What changed in this filing

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Item 1. Financial Statements

2025-05-01 compared with 2024-11-04 · 197 added, 283 removed, 519 unchanged (48% of the section changed)

3 unchanged sentences

(In thousands, except par value and share data)

September 30,

2025 December 31, 2024

16 unchanged sentences

Above market leases, net 272 305

Assets held for sale, net 3,657 —

Total Assets $ 654,018 $ 646,818

9 unchanged sentences

500,000,000 shares authorized;

23,313,185 and 21,933,005 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively

23,696,171 and 23,494,487 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively

Class B common stock, par value $ 0.01 per share;

27,206 shares authorized;

27,206 shares issued and outstanding as of September 30, 2024 and December 31, 2023

27,206 shares issued and outstanding as of March 31, 2025 and December 31, 2024

Additional paid-in capital 310,131 310,031

11 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

Rental income $ 21,480 $ 16,604

8 unchanged sentences

Total operating expenses 15,820 14,248

Loss on sale of real estate assets ( 49 ) —

Income from operations 6,281 3,039

2 unchanged sentences

Contractual interest expense ( 3,437 ) ( 2,637 )

Write-off and amortization of deferred financing fees ( 180 ) ( 174 ) ( 543 ) ( 504 )

Write-off and amortization of deferred financing fees and amortization of debt discount ( 211 ) ( 181 )

Interest income 6 1

1 unchanged sentence

Income before income tax expense

1,378 1,455 2,711 3,186

Income tax expense

4 unchanged sentences

Net income attributable to common stockholders $ 2,082 $ 206

Net income per share:

Net income (loss) per share:

Basic and Diluted $ 0.06 $ ( 0.01 )

5 unchanged sentences

Comprehensive (loss) income ( 189 ) 3,075

Comprehensive income (loss) attributable to operating partnership unitholders’ non-controlling interests 913 ( 660 ) 95 ( 1,108 )

Comprehensive loss (income) attributable to operating partnership unitholders’ non-controlling interests 41 ( 602 )

Comprehensive (loss) income attributable to common stockholders $ ( 148 ) $ 2,473

9 unchanged sentences

Balance – December 31, 2024 23,521,693 $ 235 $ 310,031 $ 5,230 $ ( 64,211 ) $ 251,285 $ 66,213 $ 317,498

21,960,211 $ 219 $ 287,268 $ 4,621 $ ( 48,546 ) $ 243,562 $ 58,063 $ 301,625

Net proceeds from sale of common stock 139,626 1 1,819 — — 1,820 — 1,820

6 unchanged sentences

Dividends and distributions — — — — ( 5,761 ) ( 5,761 ) ( 1,621 ) ( 7,382 )

Unrealized gain on derivative instruments — — — 2,267 — 2,267 552 2,819

Net income — — — — 206 206 50 256

Reallocation of non-controlling interest — — ( 1,079 ) — — ( 1,079 ) 1,079 —

Balance – March 31, 2024 22,634,457 $ 226 $ 294,878 $ 6,888 $ ( 53,860 ) $ 248,132 $ 65,158 $ 313,290

Net proceeds from sale of common stock 57,993 1 684 — — 685 — 685

Shares issued upon redemption of operating partnership units

52,778 1 861 — — 862 ( 862 ) —

Issuance and amortization of equity-based compensation, net of forfeitures ( 316 ) — 722 — — 722 711 1,433

Issuance and amortization under the ESPP

— — 6 — — 6 — 6

Dividends and distributions — — — — ( 5,490 ) ( 5,490 ) ( 1,438 ) ( 6,928 )

Unrealized gain on derivative instruments — — — 11 — 11 3 14

Net income — — — — 817 817 215 1,032

Reallocation of non-controlling interest — — ( 265 ) — — ( 265 ) 265 —

Balance – June 30, 2024 22,744,912 $ 228 $ 296,886 $ 6,899 $ ( 58,533 ) $ 245,480 $ 64,052 $ 309,532

Net proceeds from sale of common stock 601,266 5 8,374 — — 8,379 — 8,379

Issuance of operating partnership units in connection with acquisition transactions

— — — — — — 1,122 1,122

Issuance and amortization of equity-based compensation, net of forfeitures ( 1,738 ) — 719 — 40 759 697 1,456

Issuance and amortization under the ESPP

8,912 — 118 — — 118 — 118

Restricted stock withholdings ( 12,961 ) — ( 184 ) — — ( 184 ) — ( 184 )

Dividends and distributions — — — — ( 5,579 ) ( 5,579 ) ( 1,452 ) ( 7,031 )

Unrealized loss on derivative instruments — — — ( 2,229 ) — ( 2,229 ) ( 615 ) ( 2,844 )

1 unchanged sentence

Reallocation of non-controlling interest — — ( 2,336 ) — — ( 2,336 ) 2,336 —

Balance – September 30, 2024 23,340,391 $ 233 $ 306,006 $ 2,316 $ ( 63,001 ) $ 245,554 $ 63,412 $ 308,966

Balance – December 31, 2022 19,555,272 $ 195 $ 254,107 $ 7,486 $ ( 32,557 ) $ 229,231 $ 54,480 $ 283,711

Net proceeds from sale of common stock 55,082 1 709 — — 710 — 710

Shares issued upon redemption of operating partnership units

22,798 — 409 — — 409 ( 409 ) —

Issuance and amortization of equity-based compensation, net of forfeitures 146,627 1 1,376 — — 1,377 568 1,945

Issuance and amortization under the ESPP

6,446 — 94 — — 94 — 94

Restricted stock withholdings ( 21,310 ) — ( 327 ) — — ( 327 ) — ( 327 )

Dividends and distributions — — — — ( 4,787 ) ( 4,787 ) ( 1,176 ) ( 5,963 )

Unrealized loss on derivative instruments

— — — ( 2,279 ) — ( 2,279 ) ( 558 ) ( 2,837 )

Net income — — — — 348 348 85 433

Reallocation of non-controlling interest — — ( 2,338 ) — — ( 2,338 ) 2,338 —

Balance – March 31, 2025 23,723,377 $ 237 $ 310,131 $ 3,001 $ ( 67,890 ) $ 245,479 $ 69,426 $ 314,905

Balance – December 31, 2023 21,960,211 $ 219 $ 287,268 $ 4,621 $ ( 48,546 ) $ 243,562 $ 58,063 $ 301,625

Net proceeds from sale of common stock 576,087 6 7,861 — — 7,867 — 7,867

Issuance of operating partnership units in connection with acquisition transactions — — — — — — 5,788 5,788

Cash redemption from non-controlling interests — — — — — — ( 558 ) ( 558 )

Issuance and amortization of equity-based compensation, net of forfeitures 120,941 1 1,147 — — 1,148 965 2,113

Issuance and amortization under the ESPP 5,137 — 77 — — 77 — 77

Dividends and distributions — — — — ( 4,770 ) ( 4,770 ) ( 1,167 ) ( 5,937 )

Unrealized gain on derivative instruments — — — 2,727 — 2,727 672 3,399

Net income — — — — 1,012 1,012 249 1,261

Reallocation of non-controlling interest — — ( 229 ) — — ( 229 ) 229 —

Balance – June 30, 2023 20,029,975 $ 200 $ 258,331 $ 7,934 $ ( 40,754 ) $ 225,711 $ 55,859 $ 281,570

Net proceeds from sale of common stock 1,114,997 11 16,178 — — 16,189 — 16,189

Issuance of OP Units in connection with acquisition transactions — — — — — — 2,753 2,753

Shares issued upon redemption of OP Units 379,635 4 6,271 — — 6,275 ( 6,275 ) —

Issuance and amortization of equity-based compensation, net of forfeitures 7,205 — 718 — — 718 591 1,309

Issuance and amortization under ESPP 8,364 — 116 — — 116 — 116

Restricted stock withholdings ( 27,919 ) — ( 396 ) — — ( 396 ) — ( 396 )

Dividends and distributions — — — — ( 5,520 ) ( 5,520 ) ( 1,339 ) ( 6,859 )

2 unchanged sentences

Reallocation of non-controlling interest — — ( 1,079 ) — — ( 1,079 ) 1,079 —

Balance – September 30, 2023 21,540,176 $ 215 $ 279,585 $ 9,614 $ ( 44,529 ) $ 244,885 $ 54,450 $ 299,335

Balance – March 31, 2024 22,634,457 $ 226 $ 294,878 $ 6,888 $ ( 53,860 ) $ 248,132 $ 65,158 $ 313,290

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

2 unchanged sentences

(in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Cash flows from operating activities:

2 unchanged sentences

Depreciation and amortization 5,624 5,301

Amortization of in-place intangibles 5,797 5,283

Write-off and amortization of deferred financing fees and amortization of debt discounts 544 504

Write-off and amortization of deferred financing fees and debt discounts 211 181

Amortization of above/below market leases ( 742 ) ( 684 )

