What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2025-11-04 compared with 2025-08-04 · 89 added, 82 removed, 247 unchanged (41% of the section changed)

48 unchanged sentences

We conduct our business through a traditional UPREIT structure in which our properties are owned by our Operating Partnership directly or through limited partnerships, limited liability companies or other subsidiaries.

During the six months ended June 30, 2025, we acquired 104 properties leased to the

USPS for approximately $53.2 million, including closing costs.

As of June 30, 2025, our portfolio consists of 1,806 owned properties, located in 49 states and one territory and comprising approximately 6.8 million net leasable interior square feet.

During the nine months ended September 30, 2025, we acquired 151 properties leased to the USPS for approximately $96.6 million, including closing costs.

As of September 30, 2025, our portfolio consists of 1,853

owned properties, located in 49 states and one territory and comprising approximately 6.9 million net leasable interior square feet.

We are the sole general partner of our Operating Partnership through which our properties are directly or indirectly owned.

As of August 4, 2025, we owned approximately 77.8% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”).

As of November 4, 2025, we owned approximately 78.7% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”).

Our Board of Directors oversees our business and affairs.

4 unchanged sentences

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

During the six months ended June 30, 2025, 669,454 shares were issued under the ATM Program for approximately $9.8 million in gross proceeds.

As of June 30, 2025, we had approximately $83.9 million of availability remaining under the ATM Program.

During the nine months ended September 30, 2025, 2,347,137 shares were issued under the ATM Program for approximately $35.8 million in gross proceeds.

As of September 30, 2025, we had approximately $57.9 million of availability remaining under the ATM Program.

Executive Overview

3 unchanged sentences

Geographic Concentration

As of June 30, 2025, we owned a portfolio of 1,806 properties located in 49 states and one territory and leased primarily to the USPS.

For the six months ended June 30, 2025, approximately 10.6% of our total rental income was concentrated in Pennsylvania.

As of September 30, 2025, we owned a portfolio of 1,853 properties located in 49 states and one territory and leased primarily to the USPS.

For the nine months ended September 30, 2025, approximately 10.4% of our total rental income was concentrated in Pennsylvania.

Registrant Elections

23 unchanged sentences

Spodek and his affiliates pursuant to the management agreements and is a percentage of the lease revenue for the managed properties, (ii) revenue our TRS received from providing advisory services to third-party owners of postal properties and (iii) income recognized from properties accounted for as financing leases.

As of June 30, 2025, properties leased to our tenants had an average remaining lease term of approximately 4.0 years.

As of September 30, 2025, properties leased to our tenants had an average remaining lease term of approximately 4.0 years.

Factors that could affect our rental income and fee and other in the future include, but are not limited to:

26 unchanged sentences

Indebtedness and Interest Expense

Our credit facilities (the "Credit Facilities"), including the Third Amendment to the Credit Facilities (the "Third Amendment") consist of a $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility"), a $75.0 million senior unsecured term loan facility (the "2021 Term Loan") and a $175.0 million senior unsecured term loan facility (the "2022 Term Loan").

In addition, the Third Amendment increases the 2022 Term Loan commitments in an aggregate principal amount of up to $50.0 million.

Our Amended and Restated Credit Agreement, dated September 19, 2025 (the "Credit Facilities"), consists of a (i) $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (ii) $290.0 million term loan facility consisting of a (x) $115.0 million senior unsecured term loan (the "2030 Term Loan") and (y) $175.0 million senior unsecured delayed draw term loan (the "2028 Term Loan," and, collectively with the "2030 Term Loan", the "Term Loans.").

We intend to use the Credit Facilities for working capital purposes, which may include repayment of mortgage indebtedness, property acquisitions and other general corporate purposes.

12 unchanged sentences

When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis typically paying the greater of estimated market rent or the rent amount under the expired lease.

As of August 4, 2025, none of the properties we own were being occupied by the USPS as a holdover tenant.

As of November 4, 2025, two of the properties we own were being occupied by the USPS as a holdover tenant.

While we currently anticipate that we will renew the leases that have expired or will expire, there can be no guarantee that we will be successful in renewing these leases, obtaining positive rent renewal spreads or renewing the leases on terms comparable to those of the expiring leases.

Even if we are able to renew these expired leases, the lease terms may not be

comparable to those of the previous leases.

