a weighted-average price of $ 16.37 per share under forward sale agreements.

(3) Includes 5,983,711 shares of common stock that were physically settled at a weighted-average price of $ 16.50 per share under forward sale agreements.

(4) The net proceeds were contributed to the Operating Partnership in exchange for an equivalent number of Class A OP Units.

July 2025 Follow-On Offering

In July 2025, the Company completed a registered public offering of 12,420,000 shares of its common stock at a public offering price of $ 17.70 per share, including the full exercise of the underwriter’s option to purchase additional shares.

(1) Represents gross proceeds received from shares of common stock issued by the Company under the ATM Programs, including settlements of forward sale agreements.

(2) Represents gross proceeds available for future issuances of shares of common stock under the ATM Programs.

(3) As of March 31, 2026, 1,743,100 shares remain unsettled under the forward sale agreements at a weighted-average available net settlement price of $ 17.15 .

(4) As of March 31, 2026, 10,726,818 shares remain unsettled under the forward sale agreements at a weighted-average available net settlement price of $ 18.12 .

February 2026 Follow-On Offering

In February 2026, the Company completed a registered public offering of 12,627,000 shares of its common stock at a public offering price of $ 19.00 per share, including the full exercise of the underwriters’ option to purchase additional shares.

In connection with the offering, the Company entered into forward sale agreements for 12,627,000 shares of its common stock.

The Company did not initially receive any proceeds from the sale of shares of common stock by the forward purchasers.

The Company expects to physically settle the forward sale agreements (by delivery of shares of common stock) and receive proceeds from the sale of those shares upon one or more forward settlement dates, which shall occur no later than July 28, 2026.

As of September 30, 2025, 12,420,000 shares remain unsettled under the July 2025 forward sale agreements.

As of March 31, 2026, 12,627,000 shares remain unsettled under the February 2026 forward sale agreements.

January 2024 Follow-On Offering

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The Company did not initially receive any proceeds from the sale of shares of common stock by the forward purchasers.

On September 26, 2024, the Company partially physically settled 2,200,000 shares of common stock at a price of $ 17.22 per share in accordance with the forward sale agreements.

On February 6, 2026, the Company physically settled 4,000,000 shares of common stock at a weighted-average price of $ 16.98 per share in accordance with the forward sale agreements.

The Company received net proceeds from the settlement of $ 67.8 million, net of underwriting discounts and offering costs of $ 4.2 million.

The Company contributed the net proceeds to the Operating Partnership in exchange for 2,200,000 Class A OP Units.

The Company contributed the net proceeds to the Operating Partnership in exchange for 4,000,000 OP Units (as defined below).

As of March 31, 2026, 4,840,000 shares remain unsettled under the January 2024 forward sale agreements.

As of September 30, 2025, 8,840,000 shares remain unsettled under the January 2024 forward sale agreements.

The following table presents information about the Company’s January 2024, July 2025, and February 2026 follow-on offerings (in thousands, except share data):

As of March 31, 2026

Follow-On Offering Shares Sold Shares Settled Shares Unsettled Value of Gross Proceeds of Unsettled Forward Equity

January 2024 11,040,000 6,200,000 4,840,000 $ 87,120

July 2025 12,420,000 8,155,053 4,264,947 $ 75,490

February 2026 12,627,000 — 12,627,000 $ 239,913

Surrendered Shares on Vested Stock Unit Awards

During the nine months ended September 30, 2025 and 2024, portions of restricted stock unit awards (“RSUs”) granted to certain of the Company’s officers, directors, and employees vested.

During the three months ended March 31, 2026 and 2025, portions of restricted stock unit awards (“RSUs”) granted to certain of the Company’s officers, directors, and employees vested.

The vesting of these awards, granted pursuant to the NETSTREIT Corp.

Amended and Restated 2019 Omnibus Incentive Plan (the “Omnibus Incentive Plan”), resulted in federal and state income tax liabilities for the recipients.

During the nine months ended September 30, 2025 and 2024, as permitted by the terms of the Omnibus Incentive Plan and the award grants, certain executive officers and employees elected to surrender approximately 50 thousand and 77 thousand RSUs valued at approximately $ 0.7 million and $ 1.3 million, respectively, solely to pay the associated statutory withholding tax.