1 unchanged sentence

Casualty and impairment losses 435 —

Gain on insurance proceeds received for damage due to property ( 40 ) ( 441 )

Loss on sale of real estate assets 49 —

Equity based compensation 2,351 2,126

Reclassification of cumulative dividends paid on forfeited awards 40 —

Deferred rent receivable ( 515 ) ( 101 )

Deferred rent expense payable 1 3

Other ( 6 ) ( 3 )

6 unchanged sentences

Acquisition of real estate ( 15,140 ) ( 12,967 )

Proceeds from sale of real estate assets 825 —

Escrows for acquisition deposits ( 653 ) ( 157 )

Capital improvements ( 660 ) ( 599 )

Insurance proceeds related to property damage claims 40 441

Other investing activities ( 130 ) ( 134 )

2 unchanged sentences

Repayments of secured borrowings ( 104 ) ( 98 )

Proceeds from term loans — 35,000

Proceeds from revolving credit facility 17,000 16,000

Repayments of revolving credit facility ( 7,000 ) ( 9,000 )

Redemption of operating partnership units

Net proceeds from issuance of shares 1,890 7,821

Deferred offering costs — ( 107 )

Debt issuance costs ( 5 ) —

4 unchanged sentences

Net cash provided by financing activities 3,962 7,278

Net (decrease) increase in Cash and Escrows and Reserves

( 1,360 ) 845

Net decrease in Cash and Escrows and Reserves ( 978 ) ( 178 )

Cash and Escrows and Reserves at the beginning of period 2,543 2,867

1 unchanged sentence

Supplemental Disclosure of Non-Cash Investing and Financing Activities

Shares issued upon redemption of operating partnership units

Reallocation of non-controlling interest 1,250 4,595

Operating partnership units issued for property acquisitions

Transfer of investment properties, net to assets held for sale 3,657 —

Assumption of seller financing 1,400 —

Unrealized (loss) gain on interest rate swaps, net ( 2,942 ) 2,632

Accrued capital expenditures included in accounts payable and accrued expenses 202 229

Unrealized (loss) gain on derivative instruments, net ( 2,844 ) 2,819

Reallocation of non-controlling interest 2,336 1,079

Reclassification of acquisition deposits included in prepaid expenses and other assets 197 147

Write-off of fixed assets no longer in service — 29

Accrued capital expenditures included in accounts payable and accrued expenses 465 114

Reclassification of construction deposits included in prepaid expenses and other assets 38 —

Accrued costs of capital included in accounts payable and accrued expenses 25 65

Right of use assets, net — 64

Accrued costs of capital included in accounts payable and accrued expenses 72 85

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

10 unchanged sentences

As the sole general partner of the Operating Partnership, the Company has the exclusive power under the partnership agreement to manage and conduct the Operating Partnership’s business, subject to limited approval and voting rights of the limited partners.

As of September 30, 2024, the Company held an approximately 79.5 % interest in the Operating Partnership.

As of March 31, 2025, the Company held an approximately 78.0 % interest in the Operating Partnership.

As the sole general partner and the majority interest holder, the Company consolidates the financial position and results of operations of the Operating Partnership.

The Operating Partnership is considered a variable interest entity (“VIE”) in which the Company is the primary beneficiary.

As of September 30, 2024, the Company owned a portfolio of 1,642 properties located in 49 states and one territory.

As of March 31, 2025, the Company owned a portfolio of 1,738 properties located in 49 states and one territory.

The Company’s properties are leased primarily to a single tenant, the United States Postal Service (the “USPS”).

1 unchanged sentence

In addition, through its taxable REIT subsidiary (“TRS”), Real Estate Asset Counseling, LLC (“REAC”), the Company provides fee-based third-party property management services for an additional 360 properties, which are owned by Andrew Spodek, the Company's chief executive officer ("CEO"), and his affiliates, and certain advisory services to third-party owners of postal properties.

Pursuant to the Company’s articles of amendment and restatement, the Company is currently authorized to issue up to 500,000,000 shares of Class A common stock, 27,206 shares of Class B common stock, $ 0.01 par value per share (the “Voting Equivalency stock”), and up to 100,000,000 shares of preferred stock.

Pursuant to the Company’s charter, the Company is currently authorized to issue up to 500,000,000 shares of Class A common stock, 27,206 shares of Class B common stock, $ 0.01 par value per share (the “Voting Equivalency stock”), and up to 100,000,000 shares of preferred stock.

The Company elected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended (the “Code”), commencing with the Company's short taxable year ended December 31, 2019, and intends to continue to qualify as a REIT.

2 unchanged sentences

Additionally, any income earned by the TRS and any other TRS the Company may form in the future will be subject to federal, state and local corporate income tax.

Pursuant to the Jumpstart Our Business Startups Act, the Company qualifies as an emerging growth company (“EGC”).

An EGC may choose, as the Company has done, to take advantage of the extended private company transition period provided for complying with new or revised accounting standards that may be issued by the Financial Accounting Standards Board (“FASB”) or the Securities and Exchange Commission.

Summary of Significant Accounting Policies

2 unchanged sentences

The Company consolidates the Operating Partnership, a VIE in which the Company is considered the primary beneficiary.

The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

that could be significant to the VIE.

Substantially all of the assets and liabilities of the Company relate to the Operating Partnership.

A non-controlling interest is defined as the portion of the equity in an entity not attributable, directly or indirectly, to the Company.

Non-controlling interests are required to be presented as a separate component of equity in the Consolidated Balance Sheets.

Non-controlling interests are required to be presented as a separate component of equity in the Consolidated

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Balance Sheets.

Accordingly, the presentation of net income reflects the income attributed to controlling and non-controlling interests.

11 unchanged sentences

Offering costs are recorded in “Total Stockholders’ Equity” on the Consolidated Balance Sheets as a reduction of additional paid-in capital.

Segment Reporting

The Company leases its properties primarily to the USPS and reports its business as a single reportable segment.

The Company's Chief Executive Officer is the Chief Operating Decision Maker ("CODM") who allocates resources and assesses financial performance.

The CODM reviews net income and assesses the performance of the Company's current portfolio of properties primarily leased to the USPS and makes operating decisions accordingly.

Net income is used by the CODM in assessing the operating performance of the segment and to monitor budget versus actual results.

The measure of segment assets is reported on the Consolidated Balance Sheets as total assets.

As a result, the Company conducts its business as a single operating segment.

All expense categories on the consolidated statement of operations are significant.

Interest income is not a significant component of interest expense, net.

As a part of his review as the CODM, the CEO also separately examines the equity-based compensation component of general and administrative expenses, which is also considered a significant segment expense.

Deferred Costs and Discounts

3 unchanged sentences

The debt discounts are amortized to interest expense over the term of the related loans using the straight-line method, which approximates the effective-interest rate method, and are reported as a reduction of the related debt balance on the Consolidated Balance Sheets.

As of September 30, 2024, the net unamortized debt discounts was $0.2 million.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current period’s presentation.

As of March 31, 2025 and December 31, 2024, the net unamortized debt discounts was $ 0.2 million.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Reclassifications

Certain prior period amounts have been reclassified to conform to the current period’s presentation.

Cash and Escrows and Reserves

2 unchanged sentences

The following table provides a reconciliation of cash and escrows and reserves reported within the Consolidated Balance Sheets and Consolidated Statements of Cash Flows:

September 30,

2025 December 31,

21 unchanged sentences

Revenue from advisory services is generated from service contracts generally based on (i) time and expense arrangements (where the Company recognizes revenues based on hours incurred and contracted rates), (ii) fixed-fee arrangements (where the Company recognizes revenues earned to date by applying the proportional performance method) or (iii) performance-based or contingent arrangements (where the Company recognizes revenues at a point in time when the client receives the benefit of the promised service).

Reimbursable expenses for the advisory services, including those relating to travel, out-of-pocket expenses, outside consultants and other outside service costs, are generally included in revenues and in general and administrative expenses in the period in which the expense is incurred.

Fair Value Measurements

Reimbursable expenses for the advisory services, including those relating to

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

travel, out-of-pocket expenses, outside consultants and other outside service costs, are generally included in revenues and in general and administrative expenses in the period in which the expense is incurred.

Fair Value Measurements

The following disclosure of estimated fair value was determined by management using available market information and appropriate valuation methodologies.

However, considerable judgment is necessary to interpret market data and develop estimated fair value.

Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could have realized on disposition of the assets and liabilities as of September 30, 2024 and December 31, 2023.

Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could have realized on disposition of the assets and liabilities as of March 31, 2025 and December 31, 2024.

The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

Cash, escrows and reserves, receivables, prepaid expenses and other assets (excluding derivatives), accounts payable and accrued expenses are carried at amounts which reasonably approximate their fair values as of September 30, 2024 and December 31, 2023 due to their short maturities.