If we are not successful, we will likely experience reduced occupancy, rental income and net operating income, as well as diminished borrowing capacity under our Credit Facilities, which could have a material adverse effect on our financial condition, results of operations and ability to make distributions to shareholders.

Even if we are able to renew these expired leases, the lease terms may not be comparable to those of the previous leases.

If we are not successful, we will likely experience reduced occupancy, rental

income and net operating income, as well as diminished borrowing capacity under our Credit Facilities, which could have a material adverse effect on our financial condition, results of operations and ability to make distributions to shareholders.

Refer to “Risk Factors - Risks Related to the USPS” under Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024 for additional information regarding the risks associated with the USPS.

Results of Operations

Comparison of the Three Months Ended June 30, 2025 and the Three Months Ended June 30, 2024

Comparison of the Three Months Ended September 30, 2025 and the Three Months Ended September 30, 2024

For the Three Months Ended

September 30,

(Amounts in thousands) 2025 2024 $ Change % Change

6 unchanged sentences

General and administrative 3,751 3,884 (133) (3.4) %

Casualty and impairment losses (gains), net (345) — (345) N/A

Casualty and impairment losses, net

97 216 (119) (55.1) %

Depreciation and amortization 6,109 5,756 353 6.1 %

Total operating expenses 15,177 14,879 298 2.0 %

Loss on sale of real estate assets — — — N/A

Income from operations 9,149 4,788 4,361 91.1 %

3 unchanged sentences

Write-off and amortization of deferred financing fees and amortization of debt discount (215) (180) (35) 19.4 %

Loss on early extinguishment of debt (142) — (142) N/A

Interest income — 7 (7) (100.0) %

6 unchanged sentences

Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants.

Rental income increased by $5.4 million to $22.7 million for the three months ended June 30, 2025 from $17.4 million for the three months ended June 30, 2024, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.

Fee and other – Fee and other revenue decreased by $0.1 million to $0.6 million for the three months ended June 30, 2025 from $0.7 million for the three months ended June 30, 2024, primarily due to a decrease in management fees.

Rental income increased by $4.9 million to $23.7 million for the three months ended September 30, 2025 from $18.8 million for the three months ended September 30, 2024, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.

Fee and other – Fee and other revenue decreased by $0.3 million to $0.6 million for the three months ended September 30, 2025 from $0.9 million for the three months ended September 30, 2024, primarily due to a decrease in management fees and miscellaneous income.

Operating Expenses

Real estate taxes – Real estate taxes increased by $0.4 million to $2.8 million for the three months ended June 30, 2025 from $2.4 million for the three months ended June 30, 2024, primarily due to the volume of our acquisitions.

Property operating expenses – Property operating expenses decreased by $0.1 million to $2.0 million for the three months ended June 30, 2025 from $2.1 million for the three months ended June 30, 2024.

Property management expenses are included within property operating expenses and decreased by $0.1 million to $0.6 million for the three months ended June 30, 2025 from $0.7 million for the three months ended June 30, 2024.

General and administrative – General and administrative expenses increased by $0.4 million to $4.3 million for the three months ended June 30, 2025 from $3.9 million for the three months ended June 30, 2024, primarily due to an increase in net compensation costs, partially offset by a decrease in public company-related expenses.

Casualty and impairment losses (gains), net - Casualty and impairment gains for the three months ended June 30, 2025 were $0.3 million which reflects $0.1 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs, offset by $0.6 million of related insurance claims resulting in a net gain of $0.5 million and $0.2 million for an impairment on an asset that was reclassified to Assets Held for Sale.

No casualty and impairment losses (gains), net occurred for the three months ended June 30, 2024.

Depreciation and amortization – Depreciation and amortization expense increased by $0.4 million to $5.9 million for the three months ended June 30, 2025 from $5.5 million for three months ended June 30, 2024, primarily due to the volume of our acquisitions.

Real estate taxes – Real estate taxes increased by $0.4 million to $2.9 million for the three months ended September 30, 2025 from $2.5 million for the three months ended September 30, 2024, primarily due to the volume of our acquisitions.

Property operating expenses – Property operating expenses decreased by $0.2 million to $2.4 million for the three months ended September 30, 2025 from $2.5 million for the three months ended September 30, 2024.

Property management expenses are included within property operating expenses and totaled $0.7 million for each of the three months ended September 30, 2025 and 2024.

The decrease was primarily related to lower repairs and maintenance due to scope and timing.