During the three months ended March 31, 2026 and 2025, as permitted by the terms of the Omnibus Incentive Plan and the award grants, certain executive officers and employees elected to surrender approximately 83 thousand and 40 thousand RSUs valued at approximately $ 1.7 million and $ 0.6 million, respectively, solely to pay the associated statutory withholding tax.

The surrendered RSUs are included in the row entitled “repurchase of common stock for tax withholding obligations” in the condensed consolidated statements of cash flows and condensed consolidated statements of changes in equity.

During the nine months ended September 30, 2025, the Company declared and paid the following common stock dividends (in thousands, except per share data):

Nine Months Ended September 30, 2025

During the three months ended March 31, 2026, the Company declared and paid the following common stock dividends (in thousands, except per share data):

Three Months Ended March 31, 2026

Declaration Date Dividend Per Share Record Date Total Amount Payment Date

February 5, 2026 $ 0.220 March 16, 2026 $ 21,396 March 31, 2026

April 25, 2025 0.210 June 2, 2025 17,159 June 16, 2025

July 21, 2025 0.215 September 2, 2025 17,947 September 15, 2025

$ 0.635 $ 52,263

During the nine months ended September 30, 2024, the Company declared and paid the following common stock dividends (in thousands, except per share data):

Nine Months Ended September 30, 2024

During the three months ended March 31, 2025, the Company declared and paid the following common stock dividends (in thousands, except per share data):

Three Months Ended March 31, 2025

Declaration Date Dividend Per Share Record Date Total Amount Payment Date

February 21, 2025 $ 0.210 March 14, 2025 $ 17,157 March 31, 2025

April 23, 2024 0.205 June 3, 2024 15,042 June 14, 2024

July 23, 2024 0.210 September 3, 2024 16,251 September 13, 2024

$ 0.620 $ 46,324

The holders of OP Units are entitled to receive an equal distribution for each OP Unit held as of each record date.

Accordingly, during both the nine months ended September 30, 2025 and 2024, the Operating Partnership paid distributions of $ 0.3 million to holders of OP Units.

Noncontrolling Interests

Noncontrolling interests represent noncontrolling holders of OP Units in the Operating Partnership.

OP Units are convertible into common stock as the OP Units may be redeemed for cash or, at the Company’s election, exchanged for shares of the Company’s common stock on a one -for-one basis.

As of September 30, 2025 and December 31, 2024, noncontrolling interests represented 0.5 % of OP Units.

During the three months ended September 30, 2025 and 2024, OP Unit holders redeemed 5,694 and 12,102 OP Units, respectively, into shares of common stock on a one -for-one basis.

During the nine months ended September 30, 2025 and 2024, OP Unit holders redeemed 5,694 and 54,342 OP Units, respectively, into shares of common stock on a one -for-one basis.

NETSTREIT GP, LLC, a wholly owned subsidiary of the Company, is the sole general partner of the Operating Partnership and holds a 1.0 % general partner interest in the Operating Partnership.

The Company contributes net proceeds from issuing shares of common stock to the Operating Partnership in exchange for common units of limited partnership interest in the Operating Partnership (the “OP Units”) equal to the number of shares of common stock issued.

As of March 31, 2026, the Company held 97,253,523 OP Units and external parties (the “Noncontrolling OP Unit Holders”) held 402,178 OP Units, representing 99.6 % and 0.4 %, respectively, of OP Units.

As of December 31, 2025, the Company held 97,070,533 OP Units and Noncontrolling OP Unit Holders held 412,143 OP Units, representing 99.6 % and 0.4 %, respectively, of OP Units.

The OP Units held by Noncontrolling OP Unit Holders are presented as noncontrolling interests in the Company’s condensed consolidated financial statements.

The holders of OP Units are entitled to receive an equal distribution for each OP Unit held as of each record date.

During the three months ended March 31, 2026 and 2025, the Operating Partnership paid distributions of $ 0.1 million to Noncontrolling OP Unit Holders.

OP Units may be redeemed for cash or, at the Company’s election, exchanged for shares of the Company’s common stock on a one -for-one basis.

During the three months ended March 31, 2026, Noncontrolling OP Unit Holders redeemed 9,965 OP Units for shares of common stock on a one -for-one basis.