Cash, escrows and reserves, receivables, prepaid expenses and other assets (excluding derivatives), accounts payable and accrued expenses are carried at amounts which reasonably approximate their fair values as of March 31, 2025 and December 31, 2024 due to their short maturities.

The fair value of the Company’s borrowings under its Credit Facilities approximates carrying value because such borrowings are subject to a variable market rate, which reprices frequently.

The fair value was determined using the Adjusted Term SOFR (as defined below) as of September 30, 2024 and December 31, 2023, plus an applicable spread under the Credit Facilities, a Level 2 classification in the fair value hierarchy.

The fair value of the Company’s secured borrowings aggregated approximately $ 29.7 million and $ 28.0 million as compared to the principal balance of $ 34.3 million and $ 33.0 million as of September 30, 2024 and December 31, 2023, respectively.

The fair value was determined using the Adjusted Term SOFR (as defined below) as of March 31, 2025 and December 31, 2024, plus an applicable spread under the Credit Facilities, a Level 2 classification in the fair value hierarchy.

The fair value of the Company’s secured borrowings aggregated approximately $ 29.3 million and $ 28.7 million as compared to the principal balance of $ 34.2 million and $ 34.3 million as of March 31, 2025 and December 31, 2024, respectively.

The fair value of the Company’s secured borrowings was categorized as a Level 3 fair value estimate (as provided by ASC 820, Fair Value Measurements and Disclosures) and was determined by discounting the future contractual interest and principal payments by a market rate.

3 unchanged sentences

The Company considers its own credit risk, as well as the credit risk of its counterparties, when evaluating the fair value of its derivative assets and liabilities.

As of September 30, 2024 and December 31, 2023, the fair value of the Company’s interest rate swap derivative assets was approximately $ 3.8 million and $ 6.4 million, respectively, included in “Prepaid expenses and other assets, net” on the Consolidated Balance Sheets.

As of September 30, 2024 and December 31, 2023, the fair value of the Company's interest rate swap derivative liabilities was approximately $ 1.1 million and $ 0.7 million, respectively, included in "Accounts payable, accrued expenses and other, net" on the Consolidated Balance Sheets.

Disclosures about fair value of assets and liabilities are based on pertinent information available to management as of September 30, 2024 and December 31, 2023.

Although management is not aware of any factors that would significantly affect the fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since September 30, 2024 and current estimates of fair value may differ significantly from the amounts presented herein.

As of March 31, 2025 and December 31, 2024, the fair value of the Company’s interest rate swap derivative assets was approximately $ 4.3 million and $ 6.7 million, respectively, included in “Prepaid expenses and other assets, net” on the Consolidated Balance Sheets.

As of March 31, 2025 and December 31, 2024, the fair value of the Company's interest rate swap derivative liabilities was approximately $ 0.7 million and $ 0.3 million, respectively, included in "Accounts payable, accrued expenses and other, net" on the Consolidated Balance Sheets.

Disclosures about fair value of assets and liabilities are based on pertinent information available to management as of March 31, 2025 and December 31, 2024.

Although management is not aware of any factors that would significantly affect the fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since March 31, 2025 and current estimates of fair value may differ significantly from the amounts presented herein.

Derivative Instruments and Hedging Activities

6 unchanged sentences

Assets Held for Sale

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The Company may sell properties from time to time for various reasons, including the exercise of purchase options by our tenants.

2 unchanged sentences

(i) management has approved the disposal, (ii) the property is available for sale in its present condition, (iii) an active program to locate a buyer has been initiated, (iv) it is probable that the property will be disposed of within one year, (v) the property is being marketed at a reasonable price relative to its fair value, and (vi) it is unlikely that the disposal plan will significantly change or be withdrawn.

Following the classification of a

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

property as “held for sale,” no further depreciation or amortization is recorded on the assets and the assets are recorded at the lower of carrying value or fair market value, less cost to sell.

The Company had two properties classified as held for sale as of September 30, 2024.

There were no properties classified as held for sale as of December 31, 2023.

Following the classification of a property as “held for sale,” no further depreciation or amortization is recorded on the assets and the assets are recorded at the lower of carrying value or fair market value, less cost to sell.

No properties were classified as held for sale as of March 31, 2025 and December 31, 2024.

Impairment of Long-Lived Assets

5 unchanged sentences

The evaluation of anticipated cash flows is subjective and is based, in part, on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results.

No impairments were recorded during the three and nine months ended September 30, 2024 and 2023.

During the three months ended March 31, 2025, the Company assessed the recoverability of the carrying amount of its real estate and related intangibles.

The assessment resulted in the remeasurement of one property, based upon an

accumulation of costs in excess of what was originally expected, and such property was written down to its estimated fair value and was classified as Level 3 in the fair value hierarchy.

The Company's estimate of the fair value was based on a discounted cash flow analysis.

The Company used two significant unobservable inputs which was the cash flow discount rate ( 11.0 %) and the terminal capitalization rate ( 10.0 %).

The remeasurement resulted in an impairment loss of $ 0.1 million, which is included in "Casualty and impairment loss, net" in the Company's Consolidated Statements of Operations and Comprehensive (Loss) Income.

No impairments were recorded for the three months ended March 31, 2024.

Concentration of Credit Risks

As of September 30, 2024, the Company’s properties were leased primarily to a single tenant, the USPS.

For the nine months ended September 30, 2024, approximately 12.2 % of the Company’s total rental income, or $ 6.4 million, was concentrated in Pennsylvania.

For the nine months ended September 30, 2023, approximately 13.5 % of the Company's total rental income, or $ 6.0 million, was concentrated in Pennsylvania.

As of March 31, 2025, the Company’s properties were leased primarily to a single tenant, the USPS.

For the three months ended March 31, 2025, approximately 11.0 % of the Company’s total rental income, or $ 2.4 million, was concentrated in Pennsylvania.

For the three months ended March 31, 2024, approximately 12.4 % of the Company's total rental income, or $ 2.1 million, was concentrated in Pennsylvania.

The ability of the USPS to honor the terms of its leases is dependent upon regulatory, economic, environmental or competitive conditions in Pennsylvania or other regions where the Company operates in and could have a material effect on the Company’s overall business results.

8 unchanged sentences

Stockholders’ Equity for further details.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Insurance Accounting

3 unchanged sentences

Insurance recoveries for business interruption for lost revenue or profit are accounted for as gain contingencies in their entirety, and therefore are not recorded in income until the amount is determinable and approved by the insurance company.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Earnings Per Share

The Company calculates earnings per share ("EPS") based upon the weighted average shares outstanding less issued and outstanding non-vested shares of Class A common stock.

As of September 30, 2024 and 2023, the Company had unvested restricted shares of Class A common stock, long term incentive units of the Operating Partnership ("LTIP Units") and certain restricted stock units (“RSUs”), which provide for non-forfeitable rights to dividend and dividend equivalent payments.

As of March 31, 2025 and 2024, the Company had unvested restricted shares of Class A common stock, long term incentive units of the Operating Partnership ("LTIP Units") and certain restricted stock units (“RSUs”), which provide for non-forfeitable rights to dividend and dividend equivalent payments.

Accordingly, these unvested restricted shares of Class A common stock, LTIP Units and RSUs are considered participating securities and are included in the computation of basic and diluted EPS pursuant to the two-class method.

1 unchanged sentence

Earnings Per Share for further details .

Future Application of Accounting Standards

In November 2023, the FASB issued Accounting Standards Codification ("ASC") No.

2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures.

2023-07 improves disclosures about public entities' reportable segments and addresses requests from investors for additional, more detailed information about a reportable segment's expenses.

The provisions in this amendment are applicable to public entities with a single reportable segment.

The standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

The Company has one reportable segment and continues to evaluate additional disclosures that may be required for entities with a single reportable segment.

Recent Accounting Standards

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

Disaggregation of Income Statement Expenses (“ASU 2024-03”).

The amendments in ASU 2024-03 apply to all public business entities and require disclosure of specified information about certain costs and expenses.

ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted.

We are currently evaluating the potential impact of adopting ASU 2024-03.

Real Estate Transactions

The following tables summarizes the Company’s acquisitions for the nine months ended September 30, 2024.

The following tables summarizes the Company’s acquisitions for the three months ended March 31, 2025.

The purchase prices including transaction costs were allocated to the separately identifiable tangible and intangible assets and liabilities based on their relative fair values at the date of acquisition.