General and administrative – General and administrative expenses decreased by $0.1 million to $3.8 million for the three months ended September 30, 2025 from $3.9 million for the three months ended September 30, 2024, primarily due to an increase in public-company related cost and a reversal of previously recognized compensation cost on the forfeited awards, offset by the reclassification to compensation expense of the amount of dividends and distributions previously charged to retained earnings and noncontrolling interest related to awards that are forfeited in connection with the departure of the Company's former Chief Financial Officer.

Casualty and impairment losses (gains), net - Casualty and impairment losses for the three months ended September 30, 2025 were $0.1 million which reflects $0.1 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs, offset by $0.04 million of related insurance claims resulting in a net loss of $0.1 million.

Casualty and impairment losses (gains), net were $0.2 million for the three months ended September 30, 2024 which reflects $0.2 million in gross charges primarily related to the net book value for an asset damaged as a result of vandalism.

Depreciation and amortization – Depreciation and amortization expense increased by $0.4 million to $6.1 million for the three months ended September 30, 2025 from $5.8 million for three months ended September 30, 2024, primarily due to the volume of our acquisitions.

Total Interest Expense, Net

During the three months ended June 30, 2025, we incurred total interest expense, net of $4.0 million compared to $3.1 million for the three months ended June 30, 2024.

The increase in interest expense was primarily due to additional borrowings under the Credit Facilities and increased interest rates.

Comparison of the Six Months Ended June 30, 2025 and Six Months Ended June 30, 2024

For the Six Months Ended

During the three months ended September 30, 2025, we incurred total interest expense, net of $4.3 million compared to $3.4 million for the three months ended September 30, 2024.

The increase in interest expense was primarily due to an increase in net borrowings on our Credit Facilities (including the $40.0 million of term loan proceeds borrowed on September 19, 2025) and an increase of $0.1 million for loss on early extinguishment of debt which is comprised of a $0.06 million loss from the write-off of unamortized debt issuance costs attributable to a previous creditor in the Revolving Credit Facility and 2030 Term Loan portions of our Prior Credit Facilities not participating in such respective portions of our current Credit Facilities and $0.08 million of third-party fees associated with the modification of our Term Loans.

Comparison of the Nine Months Ended September 30, 2025 and Nine Months Ended September 30, 2024

For the Nine Months Ended

September 30,

2025 2024 $ Change % Change

6 unchanged sentences

General and administrative 13,003 12,094 909 7.5 %

Casualty and impairment losses (gains), net (195) — (195) N/A

Casualty and impairment (gains) losses, net

(98) 216 (314) (145.4) %

Depreciation and amortization 17,647 16,575 1,072 6.5 %

6 unchanged sentences

Write-off and amortization of deferred financing fees (637) (543) (94) 17.3 %

Loss on early extinguishment of debt (142) — (142) N/A

Interest income 7 13 (6) (46.2) %

4 unchanged sentences

Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants.

Rental income increased by $10.2 million to $44.2 million for the six months ended June 30, 2025 from $34.0 million for the six months ended June 30, 2024, primarily due to the volume of our acquisitions.

Fee and other – Fee and other revenue decreased by $0.1 million to $1.3 million for the six months ended June 30, 2025 from $1.4 million for the six months ended June 30, 2024, primarily due to a decrease in management fees.

Rental income increased by $15.2 million to $67.9 million for the nine months ended September 30, 2025 from $52.7 million for the nine months ended September 30, 2024, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.

Fee and other – Fee and other revenue decreased by $0.3 million to $1.9 million for the nine months ended September 30, 2025 from $2.3 million for the nine months ended September 30, 2024, primarily due to a decrease in management fees and miscellaneous income.

Operating Expense

Real estate taxes – Real estate taxes increased by $0.7 million to $5.4 million for the six months ended June 30, 2025 from $4.7 million for the six months ended June 30, 2024, primarily due to the volume of our acquisitions.

General and administrative – General and administrative expenses increased by $1.0 million to $9.3 million for the six months ended June 30, 2025 from $8.2 million for the six months ended June 30, 2024 primarily due to an increase in net compensation costs, partially offset by a decrease in public company-related expenses.

Casualty and impairment losses (gains), net - Casualty and impairment gains for the six months ended June 30, 2025 were $0.2 million which reflects $0.6 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs, offset by $1.0 million of related insurance claims resulting in a net gain of $0.4 million and $0.2 million for an impairment on an asset that was reclassified to Assets Held for Sale.