There were no OP Unit redemptions during the three months ended March 31, 2025.

Note 11 – Stock-Based Compensation

Under the Omnibus Incentive Plan, 4,294,976 shares of common stock are reserved for issuance.

The Omnibus Incentive Plan provides for the grant of stock options, stock appreciation rights, restricted shares, RSUs, long-term incentive plan units, dividend equivalent rights, and other share-based, share-related, or cash-based awards, including performance-based awards, to employees, directors, and consultants, with each grant evidenced by an award agreement providing the terms of the award.

Under the Omnibus Incentive Plan, 4,294,976 shares of common stock are reserved for issuance and, as of March 31, 2026, 3,134,013 shares of common stock were available for future issuance under the Omnibus Incentive Plan.

The Omnibus Incentive Plan provides for the grant of stock options, stock appreciation rights, restricted shares, RSUs, LTIP Units (as defined below), dividend equivalent rights, and other share-based, share-related, or cash-based awards, including performance-based awards, to employees, directors, and consultants, with each grant evidenced by an award agreement providing the terms of the award.

The Omnibus Incentive Plan is administered by the Compensation Committee of the Board of Directors.

As of September 30, 2025, the only stock-based compensation granted by the Company were RSUs.

The total amount of stock-based compensation costs recognized in general and administrative expense in the accompanying condensed consolidated statements of operations and comprehensive loss was $ 1.5 million and $ 1.4 million for the three months ended September 30, 2025 and 2024, respectively.

Stock-based compensation expense was $ 4.4 million and $ 4.7 million for the nine months ended September 30, 2025 and 2024, respectively.

All awards of unvested restricted stock units are expected to fully vest over the next one to five years .

Service-Based RSUs

Pursuant to the Omnibus Incentive Plan, the Company has made service-based RSU grants to certain employees and non-employee directors.

The vesting terms of these grants are specific to the individual grant and vest in equal annual installments over the next one to five years .

The following table summarizes service-based RSU activity for the period ended September 30, 2025:

Shares Weighted Average Grant Date Fair Value per Share

Unvested RSU grants outstanding as of December 31, 2024 326,987 $ 18.25

As of March 31, 2026, the only stock-based compensation granted by the Company were RSUs and LTIP Units.

The total amount of stock-based compensation costs recognized in general and administrative expense in the accompanying condensed consolidated statements of operations and comprehensive income (loss) was $ 1.7 million and $ 1.4 million for the three months ended March 31, 2026 and 2025, respectively.

All awards of unvested RSUs and LTIP Units are expected to fully vest within the next five years .

The following table summarizes RSU and LTIP Unit activity for the period indicated below:

Restricted Stock Units LTIP Units

Service-Based

Performance Service-Based

Units Weighted Average Grant Date Fair Value per Unit Units Weighted Average Grant Date Fair Value per Unit Units

Weighted Average Grant Date Fair Value per Unit

Unvested grants outstanding as of December 31, 2025 452,646 $ 15.85 392,130 $ 16.45 — $ — — $ —

Granted during the period 112,480 19.85 — — 125,559 19.85 121,691 20.74

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Vested during the period ( 202,695 ) 16.07 ( 53,173 ) 21.81 — — — —

Unvested RSU grants outstanding as of September 30, 2025 440,257 $ 15.74

For the three months ended September 30, 2025 and 2024, the Company recognized $ 0.9 million and $ 0.8 million, respectively, in stock-based compensation expense associated with service-based RSUs.

For the nine months ended September 30, 2025 and 2024, the Company recognized $ 2.6 million and $ 2.6 million, respectively, in stock-based compensation expense associated with service-based RSUs.

As of September 30, 2025 and December 31, 2024, the remaining unamortized stock-based compensation expense totaled $ 4.5 million and $ 3.3 million, respectively, and as of September 30, 2025, these awards are expected to be recognized over a remaining weighted average period of 2.0 years.

Unvested grants outstanding as of March 31, 2026

362,431 $ 16.97 321,348 $ 15.32 125,559 $ 19.85 121,691 $ 20.74

(1) The number of Performance LTIP Units disclosed is based on the target level of awards being achieved, with the ultimate number earned subject to the achievement of specified performance metrics over a three-year performance period, ranging from 0 % to 200 % of target.

