v3.26.1
Subsequent Events
12 Months Ended
Dec. 31, 2025
Subsequent Events [Abstract]  
Subsequent Events

Note 17 – Subsequent Events

Third Amended and Restated Advisory Agreement

On January 1, 2026, the Company, the Operating Partnership, the Advisor, and CFI entered into the Third Amended and Restated Advisory Agreement (the “Third Amended and Restated Advisory Agreement”), to (i) reduce asset management fees, pursuant to which the Company shall pay the Advisor or its affiliates a monthly fee in an amount equal to one-twelfth of 0.75% of the NAV of the Company per annum, and the Operating Partnership shall pay the Advisor or its affiliates a monthly fee in an amount equal to one-twelfth of 0.75% of the NAV of the Operating Partnership attributable to the units of limited partnership interest in the Operating Partnership (excluding any special limited partnership interest in the Operating Partnership) held by unitholders other than the Company per annum, and (ii) eliminate a provision that had limited reimbursement of certain expenses advanced by the Advisor or its affiliates whenever such

reimbursement would reduce the Company’s NAV per share below $25.00. The foregoing description of the Third Amended and Restated Advisory Agreement is a summary only and is qualified in all respects by the provisions of the Third Amended and Restated Advisory Agreement.

Second Amended and Restated Limited Partnership Agreement

On January 1, 2026, the Company and the limited partners of the Operating Partnership entered into the Second Amended and Restated Limited Partnership Agreement of Cantor Fitzgerald Income Trust Operating Partnership, L.P., (the “Second Amended and Restated Operating Partnership”), to reduce an affiliate of the Advisor’s Performance Participation Allocation from 12.5% to 5.0%. The foregoing description of the Second Amended and Restated Operating Partnership is a summary only and is qualified in all respects by the provisions of the Second Amended and Restated Operating Agreement.

Changes to Share Repurchase Program

Effective January 1, 2026, the board of directors of the Company adopted the Fourth Amended and Restated Share Repurchase Program (“Fourth Amended and Restated Share Repurchase Program”). Under the Fourth Amended and Restated Share Repurchase Program, repurchase requests submitted by stockholders whose accounts hold less than $2,500 of the Company’s common stock at the time of such request will be repurchased in full to the extent there are available funds. The remaining repurchase requests will be then repurchased on a pro rata basis. All other terms remain unchanged. The foregoing description of the Fourth Amended and Restated Share Repurchase Program is a summary only and is qualified in all respects by the provisions of the Fourth Amended and Restated Share Repurchase Program.

Unreimbursed Operating Expenses and O&O Costs

Beginning January 1, 2026, the Advisory Agreement discontinued the provision that limited reimbursement of certain expenses advanced by the Advisor or its affiliates when such reimbursement would reduce the Company's NAV per share below $25.00. The Company will continue to adhere to the IPA overall reimbursement guidelines, which cap reimbursable operating expenses at 2.00% of invested assets or 25.00% of net income. In connection with this change, the Advisor has advised that it will waive all unreimbursed operating expenses and O&O Costs incurred through the end of fiscal year 2025 that otherwise may have been eligible for reimbursement.

OP Unit Issuance

Our Operating Partnership is the holder of fair market value purchase options (each an “FMV Option”) for certain Delaware Statutory Trust (“DST”) offerings sponsored by an affiliate of our advisor, which provide us with the right, but not the obligation, to require the DST investors to exchange their interests for OP Units and cash. On February 1, 2026, a total of $74,931,482 of OP Equity was issued for 3,728,218 OP Units in connection with:

 

i.
the exercise of the FMV Option for 95% of the DST interests in the CF Pearland Multifamily DST in exchange for 916,955 OP Units and a cash payment of $1,734,463; and
ii.
tender offers of OP Units in exchange for DST interests in CF ON3 DST, CF West End Multifamily DST, CF Palms Multifamily DST, CF Kacey Multifamily DST, CF Valencia Life Sciences DST, CF Industry Multifamily DST, and CF WAG Portfolio DST 10.