No casualty and impairment losses (gain), net occurred for the six months ended June 30, 2024.

Depreciation and amortization – Depreciation and amortization expense increased by $0.7 million to $11.5 million for the six months ended June 30, 2025 from $10.8 million for the six months ended June 30, 2024, primarily due to the volume of our acquisitions.

Real estate taxes – Real estate taxes increased by $1.1 million to $8.3 million for the nine months ended September 30, 2025 from $7.2 million for the nine months ended September 30, 2024, primarily due to the volume of our acquisitions.

Property operating expenses – Property operating expenses decreased by $0.2 million to $6.8 million for the nine months ended September 30, 2025 from $7.0 million for the nine months ended September 30, 2024.

Property management

expenses are included within property operating expenses and totaled $2.3 million for each of the nine months ended September 30, 2025 and 2024.

The decrease was primarily related to lower repairs and maintenance due to scope and timing.

General and administrative – General and administrative expenses increased by $0.9 million to $13.0 million for the nine months ended September 30, 2025 from $12.1 million for the nine months ended September 30, 2024, primarily due to an increase in public-company related costs, an increase in net compensation costs and the reclassification to compensation cost of the amount of dividends and distributions previously charged to retained earnings and noncontrolling interest related to awards that were forfeited.

This is offset by the reversal of previously recognized compensation cost on the forfeited awards in connection with the departure of the Company's former Chief Financial Officer.

Casualty and impairment (gains) losses, net - Casualty and impairment gains for the nine months ended September 30, 2025 were $0.1 million which reflects $0.7 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs, offset by $1.1 million of related insurance claims resulting in a net gain of $0.3 million offset by $0.2 million for an impairment on an asset that was reclassified to Assets Held for Sale.

Casualty and impairment losses (gain), net were $0.2 million for the nine months ended September 30, 2024 for an asset damaged as a result of vandalism.

Depreciation and amortization – Depreciation and amortization expense increased by $1.1 million to $17.6 million for the nine months ended September 30, 2025 from $16.6 million for the nine months ended September 30, 2024, primarily due to the volume of our acquisitions.

Total Interest Expense, Net

During the six months ended June 30, 2025, we incurred total interest expense, net of $7.7 million compared to $5.9 million for the six months ended June 30, 2024.

The increase in interest expense is primarily related due to additional borrowings under the Credit Facilities and increased interest rates.

Comparison of the Six Months Ended June 30, 2025 and the Six Months Ended June 30, 2024

We had $1.1 million of cash and $1.0 million of escrows and reserves as of June 30, 2025 compared to $1.7 million of cash and $0.9 million of escrows and reserves as of June 30, 2024.

Cash flows from operating activities – Net cash provided by operating activities increased by $5.9 million to $22.2 million for the six months ended June 30, 2025 compared to $16.3 million for the same period in 2024.

During the nine months ended September 30, 2025, we incurred total interest expense, net of $11.9 million compared to $9.3 million for the nine months ended September 30, 2024.

The increase in interest expense is primarily related due to additional borrowings under the Credit Facilities and to an increase in net borrowings on our Credit Facilities ((including the $40.0 million of term loan proceeds borrowed on September 19, 2025) and an increase of $0.1 million for loss on early extinguishment of debt which is comprised of a $0.06 million loss from the write-off of unamortized debt issuance costs attributable to a previous creditor in the Revolving Credit Facility and 2030 Term Loan portions of our Prior Credit Facilities not participating in such respective portions of our current Credit Facilities and $0.08 million of third-party fees associated with the modification of our Term Loans.

Comparison of the Nine Months Ended September 30, 2025 and the Nine Months Ended September 30, 2024

We had $1.9 million of cash and $0.4 million of escrows and reserves as of September 30, 2025 compared to $1.0 million of cash and $0.5 million of escrows and reserves as of September 30, 2024.

Cash flows from operating activities – Net cash provided by operating activities increased by $8.9 million to $33.2 million for the nine months ended September 30, 2025 compared to $24.3 million for the same period in 2024.

The increase is primarily due to the volume of our acquisitions and the execution of new leases with annual rent escalations all of which have generated additional rental income and related changes in working capital, as well as the timing of certain receivables and payables.