The actual number of Performance LTIP Units issued on the grant date assumes maximum performance is achieved.

Service-Based RSUs

Pursuant to the Omnibus Incentive Plan, the Company has made service-based RSU grants to certain employees and non-employee directors.

The vesting terms of these grants are specific to the individual grant and vest in equal annual installments within the next one to five years .

For the three months ended March 31, 2026 and 2025, the Company recognized $ 0.9 million and $ 0.8 million, respectively, in stock-based compensation expense associated with service-based RSUs.

As of March 31, 2026 and December 31, 2025, the remaining unamortized stock-based compensation expense totaled $ 5.0 million and $ 3.9 million, respectively, and as of March 31, 2026, these awards are expected to be recognized over a remaining weighted average period of 2.1 years.

Stock-based compensation expense is recognized on a straight-line basis over the total requisite service period for the entire award.

The grant date fair value of service-based unvested RSUs is calculated as the per share price determined in the initial public offering for awards granted in 2020, and as the per share price of the Company’s stock on the date of grant for those granted in years subsequent to 2020.

The grant date fair value of unvested service-based RSUs is the per share price of the Company’s stock on the date of grant.

Performance-Based RSUs (total shareholder return)

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These grants are subject to the participant’s continued service over a three-year period with 40 % of the award based on the Company’s total shareholder return (“TSR”) as compared to the TSR of identified peer companies and 60 % of the award based on total absolute TSR over the cumulative three-year period.

The performance period of these grants runs through February 28, 2026, December 31, 2026, and December 31, 2027.

The performance period of these grants runs through December 31, 2026 and December 31, 2027.

Grant date fair value of the performance-based share awards was calculated using the Monte Carlo simulation model, which incorporated stock price volatility of the Company and each of the Company’s peers and other variables over the performance period.

Significant inputs for the current period calculation were expected volatility of the Company of 24.4 % and expected volatility of the Company’s peers, ranging from 19.5 % to 98.2 %, with an average volatility of 29.9 % and a risk-free interest rate of 4.00 %.

The fair value per share on the grant date specific to the target TSR relative to the Company’s peers was $ 15.86 and the target absolute TSR was $ 14.28 for a weighted average grant date fair value of $ 14.91 per share.

Stock-based compensation expense associated with unvested performance-based share awards is recognized on a straight-line basis over the minimum required service period of three years .

The following table summarizes performance-based RSU activity for the period ended September 30, 2025:

Shares Weighted Average Grant Date Fair Value per Share

Unvested RSU grants outstanding as of December 31, 2024 290,442 $ 18.75

Granted during the period 170,213 14.91

Forfeited during the period ( 68,525 ) 22.38

Unvested RSU grants outstanding as of September 30, 2025 392,130 $ 16.45

For the three months ended September 30, 2025 and 2024, the Company recognized $ 0.6 million and $ 0.5 million, respectively, in stock-based compensation expense associated with performance-based RSUs.

For both the nine months ended September 30, 2025 and 2024, the Company recognized $ 1.6 million in stock-based compensation expense associated with performance-based RSUs.

As of September 30, 2025 and December 31, 2024, the remaining unamortized stock-based compensation expense totaled $ 3.3 million and $ 2.4 million, respectively, and as of September 30, 2025, these awards are expected to be recognized over a remaining weighted average period of 1.9 years.

For the three months ended March 31, 2026 and 2025, the Company recognized $ 0.5 million in stock-based compensation expense associated with performance-based RSUs.

As of March 31, 2026 and December 31, 2025, the remaining unamortized stock-based compensation expense totaled $ 2.3 million and $ 2.8 million, respectively, and as of March 31, 2026, these awards are expected to be recognized over a remaining weighted average period of 1.5 years.

On February 11, 2026, the Company entered into the Second Amended and Restated Agreement of Limited Partnership of the Operating Partnership to, among other things, designate and set forth the terms of a new class of units of limited partnership interest in the Operating Partnership (the “LTIP Units”), including Basic LTIP Units, which have service-based vesting conditions (“Basic LTIP Units”), and Performance LTIP Units, which have performance-based vesting conditions (“Performance LTIP Units”).

Each LTIP Unit awarded is deemed equivalent to an award of one share of stock under the Omnibus Incentive Plan, reducing the availability for other equity awards on a one -for-one basis.