8 unchanged sentences

March 31, 2025 36 $ 3,990 $ 12,579 $ 114 $ 1,192 $ — $ ( 1,415 ) $ ( 119 ) $ 16,341

June 30, 2024 (4) 70 $ 6,191 $ 21,955 $ 144 $ 1,733 $ 11 $ ( 1,237 ) $ — $ 28,797

September 30, 2024 (5) 35 $ 2,313 $ 11,263 $ 122 $ 1,111 $ — $ ( 1,015 ) $ ( 34 ) $ 13,760

Total 134 $ 14,946 $ 45,580 $ 364 $ 4,216 $ 45 $ ( 3,694 ) $ ( 34 ) $ 61,423

Explanatory Notes :

(1) Includes an intangible liability related to unfavorable operating leases with purchase options on one property and a below market ground lease intangible asset on one property during the three months ended September 30, 2024 that is included in “Accounts payable, accrued expenses and other" and "Prepaid expenses and other assets, net" on the Consolidated Balance Sheets, respectively.

(2) Includes closing costs of approximately $ 0.3 million for the three months ended March 31, 2024, $ 0.5 million for the three months ended June 30, 2024 and $ 0.4 million for the three months ended September 30, 2024.

The total for the three months ended September 30, 2024 includes a debt discount on two properties that is included in "Secured Borrowings, net."

(3) Includes the acquisition of 29 properties in various states for cash consideration in individual or portfolio transactions for a price of approximately $ 18.9 million, including closing costs, which was funded with both the issuance of OP Units to the sellers (valued at approximately $ 5.8 million using the share price of Class A common stock on the date of each issuance of such OP Units) and cash consideration.

(1) Includes intangible liabilities related to unfavorable operating leases with purchase options on three properties during the three months ended March 31, 2025 that is included in “Accounts payable, accrued expenses and other, net" on the Consolidated Balance Sheets.

(2) Includes closing costs of approximately $ 0.5 million for the three months ended March 31, 2025 .

Sale of Real Estate

During the three months ended March 31, 2025, the Company sold one real estate property for net proceeds of $ 0.8 million and recorded a loss of $ 0.05 million.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(4) Includes the acquisition of 70 properties in various states for cash consideration in individual or portfolio transactions for a price of approximately $ 28.8 million, including closing costs, which was funded with cash consideration.

Also, includes 36 properties acquired from a related party.

Related Party Transactions for further details.

(5) Includes the acquisition of 35 properties in various states for cash consideration in individual or portfolio transactions for a price of approximately $ 13.8 million, including closing costs, which was funded with both the issuance of OP Units to the sellers (valued at approximately $ 1.1 million using the share price of Class A common stock on the date of each issuance of such OP Units) and cash consideration.

Also includes, a debt discount on two properties during three months ended September 30, 2024 that is included in "Secured Borrowings, net." See Note 5.

Debt for further details.

In addition, during the nine months ended September 30, 2024, the Company sold one property with an immaterial net book value, which transaction was completed in April 2024.

Assets Held for Sale

During the three and nine months ended September 30, 2024, the Company committed to plans to dispose of two properties with an aggregate carrying balance of $ 3.7 million, consisting of $ 1.7 million of land and $ 2.0 million of buildings and other real estate assets and classified those properties as "Assets held for sale, net" on the Company's Consolidated Balance Sheet.

Subsequent to quarter end, the Company sold the two assets for an aggregate $ 6.3 million to two independent buyers.

Casualty Loss

During the three and nine months ended September 30, 2024, the Company recorded a casualty loss of $ 0.2 million reflecting the net book value of such asset damaged as a result of vandalism included within "Casualty and impairment losses" in the Consolidated Statement of Operations and Comprehensive (Loss) Income.

Casualty Loss, Net

During the three months ended March 31, 2025, the Company recognized $ 0.5 million in gross charges primarily related to the net book value of two properties damaged and related repairs, partially offset by an estimated $ 0.4 million of related insurance claims, that are included in “Rent and other receivables” on the Consolidated Balance Sheets, that the Company believes is probable it will recover, resulting in a net charge of $ 0.1 million included within "Casualty and impairment losses, net" in the Consolidated Statement of Operations and Comprehensive (Loss) Income.

The Company expects insurance proceeds to cover substantially all of such loss subject to applicable deductibles.

The Company has comprehensive all risk property insurance coverage on its property subject to the casualty loss, including for business interruption, with a $ 1.5 million limit of liability, subject to conditions, exclusions, deductibles and sub-limits.

The Company has comprehensive all risk property insurance coverage on its two properties subject to the casualty losses, including for business interruption, with an aggregate $ 15.2 million limit of liability, subject to conditions, exclusions, deductibles and sub-limits.

To the extent insurance proceeds ultimately exceed the difference between replacement cost and net book value of the damaged assets and any related expenses incurred, the excess will be reflected as income in the period those amounts are determinable and approved by the insurance company.

No determination has been made as to the total amount of timing of insurance payments that may be received as a result of the event.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

No determination has been made as to the total amount of timing of insurance payments that may be received as a result of the events.

Intangible Assets and Liabilities

3 unchanged sentences

(in thousands)

September 30, 2024:

March 31, 2025:

In-place lease intangibles

2 unchanged sentences

795 ( 523 ) 272

Other intangibles ( 1,337 ) 566 $ ( 771 )

Below-market leases

5 unchanged sentences

795 ( 490 ) 305

Other intangibles ( 1,262 ) 523 $ ( 739 )

Below-market leases

( 29,069 ) 12,898 ( 16,171 )

Amortization of in-place lease intangibles was $ 2.0 million and $ 5.8 million for the three and nine months ended September 30, 2024, respectively, and $ 1.7 million and $ 5.3 million for the three and nine months ended September 30, 2023, respectively.

Amortization of in-place lease intangibles was $ 1.7 million for the three months ended March 31, 2025 and $ 1.8 million for the three months ended March 31, 2024, respectively.

This amortization is included in “Depreciation and amortization” in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

Amortization of acquired above-market leases was $ 0.04 million and $ 0.1 million for each of the three and nine months ended September 30, 2024 and 2023, and is included in “Rental income” in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

Amortization of acquired below-market leases was $ 0.8 million and $ 2.3 million for the three and nine months ended September 30, 2024, respectively, and $ 0.6 million and $ 1.9 million for the three and nine months ended September 30, 2023, respectively, and is included in “Rental income” in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

Amortization of acquired above-market leases was $ 0.03 million and $ 0.05 million for each of the three months ended March 31, 2025 and 2024, and is included in “Rental income” in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

Amortization of other intangibles was $ 0.1 million for the three months ended March 31, 2025 and $ 0.1 million for the three months ended March 31, 2024, respectively, and is included in "Rental income" in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

Amortization of acquired below-market leases was $ 0.8 million for the three months ended March 31, 2025 and $ 0.7 million for the three months ended March 31, 2024, respectively, and is included in “Rental income” in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Future amortization/accretion of these intangibles is below (in thousands):

1 unchanged sentence

intangibles Above-market

leases Below-market

leases Other intangibles Below-market

2025-Remaining $ 4,424 $ 89 $ ( 241 ) $ ( 2,276 )

5 unchanged sentences

$ 12,140 $ 272 $ ( 771 ) $ ( 16,812 )

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following table summarizes the Company’s indebtedness as of September 30, 2024 and December 31, 2023 (dollars in thousands):

The following table summarizes the Company’s indebtedness as of March 31, 2025 and December 31, 2024 (dollars in thousands):

Balance as of

September 30,

2025 Outstanding

1 unchanged sentence

2024 Interest

September 30,

2025 Maturity Date

23 unchanged sentences

Explanatory Notes :

(1) The Company have entered into the Credit Facilities, which include the $ 150.0 million Revolving Credit Facility, the $ 75.0 million senior unsecured term loan facility (the "2021 Term Loan") and the $ 125.0 million senior unsecured term loan facility (the "2022 Term Loan").

On October 25, 2024, the Company amended the Credit Facilities (the "Third Amendment") to, among other things, replace the Bank of Montreal with Truist Bank as the administrative agent, letter of credit issuer and swingline lender.

In addition, the Third Amendment increases the 2022 Term Loan commitments in an aggregate principal amount of up to $50.0 million in which the Company further exercised $ 40.0 million under the 2022 Term Loan, and on a delayed-draw basis, $10.0 million.

The Credit Facilities include an accordion feature which permits the Company to borrow up to an additional $ 150.0 million under the Revolving Credit Facility, subject to customary terms and conditions.

(1) On August 9, 2021, the Company had entered into the Credit Facilities, which initially included the $ 150.0 million Revolving Credit Facility and the $ 50.0 million 2021 Term Loan.

On May 11, 2022, the Company amended the Credit Facilities (the "First Amendment") to, among other things, add a new $ 75.0 million senior unsecured delayed draw term loan facility (the "2022 Term Loan" and, together with the 2021 Term Loan, the "Term Loans"), replace the LIBOR with the Secured Overnight Financing Rate ("SOFR") as the benchmark interest rate and allow for a decrease in the applicable margin by 0.02 % if the Company achieves certain sustainability targets.

On December 6, 2022, the Company exercised $ 40.0 million of term loan accordion under the 2022 Term Loan.