Cash flows used in investing activities – Net cash used in investing activities for the six months ended June 30, 2025 primarily consisted of $46.9 million of acquisitions and $3.5 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $1.7 million in proceeds received from the sale of real estate assets and property damage claims.

Net cash used in investing activities for the six months ended June 30, 2024 primarily consisted of $41.8 million of acquisitions and $1.9 million of escrow deposits for acquisitions, capital improvements and other investing activities.

Cash flows from financing activities – Net cash provided by financing activities decreased by $1.1 million to $26.0 million for the six months ended June 30, 2025 compared to $27.1 million for the six months ended June 30, 2024.

The decrease was primarily related to an increase in the payment of dividends and distributions, an decrease in borrowings from the Revolving Credit Facility, partially offset by an increase in net proceeds received from issuance of shares.

Cash flows used in investing activities – Net cash used in investing activities for the nine months ended September 30, 2025 primarily consisted of $89.6 million of acquisitions and $5.9 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $1.7 million in proceeds received from the sale of real estate assets and property damage claims.

Net cash used in investing activities for the nine months ended September 30, 2024 primarily consisted of $53.2 million of acquisitions and $2.7 million of escrow deposits for acquisitions, capital improvements and other investing activities.

Cash flows from financing activities – Net cash provided by financing activities increased by $30.2 million to $60.4 million for the nine months ended September 30, 2025 compared to $30.2 million for the nine months ended September 30, 2024.

The increase was primarily related to an increase in net borrowings on our Credit Facilities of $16.0 million (including the $40.0 million of term loan proceeds borrowed on September 19, 2025) and higher net proceeds received from the issuance of shares.

This is offset by debt issuance costs on our Credit Facility and a increase in the payment of dividends and distributions for the nine months ended September 30, 2025.

Liquidity and Capital Resources

We had approximately $1.1 million of cash and $1.0 million of escrows and reserves as of June 30, 2025.

We had approximately $1.9 million of cash and $0.4 million of escrows and reserves as of September 30, 2025.

Revolving Credit Facility and Term Loans

On August 9, 2021, we entered into the Credit Facilities, which initially included the $150.0 million Revolving Credit Facility and the $50.0 million 2021 Term Loan, with Bank of Montreal, as administrative agent, and BMO Capital Markets Corp., M&T Bank, JPMorgan Chase Bank, N.A.

and Truist Securities, Inc.

as joint lead arrangers and joint book runners.

Additional participants in the Credit Facilities include Stifel Bank & Trust and TriState Capital Bank.

On May 11, 2022, we entered into the First Amendment to, among other things, add the 2022 Term Loan (and, together with the 2021 Term Loan, the "Term Loans").

On December 6, 2022, we exercised $40.0 million of accordion feature under the 2022 Term Loan.

On July 24, 2023, we entered into the Second Amendment and further exercised $35.0 million of accordion under the Term Loans.

On October 25, 2024, we entered into the Third Amendment and increased our commitments on the 2022 Term Loan and further exercised $50.0 million.

As of June 30, 2025, we had $296.0 million of aggregate principal amount outstanding under our Credit Facilities, with $75.0 million drawn on the 2021 Term Loan, $175.0 million drawn on the 2022 Term Loan and $46.0 million drawn on the Revolving Credit Facility.

On September 19, 2025 (the "CF Closing Date"), we amended and restated our Credit Facilities in their entirety, with Truist Bank, as administrative agent, and Truist Securities, M&T Bank and JPMorgan Chase Bank, N.A.,as joint lead arrangers and joint book runners.

Additional participants in the Credit Facilities include Mizuho Bank Ltd., Bank of Montreal, Stifel Bank & Trust and TriState Capital Bank.

The Credit Facilities provide for the Revolving Credit Facility and Term Loans.

The 2030 Term Loan consists of (1) a $75 million term loan previously advanced to the Company under its prior credit facility which remained outstanding as of the CF Closing Date and (2) $40 million of new term loans advanced to the Company on the CF Closing Date.

As of September 30, 2025, we had $315.0 million of aggregate principal amount outstanding under our Credit Facilities, with $115.0 million drawn on the 2030 Term Loan, $175.0 million drawn on the 2028 Term Loan and $25.0 million drawn on the Revolving Credit Facility.

The Credit Facilities include an accordion feature which permit us to borrow up to an additional (i) $150.0 million under the Revolving Credit Facility and (ii) $100.0 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.