LTIP Units are automatically converted into OP Units upon satisfaction of the applicable vesting conditions, which are determined at the time of issuance.

Following the second anniversary of the grant date of the applicable LTIP Unit, each OP Unit issued upon conversion of an LTIP Unit is redeemable for cash equal to the then-current market value of one share of the Company’s common stock or, at the election of the Company, one share of the Company’s common stock.

From their applicable grant dates, unvested Basic LTIP Units are entitled to receive the same distributions as OP Units, and unvested Performance LTIP Units are entitled to receive 10 % of distributions made on OP Units and catch-up distributions are made upon vesting.

Basic LTIP Units

Pursuant to the Omnibus Incentive Plan, the Company has granted Basic LTIP Units to certain employees.

The awards vest in equal annual installments over three years on each anniversary of the grant date, subject to continued service to the Company and certain exception s .

For the three months ended March 31, 2026, the Company recognized $ 0.1 million in stock-based compensation expense associated with Basic LTIP Units.

As of March 31, 2026, the remaining unamortized stock-based compensation expense totaled $ 2.4 million, and as of March 31, 2026, these awards are expected to be recognized over a remaining weighted average period of 2.9 years.

Stock-based compensation expense is recognized on a straight-line basis over the total requisite service period for the entire award.

The grant date fair value of Basic LTIP Units is calculated as the per share price of the Company’s common stock on the date of grant.

Performance LTIP Units

Pursuant to the Omnibus Incentive Plan, the Company has granted Performance LTIP Units to the Company’s executives and senior management team.

These grants are subject to the participant’s continued service over a three-year period with 40 % of the award based on the Company’s growth rate of Adjusted FFO (“AFFO”) per diluted share over a three-year performance period, and 60 % of the award based on the Company’s TSR as compared to the TSR of identified peer companies over the cumulative three-year period.

The payout schedule can produce vesting percentages ranging from 0 % to 200 % of target.

The actual number of Performance LTIP Units issued on the grant date assumes maximum performance is achieved.

The performance period of these grants runs through December 31, 2028.

The grant date fair value of the AFFO component is the per share price of the Company’s stock on the date of grant.

The grant date fair value of the TSR component was calculated using the Monte Carlo simulation model, which incorporated stock price volatility of the Company and each of the Company’s peers and other variables over the performance period.

Significant inputs for the current period calculation were expected volatility of the Company of 22.4 % and expected volatility of the Company’s peers, ranging from 17.6 % to 38.8 %, with an average volatility of 22.3 %, and a risk-free interest rate of 3.5 %.

The fair value per share on the grant date specific to the target TSR relative to the Company’s peers was $ 21.34 .

For the three months ended March 31, 2026, the Company recognized $ 0.1 million in stock-based compensation expense associated with Performance LTIP Units.

Stock-based compensation expense associated with unvested Performance LTIP Units is recognized on a straight-line basis over the minimum required service period of three years .

Alignment of Interest Program

During March 2021, the Company adopted the Alignment of Interest Program (the “Program”), which allows employees to elect to receive a portion of their annual bonus in RSUs in the first quarter of the following year, that vest from one to four years based on the terms of the grant agreement.

Under the Alignment of Interest Program (the “Program”), the Company allows employees to elect to receive a portion of their annual bonus in RSUs in the first quarter of the following year, that vest from one to four years based on the terms of the grant agreement.

Stock-based compensation expense is recognized on a straight-line basis over the total requisite service period for the entire award, which begins in the period the bonus relates to.

The Program is deemed to be a liability-classified award (accounted for as an equity-classified award as the service date precedes the grant date and the award would otherwise be classified as equity on grant date), which will be fair-valued and accrued over the applicable service period.

The total estimated fair value of the elections made for 2025 under the Program was approximately $ 1.1 million as of September 30, 2025.

The total estimated fair value of the elections made for 2026 under the Program was approximately $ 1.0 million as of March 31, 2026.

The award will be remeasured to fair value each reporting period until the unvested RSUs are granted.

For the three and nine months ended September 30, 2025, the Company recognized approximately $ 0.1 million and $ 0.2 million, respectively, of stock-based compensation expense associated with these awards.