On July 24, 2023, the Company amended the Credit Facilities (the "Second Amendment") to, among other things, add a daily simple SOFR-based option to the term SOFR-based floating interest rate option as a benchmark rate for borrowings under the Credit Facilities and further exercised $ 35.0 million of accordion under the Term Loans.

On October 25, 2024, the Company amended the Credit Facilities (the "Third Amendment") to, among other things, increase the 2022 Term Loan commitments in an aggregate principal amount of up to $ 50.0 million in which the Company further exercised $ 40.0 million under the 2022 Term Loan, and on a delayed-draw basis, $ 10.0 million.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The Credit Facilities include an accordion feature which permits the Company to borrow up to an additional (i) $ 150.0 million under the Revolving Credit Facility and (ii) $ 50.0 million under the Term Loans, subject to customary terms and conditions.

The Revolving Credit Facility matures in January 2026, which may be extended for two six-month periods subject to customary conditions, the 2021 Term Loan matures in January 2027 and the 2022 Term Loan matures in February 2028.

2 unchanged sentences

The Credit Facilities contain a number of customary financial and non-financial covenants.

During the three and nine months ended September 30, 2024, the Company incurred $ 0.05 million and $ 0.2 million, respectively, and during the three and nine months ended September 30, 2023, the Company incurred $ 0.07 million and $ 0.2 million, respectively, of unused facility fees related to the Revolving Credit Facility.

As of September 30, 2024, the Company was in compliance with all of the Credit Facilities’ debt covenants.

(2) Based upon the one-month Adjusted Term SOFR, which is the applicable Term Secured Overnight Financing Rate plus an adjustment of 0.10 %, subject to a 0 % floor (the “Adjusted Term SOFR”) .

Upon the Company's achievement of certain

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

sustainability targets for 2023, the applicable margins for the Credit Facilities were reduced by 0.02 % for the year ending December 31, 2024, which is reflected in the margins noted in the table above.

During the three months ended March 31, 2025, the Company incurred $ 0.06 million and during the three months ended March 31, 2024, the Company incurred $ 0.07 million of unused facility fees related to the Revolving Credit Facility.

As of March 31, 2025, the Company was in compliance with all of the Credit Facilities’ debt covenants.

(2) Based upon the applicable SOFR rate plus a SOFR adjustment of 0.10 %, subject to a 0 % floor (the “Adjusted Term SOFR”) .

(3) Five properties are collateralized under this loan and Mr.

6 unchanged sentences

(6) In connection with the acquisition of a property, the Company obtained seller financing secured by the property in the amount of $ 0.4 million requiring five annual payments of principal and interest of $ 0.1 million with the first installment due on January 2, 2021 based on a 6.0 % interest rate per annum through January 2, 2025.

As of January 2, 2025, the seller financing has been fully repaid.

(7) The loan is secured by a first mortgage lien on an industrial property located in Warrendale, Pennsylvania.

1 unchanged sentence

(8) In connection with the acquisition of two properties, the Company obtained seller financing secured by the properties in the amount of $ 1.4 million based on a fixed interest rate of 5.00 % with interest-only payments through September 1, 2039.

The weighted average maturity date for the Company's indebtedness as of September 30, 2024 and December 31, 2023 was approximately 3.3 years and 4.2 years, respectively.

The scheduled principal repayments of indebtedness as of September 30, 2024 are as follows (in thousands):

Year Ending December 31, Amount

2024 - Remaining $ 5

The weighted average maturity date for the Company's indebtedness as of March 31, 2025 and December 31, 2024 was approximately 2.9 years and 3.2 years, respectively.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The scheduled principal repayments of indebtedness as of March 31, 2025 are as follows (in thousands):

Year Ending December 31, Amount

2025 - Remaining $ 14

Derivatives and Hedging Activities

As of September 30, 2024, the Company had seven interest rate swaps with a total notional amount of $ 200.0 million that are used to manage its interest rate risk and fix the SOFR component on the term loans of the Credit Facilities:

As of March 31, 2025, the Company had nine interest rate swaps with a total notional amount of $ 250.0 million that are used to manage its interest rate risk and fix the SOFR component on the term loans of the Credit Facilities:

Notional Amount ($ in thousands) Fixed Rate (1)

7 unchanged sentences

$ 10,000 6.049 % September 2023 February 2028

$ 40,000 5.271 % October 2024 February 2028

$ 10,000 5.552 % November 2024 February 2028

Explanatory Note :

(1) Reflects the all-in effective interest rate for the specified portion of the Term Loans hedged by the interest rate swaps.

On October 25, 2024, in connection with the exercise of the $ 40.0 million term loan accordion under the 2022 Term Loan, the Company further entered into an interest rate swap that effectively fixed the interest rate on the additional $ 40.0 million of the 2022 Term Loan through February 2028 at 5.3705 %.

The Company’s objectives in using the interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements.

2 unchanged sentences

During the next twelve months, the Company estimates that an additional $ 2.4 million will be reclassified from “Accumulated other comprehensive (loss) income” as a decrease to interest expense.

The Company does not use derivatives for trading or speculative purposes and currently does not have any derivatives that are not designated as hedges.

The table below presents the effect of the Company’s interest rate swap derivative instruments in the Consolidated Statements of Operations and Comprehensive (Loss) Income for the three and nine months ended September 30, 2024 and 2023 (in thousands):

The Company does not use derivatives for trading or speculative purposes and currently does not have any derivatives that are not designated as cash flow hedges.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The table below presents the effect of the Company’s interest rate swap derivative instruments in the Consolidated Statements of Operations and Comprehensive (Loss) Income for the three months ended March 31, 2025 and 2024 (in thousands):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

Derivatives in Cash Flow Hedging Relationships (Interest Rate Swaps) 2025 2024

3 unchanged sentences

$ 883 $ 1,331

"Interest expense, net" presented in the Consolidated Statements of Operations and Comprehensive (Loss) Income, in which the effects of cash flow hedges are recorded, totaled $ 3.4 million and $ 9.3 million for the three and nine months ended September 30, 2024, respectively and $ 2.6 million and $ 7.3 million for the three and nine months ended September 30, 2023, respectively.

As of September 30, 2024, the Company also had derivatives in a net liability position and did not post any collateral related to these agreements.

If the Company had breached any of these provisions as of September 30, 2024, it could have been required to settle its obligations under the agreements of any interest rate swap in a net liability position for approximately $ 1.1 million, which is at their termination value.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

"Interest expense, net" presented in the Consolidated Statements of Operations and Comprehensive (Loss) Income, in which the effects of cash flow hedges are recorded, totaled $ 3.6 million for the three months ended March 31, 2025 and $ 2.8 million for the three months ended March 31, 2024.

As of March 31, 2025, the Company also had derivatives in a net liability position and did not post any collateral related to these agreements.

If the Company had breached any of these provisions as of March 31, 2025, it could have been required to settle its obligations under the agreements of any interest rate swap in a net liability position for approximately $ 0.7 million, which is at their termination value.

Lessor Accounting

As of September 30, 2024, the Company's properties were leased primarily to the USPS, with leases expiring at various dates through December 31, 2034.

Certain leases had expired and were in holdover status as of September 30, 2024 as discussed below.

As of March 31, 2025, the Company's properties were leased primarily to the USPS, with leases expiring at various dates through June 30, 2035.

Certain leases had expired and were in holdover status as of March 31, 2025 as discussed below.

Certain leases contain renewal, termination and/or purchase options exercisable at the lessee’s election.

8 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

Fixed payments

2 unchanged sentences

$ 21,480 $ 16,604

$ 18,772 $ 15,438 $ 52,740 $ 44,699

Future minimum lease payments to be received as of September 30, 2024 (excluding base rental payments from properties classified as held for sale under non-cancellable operating leases for the next five years and thereafter are as follows (in thousands):

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Future minimum lease payments to be received as of March 31, 2025 (excluding base rental payments from properties classified as held for sale under non-cancellable operating leases for the next five years and thereafter are as follows (in thousands):

Year Ending December 31, Amount (1)(2)

2 unchanged sentences

(1) The above minimum lease payments to be received do not include reimbursements from tenants for real estate taxes and other reimbursed expenses.

(2) As of September 30, 2024, the leases at 24 of the Company's properties were expired and the USPS was occupying such properties as a holdover tenant.

(2) As of March 31, 2025, the leases at seven of the Company's properties were expired and the USPS was occupying such properties as a holdover tenant.

As such, the above minimum lease payments to be received do not include payments under these holdover leases.

Holdover rent is typically paid as the greater of estimated market rent or the rent amount due under the expired lease.

(3) In August 2023, the Company received notice from the USPS to terminate the lease for one property, which termination became effective in February 2024.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Purchase Option Provisions

As of September 30, 2024, operating leases for 76 of the Company’s properties provided the USPS with the option to purchase the underlying property either at fair market value or at fixed prices, in each case as of dates set forth in the lease agreement.