The Revolving Credit Facility matures in November 2029, the 2030 Term Loan matures in January 2030 and the 2028 Term Loan matures in February 2028.

Each of the Revolving Credit Facility and the 2030 Term Loan Facility may be extended for one 12-month period at the Company's sole option.

Borrowings under the Credit Facilities carry an interest rate of, (i) in the case of the Revolving Credit Facility, either a base rate plus a margin ranging from 0.5% to 1.0% per annum or Adjusted Term SOFR (as defined below) plus a margin ranging from 1.5% to 2.0% per annum, or (ii) in the case of the Term Loans, either a base rate plus a margin ranging from 0.45% to 0.95% per annum or Adjusted Term SOFR plus a margin ranging from 1.45% to 1.95% per annum, in each case depending on a consolidated leverage ratio.

3 unchanged sentences

The Credit Facilities also contain certain customary events of default, including the failure to make timely payments under the Credit Facilities, any event or condition that makes other material indebtedness due prior to its scheduled maturity, the failure to satisfy certain covenants and specified events of bankruptcy and insolvency.

As of June 30, 2025, we were in compliance with all of the Credit Facilities’ debt covenants.

As of June 30, 2025, we had nine interest rate swaps with a total notional amount of $250.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest Rate Swaps").

As of September 30, 2025, we were in compliance with all of the Credit Facilities’ debt covenants.

As of September 30, 2025, we had eleven interest rate swaps with a total notional amount of $290.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest Rate Swaps").

Derivatives and Hedging Activities in the Notes to our unaudited Consolidated Financial Statements included under Item 1 herein for further details regarding the Interest Rate Swaps.

4 unchanged sentences

Our long-term liquidity requirements primarily consist of funds necessary for the repayment of debt at maturity, distributions to our limited partners and distributions to our stockholders required to qualify for REIT status, property acquisitions and non-recurring capital improvements.

We expect to meet our long-term liquidity requirements with net cash from operations, long-term indebtedness including our Credit Facilities and mortgage financing, the issuance of equity and debt securities and proceeds from select sales of our properties.

We expect to meet our long-term liquidity requirements with net cash from operations, long-term indebtedness including our Credit Facilities and mortgage financing, the issuance of equity and debt

securities and proceeds from select sales of our properties.

We also may fund property acquisitions and non-recurring capital improvements using our Credit Facilities pending permanent property-level financing.

6 unchanged sentences

If we do not have sufficient funds available to us from our operations to fund our business needs, we will need to find alternative ways to fund those needs.

Such alternatives may include, among other things, divesting ourselves of properties (whether or not the sales price is optimal or otherwise meets our strategic long-term objectives), incurring

indebtedness or issuing equity securities in public or private transactions, the availability and attractiveness of the terms of which cannot be assured.

Such alternatives may include, among other things, divesting ourselves of properties (whether or not the sales price is optimal or otherwise meets our strategic long-term objectives), incurring indebtedness or issuing equity securities in public or private transactions, the availability and attractiveness of the terms of which cannot be assured.

Material Capital Improvement Projects

The Company is currently undertaking capital improvement projects for two properties it owns in Pauline, Kansas (the "Pauline CIP”).

The Pauline CIP is expected to cost an additional $1.6 million to $2.3 million, a majority of which is expected to be incurred in the third and fourth quarters of 2025.

Currently, the Company expects that a portion of the costs associated with the Pauline CIP will be offset by the receipt of insurance proceeds.

The Pauline CIP is expected to cost an additional $0.8 million to $1.6 million, a majority of which is expected to be incurred in the fourth quarter of 2025.

Currently, the Company expects that a portion of the costs associated with the Pauline CIP will be offset by the receipt of insurance proceeds, of which $0.4 million was received in October 2025.

Consolidated Indebtedness

As of June 30, 2025, we had approximately $330.2 million of outstanding consolidated principal indebtedness.

The following table sets forth information as of June 30, 2025 with respect to our outstanding indebtedness (in thousands):

Balance as of June 30, 2025

Rate at June 30, 2025

As of September 30, 2025, we had approximately $349.2 million of outstanding consolidated principal indebtedness.