For the three months ended March 31, 2026 and 2025, the Company recognized less than $ 0.1 million of stock-based compensation expense associated with these awards.

Previous awards under the Program that have been granted are included within service-based RSUs above.

Note 12 – Earnings Per Share

Net income (loss) per common share has been computed pursuant to the guidance in the ASC Topic 260, Earnings per Share.

Basic earnings per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of common shares outstanding for the period.

Diluted earnings per share is similarly calculated except that the denominator is increased by using the treasury stock method to determine the potential dilutive effect of the Company’s outstanding unvested RSUs and unsettled shares under open forward equity contracts and using the if-converted method to determine the potential dilutive effect of the OP Units.

Net income per common share has been computed pursuant to the guidance in the ASC Topic 260, Earnings per Share.

Basic earnings per share is computed by dividing net income attributable to common stockholders by the weighted-average number of common shares outstanding for the period.

The guidance requires the classification of the Company’s unvested LTIP Units, which contain rights to receive non-forfeitable dividends or dividend equivalents, as participating securities requiring the two-class method of computing earnings per share.

Diluted earnings per share is similarly calculated;

however, the denominator is increased to reflect the potential dilutive effect of the Company’s outstanding unvested RSUs, LTIP Units, and unsettled shares under open forward equity contracts, determined using the treasury stock method, as well as OP Units, determined using the if-converted method.

The Company has noncontrolling interests in the form of OP Units which are convertible into common stock and represent potentially dilutive securities, as the OP Units may be redeemed for cash or, at the Company’s election, exchanged for shares of the Company’s common stock on a one -for-one basis.

The following table is a reconciliation of the numerator and denominator used in the computation of basic and diluted net income (loss) per common share for the three and nine months ended September 30, 2025 and 2024.

Three Months Ended September 30, Nine Months Ended September 30,

(In thousands, except share and per share data) 2025 2024 2025 2024

Net income (loss) $ 621 $ ( 5,322 ) $ 5,610 $ ( 6,576 )

Net (income) loss attributable to noncontrolling interest ( 3 ) 27 ( 29 ) 35

Net income (loss) attributable to common shares, basic 618 ( 5,295 ) 5,581 ( 6,541 )

Net income (loss) attributable to noncontrolling interest 3 ( 27 ) 29 ( 35 )

Net income (loss) attributable to common shares, diluted $ 621 $ ( 5,322 ) $ 5,610 $ ( 6,576 )

The following table is a reconciliation of the numerator and denominator used in the computation of basic and diluted net income per common share for the periods indicated below (in thousands, except share data and per share data):

Three Months Ended March 31,

Net income $ 5,711 $ 1,700

net income attributable to noncontrolling interest ( 24 ) ( 9 )

net income allocated to unvested LTIP Units

Net income attributable to common shares, basic 5,658 1,691

Net income attributable to noncontrolling interest 24 9

Net income attributable to common shares, diluted $ 5,682 $ 1,700

Weighted average common shares outstanding, basic 95,543,920 81,644,492

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OP Units 407,714 424,956

Unvested RSUs 420,132 — 218,847 —

Unvested RSUs and LTIP Units

524,946 63,076

Unsettled shares under open forward equity contracts 2,631,062 —

Weighted average common shares outstanding, diluted 99,107,642 82,132,524

Net income (loss) available to common stockholders per common share, basic $ 0.01 $ ( 0.07 ) $ 0.07 $ ( 0.09 )

Net income (loss) available to common stockholders per common share, diluted $ 0.01 $ ( 0.07 ) $ 0.07 $ ( 0.09 )

For the three months ended September 30, 2024, diluted net loss per common share does not assume the conversion of 433,942 OP Units, 115,703 unvested RSUs, or 10,219 unsettled shares under open forward equity contracts, as such conversion would be antidilutive.

For the nine months ended September 30, 2024, diluted net loss per common share does not assume the conversion of 450,952 OP Units, 117,761 unvested RSUs, or 311,475 unsettled shares under open forward equity contracts, as such conversion would be antidilutive.

As of September 30, 2025 and December 31, 2024, there were 419,262 and 424,956 OP Units outstanding, respectively.