As of September 30, 2024, 72 of these properties had an aggregate carrying value of approximately $ 54.5 million with an aggregate purchase option price of approximately $ 71.1 million and the remaining four properties had an aggregate carrying value of approximately $ 3.3 million with purchase options exercisable at fair market value.

As of March 31, 2025, operating leases for 88 of the Company’s properties provided the USPS with the option to purchase the underlying property either at fair market value or at fixed prices (1) , in each case as of dates set forth in the lease.

As of March 31, 2025, 85 of these properties had an aggregate carrying value of approximately $ 62.5 million with an aggregate purchase option price of approximately $ 80.4 million and the remaining three properties had an aggregate carrying value of approximately $ 3.0 million with purchase options exercisable at fair market value.

Explanatory Notes :

(1) Properties with more than one calculation method are categorized based on the lowest valuation method.

Investment in Financing Leases, Net

As of September 30, 2024 and December 31, 2023, financing leases for two of the Company's properties provide the USPS with the option to purchase the underlying property at fixed prices as of dates set forth in the lease agreement.

The components of the Company’s net investment in financing leases as of September 30, 2024 and December 31, 2023 are summarized in the table below (in thousands):

September 30,

As of March 31, 2025 and December 31, 2024, financing leases for two of the Company's properties provide the USPS with the option to purchase the underlying property at fixed prices as of dates set forth in the lease agreement.

The components of the Company’s net investment in financing leases as of March 31, 2025 and December 31, 2024 are summarized in the table below (in thousands):

Total minimum lease payment receivable

3 unchanged sentences

Investment in financing leases, net $ 15,923 $ 15,951

Revenue earned under direct financing leases for each of the three and nine months ended September 30, 2024 and 2023 were $ 0.3 million and $ 0.8 million, which is recorded in "Fee and other" in the Consolidated Statements of Operations and Comprehensive Income.

Future lease payments to be received under the Company’s direct financing leases as of September 30, 2024 for the next five years and thereafter are as follows (in thousands):

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Revenue earned under direct financing leases for each of the three months ended March 31, 2025 and 2024 were $ 0.3 million, which is recorded in "Fee and other" in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

Future lease payments to be received under the Company’s direct financing leases as of March 31, 2025 for the next five years and thereafter are as follows (in thousands):

Year Ending December 31, Amount

(in thousands)

2025 – Remaining $ 853

1 unchanged sentence

As a lessee, the Company has ground and office leases which were classified as operating leases.

As of September 30, 2024, these leases had remaining terms, including renewal options, of 0.8 years to 58.3 years and a weighted average remaining lease term of 23.2 years.

As of March 31, 2025, these leases had remaining terms, including renewal options, of 0.3 years to 57.8 years and a weighted average remaining lease term of 21.3 years.

Operating right-of-use ("ROU") assets and lease liabilities are included in “Prepaid expenses and other assets, net” and “Accounts payable, accrued expenses and other, net” on the Consolidated Balance Sheets as follows (in thousands):

September 30,

ROU asset – operating leases

1 unchanged sentence

Lease liability – operating leases $ 2,116 $ 2,165

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The difference between the recorded ROU assets and lease liabilities is mainly due to the reclassification of the below market ground lease intangible asset which was included within the ROU assets recognized upon transition.

4 unchanged sentences

The lease terms may include options to extend or terminate the lease if it is reasonably certain that the Company will exercise that option.

Operating lease expense for the three and nine months ended September 30, 2024 was $ 0.07 million and $ 0.2 million, respectively.

Operating lease expense for the three and nine months ended September 30, 2023 was $ 0.05 million and $ 0.2 million, respectively.

Operating lease expense for the three months ended March 31, 2025 and 2024 was $ 0.09 million and $ 0.07 million, respectively.

Related Party Transactions for more details.

Future minimum lease payments to be paid by the Company as a lessee for operating leases as of September 30, 2024 for the next five years and thereafter are as follows (in thousands):

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Future minimum lease payments to be paid by the Company as a lessee for operating leases as of March 31, 2025 for the next five years and thereafter are as follows (in thousands):

2025 — Remaining $ 244

4 unchanged sentences

REAC generates income, resulting in federal and state corporate income tax liability for REAC.

For the three and nine months ended September 30, 2024, income tax expense related to REAC was $ 0.02 million and $ 0.05 million, respectively.

For the three and nine months ended September 30, 2023, income tax expense related to REAC was $ 0.02 million and $ 0.05 million, respectively.

In connection with the IPO, the indirect sole shareholder of United Postal Holdings, Inc.

("UPH"), a portion of the Company's predecessor, agreed to reimburse the Company for unrecognized tax benefits primarily related to the utilization of certain loss carryforwards at UPH.

The Company recorded an indemnification asset in the same amount as the unrecognized tax benefits.

The indirect sole shareholder of UPH will be responsible for all tax related matters related to UPH.

As of December 31, 2022, the Company had remaining unrecognized tax benefits of $ 0.02 million, which were inclusive of interest and penalties, and a corresponding indemnification asset, which were included in "Prepaid expenses and other assets, net" on the Consolidated Balance Sheets.

During the nine months ended September 30, 2023, the Company reversed the remaining $ 0.02 million of unrecognized tax benefits and the corresponding indemnification asset due to the expiration of statute of limitations.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

For the three months ended March 31, 2025 and 2024, income tax expense related to REAC was $ 0.01 million and $ 0.01 million, respectively.

Related Party Transactions

Management Fee Income

REAC recognized management fee income of $ 0.4 million and $ 1.0 million for the three and nine months ended September 30, 2024, respectively, and $ 0.4 million and $ 1.0 million for the three and nine months ended September 30, 2023, respectively, from various parties which were affiliated with the Company's CEO.

REAC recognized management fee income of $ 0.4 million for the three months ended March 31, 2025 and $ 0.3 million for the three months ended March 31, 2024 from various parties which were affiliated with the Company's CEO.

These amounts are included in “Fee and other” in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

Accrued management fees receivable of $ 0.4 million and $ 0.3 million as of September 30, 2024 and December 31, 2023, respectively, are included in “Rent and other receivables” on the Consolidated Balance Sheets.

Accrued management fees receivable of $ 0.7 million and $ 0.4 million as of March 31, 2025 and December 31, 2024, respectively, are included in “Rent and other receivables” on the Consolidated Balance Sheets.

Related Party Lease

In connection with the Company's IPO and the related formation transactions, the Company entered into a lease for office space in Cedarhurst, New York with an entity affiliated with the Company’s CEO (the “Office Lease”).

Pursuant to the Office Lease, the monthly rent was $ 15,000 subject to escalations.

The term of the Office Lease was five years commencing on May 17, 2019 and expired on May 16, 2024.

Rental expenses associated with the Office Lease for each of the three and nine months ended September 30, 2024 and 2023 were $ 0.05 million and $ 0.1 million, respectively, and was recorded in “General and administrative expenses” in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

The Company determined this Office Lease was an operating lease.

Pursuant to the Prior Office Lease, the monthly rent was $ 15,000 subject to escalations.

The term of the Prior Office Lease was five years commencing on May 17, 2019 and expired on May 16, 2024.

In May 2024, the Prior Office Lease was extended to December 31, 2024 at the same rental rate.

In December 2024, the Company entered into a new lease with the Company's CEO (the "2025 Office Lease," and, collectively with the Prior Office Lease, the "Office Leases").

Pursuant to the 2025 Office Lease, the monthly rent is $ 18,750 subject to escalations.

The term of the 2025 Office Lease is five years commencing on January 1, 2025 and will expire on December 31, 2029.

The 2025 Office Lease was approved by a special committee of the Company’s Board of Directors consisting of four independent directors.

Rental expenses associated with the Office Leases for the three months ended March 31, 2025 and 2024 were $ 0.06 million and $ 0.05 million, respectively, and was recorded in “General and administrative expenses” in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

The Company determined the Office Leases were an operating lease.

For further details, see Note 7.

In May 2024, the Office Lease was extended to the end of 2024 at the same rental rate.

Right of First Offer Transactions

2 unchanged sentences

On May 30, 2024, the Company acquired from the Related Party a portfolio of 36 properties currently leased to the USPS for approximately $ 12.5 million in cash, excluding closing costs.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The transaction was approved by a special committee of the Company’s Board of Directors consisting of four independent directors.

The Company has a remaining right of first offer to purchase 214 of the 360 managed properties.

As disclosed above in Note 5.

Spodek personally guaranteed a portion of or the entire amount outstanding under the Company's loans with First Oklahoma Bank and Vision Bank, totaling $ 1.9 million and $ 1.9 million as of September 30, 2024 and December 31, 2023, respectively.