The following table sets forth information as of September 30, 2025 with respect to our outstanding indebtedness (in thousands):

Balance as of September 30, 2025

Rate at September 30, 2025

Revolving Credit Facility (1)(2)

$ 25,000 SOFR+150 bps (3)

November 2029

2030 Term Loan (1)(2)

16 unchanged sentences

(1) See above under "— Revolving Credit Facility and Term Loans " for details regarding the Credit Facilities.

During the three and six months ended June 30, 2025, we incurred $0.05 million and $0.1 million of unused facility fees related to the Revolving Credit Facility, respectively.

(2) The Revolving Credit Facility matures in January 2026, which may be extended for two six-month periods.

The Company is currently exploring various refinancing options (the "Refinancing") and believes that it will be successful in extending or Refinancing the Revolving Credit Facility.

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

During the three and nine months ended September 30, 2025, we incurred $0.05 million and $0.2 million of unused facility fees related to the Revolving Credit Facility, respectively.

(2) The Revolving Credit Facility matures in November 2029 and the 2030 Term Loan matures in January 2030, each of which may be extended for one twelve-month period at the Company's sole option.

(3) Based upon the applicable SOFR rate (subject to a 0% floor).

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

4 unchanged sentences

(6) The loan is collateralized by first mortgage liens on one property and a personal guarantee of payment by Mr.

The loan has a fixed interest rate of 3.69% for the first five years with interest payments only (ending in October 2026),

then adjusting every subsequent five-year period thereafter with principal and interest payments to the rate based on the Five-Year Treasury Rate, plus a margin of 2.75%, with a minimum annual rate of 2.75%.

The loan has a fixed interest rate of 3.69% for the first five years with interest payments only (ending in October 2026), then adjusting every subsequent five-year period thereafter with principal and interest payments to the rate based on the Five-Year Treasury Rate, plus a margin of 2.75%, with a minimum annual rate of 2.75%.

(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.

Secured Borrowings as of June 30, 2025

As of June 30, 2025, we had approximately $34.2 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.96% per annum.

Secured Borrowings as of September 30, 2025

As of September 30, 2025, we had approximately $34.2 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.96% per annum.

To maintain our qualification as a REIT, we are required to pay dividends to stockholders at least equal to 90% of our REIT taxable income determined without regard to the deduction for dividends paid and excluding net capital gains.

During the three and six months ended June 30, 2025, we paid cash dividends of $0.2425 per share, and $0.485 per share, respectively.

Our Board of Directors approved, and o n July 20, 2025 , we declared a second quarter 2025 common stock dividend of $0.2425 per share, which will be paid on August 29, 2025 to stockholders of record as of July 31, 2025.

During the three and nine months ended September 30, 2025, we paid cash dividends of $0.2425 per share, and $0.7275 per share, respectively.

Our Board of Directors approved, and o n October 21, 2025 , we declared a third quarter 2025 common stock dividend of $0.2425 per share, which will be paid on November 28, 2025 to stockholders of record as of November 4, 2025.

Because most of our leases provide for fixed annual rental payments without annual rent escalations, our rental revenues are fixed while our property operating expenses are subject to inflationary increases.

4 unchanged sentences

Repurchases of our Class A common stock conducted under the Share Repurchase Program may be made through open market transactions, block trades or other methods designed to comply with Rule 10b-18 of the Exchange Act.

No shares of our Class A common stock were repurchased pursuant to the Share Repurchase Program for the three months ended June 30, 2025 and the dollar value of Class A common stock shares that remains available to be repurchased under the Share Repurchase Program is $25.0 million.

No shares of our Class A common stock were repurchased pursuant to the Share Repurchase Program for the three months ended September 30, 2025 and the dollar value of Class A common stock shares that remains available to be repurchased under the Share Repurchase Program is $25.0 million.

The Share Repurchase Program does not obligate us to repurchase any specific dollar amount, or to acquire any specific number, of shares of our Class A common stock and may be suspended or discontinued at any time at the discretion of the Board of Directors.

Subsequent Real Estate Acquisitions

As of August 4, 2025 and d uring the period s ubsequent to June 30, 2025, we have acquired 23 properties in individual or portfolio transactions for an aggregate of approximately $8.4 million, excluding closing costs.

As of November 4, 2025 and d uring the period s ubsequent to September 30, 2025, we have acquired 19 properties in individual or portfolio transactions for an aggregate of approximately $7.2 million, excluding closing costs.

Critical Accounting Estimates

1 unchanged sentence

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 2. Management’s Discussion and Analysis