Net income available to common stockholders per common share, basic $ 0.06 $ 0.02

Net income available to common stockholders per common share, diluted $ 0.06 $ 0.02

The three months ended March 31, 2026 exclude the impact of 125,605 unvested RSUs and LTIP Units and 10,199 unsettled shares under open forward equity contracts, as the effect would have been antidilutive.

The three months ended March 31, 2025 exclude the impact of 417,052 unvested RSUs and 1,886,795 unsettled shares under open forward equity contracts, as the effect would have been antidilutive.

As of March 31, 2026 and December 31, 2025, there were 402,178 and 412,143 of OP Units outstanding, respectively.

Note 13 – Commitments and Contingencies

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These commitments are generally subject to the Company’s customary due diligence process and, accordingly, a number of specific conditions must be met before the Company is obligated to purchase or extend funding.

As of September 30, 2025, the Company had tenant improvement allowance commitments totaling approximately $ 6.3 million, commitments to fund property developments totaling $ 6.3 million, and commitments to extend funds under mortgage loans receivable of $ 11.4 million, all of which are expected to occur by the end of 2026.

In August 2021, the Company entered into a lease agreement on a new corporate office space, which is classified as an operating lease.

The Company began operating out of the new office in February 2022.

As of March 31, 2026, the Company had commitments to fund property developments, extend funds under mortgage loans receivable, and fund tenant improvement allowances totaling $ 22.3 million, $ 6.4 million, and $ 8.3 million, respectively.

Commitments to fund property developments are expected to occur over the next nine months , commitments to fund mortgage loans receivable are expected to occur over the next 18 months, and commitments to fund tenant improvement allowances are expected to occur over the next two years .

In August 2021, the Company entered into a lease agreement related to its corporate office space, which is classified as an operating lease.

The Company began operating out of the office in February 2022.

The lease has a remaining noncancellable term of 6.3 years that expires on July 31, 2032 and is renewable at the Company’s option for two additional periods of five years .

Annual rent expense, excluding operating expenses, is approximately $ 0.5 million during the initial term.

As of September 30, 2025, the Company did not have any other material commitments for re-leasing costs, recurring capital expenditures, non-recurring building improvements, or similar types of costs.

As of March 31, 2026, the Company did not have any other material commitments for re-leasing costs, recurring capital expenditures, non-recurring building improvements, or similar types of costs.

Note 14 – Subsequent Events

The Company has evaluated all events that occurred subsequent to September 30, 2025 through the date on which these condensed consolidated financial statements were issued to determine whether any of these events required disclosure in the financial statements.

The Company has evaluated all events that occurred subsequent to March 31, 2026 through the date on which these condensed consolidated financial statements were issued to determine whether any of these events required disclosure in the financial statements.

2032 Term Loan Draw

Subject to the terms of the PNC Term Loan Agreement, the Company drew an additional $ 50.0 million under the 2032 Term Loan on April 1, 2026, bringing the total outstanding principal amount to $ 200.0 million.

The Company has $ 50.0 million remaining under the PNC Term Loan Agreement delayed draw term loan commitment.

Common Stock Dividend

On October 24, 2025, the Company’s Board of Directors declared a cash dividend of $ 0.215 per share for the fourth quarter of 2025.

The dividend will be paid on December 15, 2025 to stockholders of record on December 1, 2025.

On April 16, 2026, the Company’s Board of Directors declared a cash dividend of $ 0.22 per share for the second quarter of 2026.

The dividend will be paid on June 15, 2026 to stockholders of record on June 1, 2026.

Revolver Activity

In April 2026, the Company repaid $ 57.0 million on the Revolver.

Forward Equity Sales

In October 2025, the Company entered into forward sale agreements with respect to an aggregate 1,556,592 shares of its common stock under the 2024 ATM Program at a weighted-average price of $ 18.26 per share.

ATM Settlements

In October 2025, the Company issued 82,500 shares of common stock under the 2024 ATM Program at a price of $ 18.10 per share for net proceeds of approximately $ 1.5 million.

In April 2026, the Company entered into forward sale agreements with respect to an aggregate 307,984 shares of its common stock under the 2024 ATM Program at a weighted-average price of $ 19.54 per share.

The Company may physically settle the forward sale agreements (by delivery of shares of common stock) and receive proceeds from the sale of those shares on one or more forward settlement dates, which shall occur no later than April 2027.

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What changed 10-Q

Item 1. Financial Statements