Spodek personally guaranteed a portion of or the entire amount outstanding under the Company's loans with First Oklahoma Bank and Vision Bank, totaling $ 1.8 million and $ 1.8 million as of March 31, 2025 and December 31, 2024, respectively.

As a guarantor, Mr.

3 unchanged sentences

The following table presents a reconciliation of income from operations used in the basic and diluted EPS calculations (dollars in thousands, except share and per share data).

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

Numerator for earnings per share – basic and diluted:

4 unchanged sentences

23,216,150 22,045,310

Basic and diluted net income per share $ 0.03 $ 0.04 $ 0.04 $ 0.08

Basic and diluted net (loss) income per share $ 0.06 $ ( 0.01 )

Explanatory Note :

6 unchanged sentences

Stockholders’ Equity

On November 4, 2022, the Company entered into separate open market sale agreements for its at-the-market offering program with each of Jefferies LLC, BMO Capital Markets Corp., Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc., as agents (the "ATM Program"), pursuant to which the Company may offer and sell, from time to time, shares of its Class A common stock having an aggregate sales price of up to $ 50.0 million.

On November 4, 2022, the Company entered into separate open market sale agreements for its at-the-market offering programs with each of Jefferies LLC, BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc., as agents (the "ATM Program"), pursuant to which the Company may offer and sell shares of its Class A common stock having an aggregate sales price of up to $ 50.0 million.

The agreements also provide that the Company may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents.

On August 8, 2023, the Company amended the ATM Program to increase the aggregate offering amount under the program from up to $ 50.0 million to up to $ 150.0 million.

On August 8, 2023, the Company amended the ATM Program to increase the aggregate offering amount under the program to $ 150.0 million.

On November 4, 2024, the Company entered into separate open market sale agreements for the ATM Program with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc.

(“M&T”), as additional sales agents, and affiliates of Mizuho, as forward sellers.

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following table summarizes the activity under the ATM Program for the period presented (dollars and shares issued in thousands, except per share amounts).

During the three and nine months ended September 30, 2024, 601,266 and 1,235,346 shares were issued under the ATM program.

During the three and nine months ended September 30, 2023, 1,114,997 and 1,435,304 shares were issued under the ATM program.

As of September 30, 2024, the Company had approximately $ 96.4 million remaining that may be issued under the ATM Program.

During the three months ended March 31, 2025, 139,626 shares were issued under the ATM program.

During the three months ended March 31, 2024, 576,087 shares were issued under the ATM program.

As of March 31, 2025, the Company had approximately $ 91.7 million remaining that may be issued under the ATM Program.

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Shares issued

601 1,115 1,235 1,435

Gross proceeds received

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Average gross sales price per share $ 14.20 $ 14.25

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Dividends and Distributions

During the three and nine months ended September 30, 2024, the Company's Board of Directors approved and the Company declared and paid dividends or distributions, as applicable, of $ 7.0 million and $ 20.8 million, respectively to Class A common stockholders, Voting Equivalency stockholders, OP unitholders and LTIP unitholders, or $ 0.24 per share or unit and $ 0.72 per share or unit, respectively, as shown in the table below.

During the three months ended March 31, 2025, the Company's Board of Directors approved and the Company declared and paid dividends or distributions, as applicable, of $ 7.4 million to Class A common stockholders, Voting Equivalency stockholders, OP unitholders and LTIP unitholders, or $ 0.2425 per share or unit as shown in the table below.

Declaration Date Record Date Date Paid Amount Per Share or Unit

February 2, 2024 February 16, 2024 February 29, 2024 $ 0.24

April 30, 2024 May 8, 2024 May 31, 2024 $ 0.24

July 23, 2024 August 2, 2024 August 30, 2024 $ 0.24

January 30, 2025 February 14, 2025 February 28, 2025 $ 0.2425

Non-controlling Interests

Non-controlling interests in the Company represent OP Units held by the Company's prior investors and certain sellers of properties to the Company and LTIP Units primarily issued to the Company’s employees and the Board of Directors in connection with the IPO and/or as a part of their compensation.

During the nine months ended September 30, 2024, the Company issued 151,916 LTIP Units to the Company’s CEO for his 2023 incentive bonus, his election to defer 100 % of his 2024 annual salary and for long term incentive compensation, 51,490 LTIP Units to the Company’s President for his 2023 incentive bonus, 53,906 LTIP Units to the Company's Chief Financial Officer for his 2023 incentive bonus and for long term incentive compensation, 43,526 LTIP Units in May 2024 to the Board of Directors for their annual retainers as compensation for their services as directors and for long term incentive compensation and 51,940 LTIP Units to certain other employees for their 2023 incentive bonus and for long term incentive compensation and 4,545 LTIP Units to a consultant under the consultancy agreement with the Company.

As of September 30, 2024 and December 31, 2023, non-controlling interests consisted of 4,827,324 OP Units and 1,241,944 LTIP Units and 4,387,334 OP Units and 884,621 LTIP Units, respectively.

This represented approximately 20.5 % and 19.3 % of the outstanding Operating Partnership units as of September 30, 2024 and December 31, 2023, respectively.

During the three months ended March 31, 2025, the Company issued 219,335 LTIP Units to the Company’s CEO for his 2024 incentive bonus, his election to defer 100 % of his 2025 annual salary and for long term incentive compensation, 90,909 LTIP Units to the Company’s President for his 2024 incentive bonus, 12,952 LTIP Units to the Company's Chief Financial Officer for his long term incentive compensation and 121,913 LTIP Units to certain other employees for their 2024 incentive bonus and for long term incentive compensation.

As of March 31, 2025 and December 31, 2024, non-controlling interests consisted of 5,071,875 OP Units and 1,687,053 LTIP Units and 4,998,738 OP Units and 1,241,944 LTIP Units, respectively.

This represented approximately 22.1 % and 20.9 % of the outstanding Operating Partnership units as of March 31, 2025 and December 31, 2024, respectively.

OP Units and shares of Class A common stock generally have the same economic characteristics, as they share equally in the total net income or loss and distributions of the Operating Partnership.

Beginning on or after the date which is 12 months after the date on which a person first became a holder of common units, each limited partner and assignees of limited partners will generally have the right, subject to the terms and conditions set forth in the partnership agreement, to require the Operating Partnership to redeem all or a portion of the OP Units held by such limited partner or assignee in exchange for cash, or at the Company's sole discretion, shares of Class A common stock, on an one -for-one basis determined in accordance with and subject to adjustment under the partnership agreement.

During the nine months ended September 30, 2024, 52,778 OP Units were redeemed for 52,778 shares of Class A common stock.

During the nine months ended September 30, 2023, 402,433 OP Units were redeemed for 402,433 shares of Class A common stock.For redemption of OP Units using shares of Class A common stock, the Company adjusted the carrying value of non-controlling interests to reflect its share of the book value of the Operating Partnership reflecting the change in the Company’s ownership of the Operating Partnership.

Such adjustments are recorded to additional paid-in capital as a reallocation of non-controlling interest in the Consolidated Statements of Changes in Equity.

During the nine months ended September 30, 2023, 37,500 OP Units were also redeemed for cash for the total amount of $ 0.6 million.

The Operating Partnership unitholders are entitled to share in cash distributions from the Operating Partnership in proportion to their percentage ownership of OP Units.

Operating Partnership unitholders are entitled to share in cash distributions from the Operating Partnership in proportion to their percentage ownership of OP Units.

Restricted Stock and Other Awards

Pursuant to the Company’s Plan, the Company may grant equity incentive awards to its directors, officers, employees and consultants.

As of September 30, 2024, the remaining shares available under the Plan for future issuance was 1,058,475 .

The Plan provides for grants of stock options, stock awards, stock appreciation rights, performance units, incentive awards, other equity-based awards (including LTIP Units) and dividend equivalents in connection with the grant of performance units and other equity-based awards.

Pursuant to the Postal Realty Trust Inc., 2019 Equity Incentive Plan, (the "Plan"), the Company may grant equity incentive awards to its directors, officers, employees and consultants.

As of March 31, 2025, the remaining shares available under the Plan for future issuance was 973,737 .

The Plan provides for grants of stock options, stock awards, stock appreciation

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

rights, performance units, incentive awards, other equity-based awards (including LTIP Units) and dividend equivalents in connection with the grant of performance units and other equity-based awards.

The following table presents a summary of the Company's outstanding restricted shares of Class A common stock, LTIP Units and RSUs.

The balance as of September 30, 2024 represents unvested restricted shares of Class A common stock and LTIP Units and RSUs that are outstanding, whether vested or not:

The balance as of March 31, 2025 represents unvested restricted shares of Class A common stock and LTIP Units and RSUs that are outstanding, whether vested or not:

Shares (1)(2)

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— — ( 47,005 ) ( 47,005 ) $ 12.28

Outstanding, as of September 30, 2024 515,162 1,241,944 346,946 2,104,052 $ 15.77

Outstanding, as of March 31, 2025 527,147 1,687,053 402,675 2,616,875 $ 15.13

Explanatory Notes :

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(2) The time-based restricted share awards granted to the Company's officers and employees typically vest in three annual installments or cliff vest at the end of three years , five years or eight years .

Also includes 5,336 shares of restricted stock granted to a consultant under the consultancy agreement with the Company, which shares will vest on February 28, 2025.

(3) Includes 219,335 LTIP Units granted to the Company’s CEO, 90,909 LTIP Units granted to the Company’s President and 12,952 LTIP Units granted to the Company's Chief Financial Officer, which vest over three years or cliff vest at the end of eight years .

Also, includes 43,526 LTIP Units granted to the Company's independent directors that vest over three years or cliff vest at the end of three years and 51,940 LTIP Units granted to certain other employees of the Company, certain of which vested fully on the date of grant with the remaining vesting over three years or cliff vest at the end of eight years and 4,545 LTIP Units granted to a consultant under the consultancy agreement with the Company, which shares will vest on June 30, 2025.

(4) Includes 79,296 RSUs granted to certain officers and employees of the Company during the nine months ended September 30, 2024, subject to the achievement of a service condition and a market condition.

Also, includes 121,913 LTIP Units granted to certain other employees of the Company, certain of which vested fully on the date of grant with the remaining vesting over three years or cliff vest at the end of eight years .

(4) Includes 90,362 RSUs granted to certain officers and employees of the Company during the three months ended March 31, 2025, subject to the achievement of a service condition and a market condition.

Such RSUs are market-based awards and are subject to the achievement of performance-based hurdles relating to the Company’s specified absolute and relative total stockholder return goals and continued employment with the Company over the approximately three-year period from the grant date through December 31, 2027.

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During the year ended December 31, 2021, the Company issued 46,714 RSUs (the “2021 Performance-Based Awards”) to certain employees that were market-based awards and subject to the achievement of performance-based hurdles relating to the Company’s absolute total stockholder return goals and continued employment with the Company over the approximately three-year performance period ended December 31, 2023.

In February 2024, the Company's Corporate Governance and Compensation Committee of the Board of Directors determined that the Company's total stockholder return for such three-year performance period met the threshold performance hurdles for the 2021 Performance-Based Awards and, as a result, approved the payout of (i) 23,357 RSUs for such awards, which were settled using the Company’s shares of Class A common stock, and (ii) their cash dividends for the three-year performance period.

During the three and nine months ended September 30, 2024, the Company recognized compensation expense of $ 1.4 million and $ 4.5 million, respectively, and during the three and nine months ended September 30, 2023, the Company recognized compensation expense of $ 1.2 million and $ 4.1 million, respectively, in “General and administrative expenses” in

In February 2024, the Company's Corporate Governance and Compensation Committee of the Board of Directors ("CGC Committee") determined that the Company's total stockholder return for such three-year performance period met the threshold performance hurdles for the 2021 Performance-Based Awards and, as a result, approved the payout of (i) 23,357 RSUs for such awards, which were settled using the Company’s shares of Class A common stock, and (ii) their cash dividends for the three-year performance period.

During the year ended December 31, 2022, the Company issued 47,005 RSUs (the “2022 Performance-Based Awards”) to certain employees that were market-based awards and subject to the achievement of performance-based hurdles relating to the Company’s absolute total stockholder return goals and continued employment with the Company over the approximately three-year performance period ended December 31, 2024.

In January 2025, the Company's CGC Committee

POSTAL REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

the Consolidated Statements of Operations and Comprehensive (Loss) Income related to all awards.

During the three and nine months ended September 30, 2024, the Company recognized compensation expense of $ 0.1 million and $ 0.5 million, respectively, and during the three and nine months ended September 30, 2023, the Company recognized compensation expense of $ 0.1 million and $ 0.5 million, respectively, in "Property operating expenses" in the Consolidated Statements of Operations and Comprehensive (Loss) Income related to all awards.

As of September 30, 2024, there was $ 17.8 million of total unrecognized compensation cost related to unvested awards, which is expected to be recognized over a weighted average period of 4.9 years.

determined that the Company's total stockholder return for such three-year performance period did not meet the threshold performance hurdles for the 2022 Performance-Based Awards and, as a result, approved the cancellation of 47,005 RSUs for such awards.

During the three months ended March 31, 2025, the Company recognized compensation expense of $ 2.0 million and during the three months ended March 31, 2024, the Company recognized compensation expense of $ 1.8 million in “General and administrative expenses” in the Consolidated Statements of Operations and Comprehensive (Loss) Income related to all awards.

During the three months ended March 31, 2025, the Company recognized compensation expense of $ 0.4 million and during the three months ended March 31, 2024, the Company recognized compensation expense of $ 0.3 million in "Property operating expenses" in the Consolidated Statements of Operations and Comprehensive (Loss) Income related to all awards.

As of March 31, 2025, there was $ 22.1 million of total unrecognized compensation cost related to unvested awards, which is expected to be recognized over a weighted average period of 5.09 years.

Employee Stock Purchase Plan

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The Code permits the Company to provide up to a 15 % discount on the lesser of the fair market value of such shares of Class A common stock at the beginning of the offering period and the close of the offering period.

As of September 30, 2024 and December 31, 2023, 58,569 and 44,520 shares have been issued under the ESPP since commencement, respectively.

During the three and nine months ended September 30, 2024 , the Company recognized compensation expense of $ 0.02 million and $ 0.04 million, respectively and during the three and nine months ended September 30, 2023, the Company recognized compensation expense of $ 0.01 million and $ 0.03 million, respectively, related to the ESPP.

As of March 31, 2025 and December 31, 2024, 64,096 and 58,569 shares have been issued under the ESPP since commencement, respectively.

During the three months ended March 31, 2025 , the Company recognized compensation expense of $ 0.02 million and during the three months ended March 31, 2024, the Company recognized compensation expense of $ 0.01 million related to the ESPP.

Commitments and Contingencies

As of September 30, 2024, the Company was not involved in any litigation nor, to its knowledge, is any litigation threatened against the Company that, in management’s opinion, would result in any material adverse effect on the Company’s financial position and results of operations, or which is not covered by insurance.

As of March 31, 2025, the Company was not involved in any litigation nor, to its knowledge, is any litigation threatened against the Company that, in management’s opinion, would result in any material adverse effect on the Company’s financial position and results of operations, or which is not covered by insurance.

In the ordinary course of the Company’s business, the Company enters into non-binding (except with regard to exclusivity and confidentiality) letters of intent indicating a willingness to negotiate for acquisitions.

1 unchanged sentence

Subsequent Events

In addition to the subsequent events discussed elsewhere in the notes to the unaudited Consolidated Financial Statements, the following events occurred subsequent to September 30, 2024:

The Company's Board of Directors approved, and on October 22, 2024, the Company declared a third quarter 2024 common stock dividend of $ 0.24 per share, which is payable on November 29, 2024 to stockholders of record as of November 4, 2024.

On October 25, 2024, the Company entered into the Third Amendment to the Credit Facilities.

Debt for additional details.

As of November 4, 2024 , the Company had $ 7.0 million drawn on the Revolving Credit Facility.

As of November 4, 2024 and d uring the period subsequent to September 30, 2024, the Company acquired 13 leased properties for approximately $ 4.2 million, excluding closing costs.

As of November 4, 2024 and d uring the period subsequent to September 30, 2024, the Company issued 140,179 shares of its Class A common stock under the ATM Program for gross proceeds of approximately $ 2.0 million.

As of November 4, 2024 and d uring the period subsequent to September 30, 2024, the Company had entered into definitive agreements to acquire 29 properties for approximately $ 10.6 million.

In addition to the subsequent events discussed elsewhere in the notes to the unaudited Consolidated Financial Statements, the following events occurred subsequent to March 31, 2025:

The Company's Board of Directors approved, and on April 21, 2025, the Company declared a first quarter 2025 common stock dividend of $ 0.2425 per share, which is payable on May 30, 2025 to stockholders of record as of May 1, 2025.

As of April 30, 2025 , the Company had $ 33.0 million drawn on the Revolving Credit Facility.

As of April 30, 2025 and d uring the period subsequent to March 31, 2025, the Company acquired 25 leased properties for approximately $ 12.7 million, excluding closing costs.

As of April 30, 2025 and d uring the period subsequent to March 31, 2025, the Company issued 109,374 shares of its Class A common stock under the ATM Program for gross proceeds of approximately $ 1.6 million.

As of April 30, 2025 and d uring the period subsequent to March 31, 2025, the Company had entered into definitive agreements to acquire 51 properties for approximately $ 30.7 million.

However, the Company can provide no assurances that the acquisitions of these properties will be consummated on the terms and timing the Company expects, or at all.

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

What changed 10-Q

Item 1. Financial Statements