Since inception, a total of $136,488,085 of OP Equity has been issued, representing 6,761,737 OP Units.

Additional Purchase by CF RE Holdings

Subsequent to December 31, 2025, CF RE Holdings purchased an additional 478,641 of Class I shares in the amount of $9.3 million.

SF Property Sale

Subsequent to December 31, 2025, the Company completed the sale of the SF Property for net proceeds of $5,581,463, resulting in a realized loss of approximately $28,000.

Fisher Road Property

On February 5, 2026, the Fisher Road Property executed a purchase and sale agreement with Saxum Investment Company, LLC, pursuant to which the property may be sold, subject to certain terms and conditions.

Longmire DST Offering

As of February 28, 2026, the Longmire DST Offering was fully syndicated and completed.

Common Stock Repurchases

Subsequent to December 31, 2025, the Company received and completed 241 eligible repurchase requests for a total of 451,121 shares in the amount of $9,087,516.

Status of the Offerings

As of March 12, 2026, the Company had 11,361,801 shares of its common stock outstanding (consisting of 3,048,010 Class AX Shares, 4,933 Class TX Shares, 1,007,510 Class IX Shares, 1,268,751 Class T Shares, 449,889 Class D Shares, 5,445 Class S Shares, and 5,577,263 Class I Shares) in the Offerings resulting in aggregate net proceeds of $297,622,470 to the Company as payment for such shares.

Distributions

As authorized by the board of directors of the Company, on January 9, 2026, the Company declared the following distributions for each class of the Company’s common stock and Class I and Class T operating partnership units as rounded to the nearest four decimal places (5.00% of NAV per share class on an annual basis):

 

 

December Gross Distribution

 

Class I Shares

 

 

0.08378

 

Class D Shares

 

 

0.08013

 

Class S Shares

 

 

0.06950

 

Class T Shares

 

 

0.06950

 

Class IX Shares

 

 

0.08378

 

Class AX Shares

 

 

0.08378

 

Class TX Shares

 

 

0.06705

 

Class I Operating Partnership Units

 

 

0.08374

 

Class T Operating Partnership Units

 

 

0.06948

 

The net distributions for each class of common stock (which represents the gross distributions described above less any distribution fee for the applicable class of common stock as described in the Company’s applicable prospectus) and Class I and Class T operating partnership units are payable to stockholders of record immediately following the close of business on December 31, 2025 and was paid on or about January 9, 2026. These distributions were paid in cash or reinvested in shares of the Company’s common stock for stockholders participating in the DRP. Some or all of the cash distributions may be paid from sources other than cash flow from operations.

As authorized by the board of directors of the Company, on February 6, 2026, the Company declared the following distributions for each class of the Company’s common stock and Class I and Class T operating partnership units as rounded to the nearest four decimal places (5.00% of NAV per share class on an annual basis):

 

 

January Gross Distribution

 

Class I Shares

 

 

0.08536

 

Class D Shares

 

 

0.08109

 

Class S Shares

 

 

0.07082

 

Class T Shares

 

 

0.07082

 

Class IX Shares

 

 

0.08536

 

Class AX Shares

 

 

0.08536

 

Class TX Shares

 

 

0.06826

 

Class I Operating Partnership Units

 

 

0.08536

 

Class T Operating Partnership Units

 

 

0.07081

 

The net distributions for each class of common stock (which represents the gross distributions described above less any distribution fee for the applicable class of common stock as described in the Company’s applicable prospectus) and Class I and T operating partnership units are payable to stockholders of record immediately following the close of business on January 31, 2026 and was paid on or about February 9, 2026. These distributions were paid in cash or reinvested in shares of the Company’s common stock for stockholders participating in the DRP. Some or all of the cash distributions may be paid from sources other than cash flow from operations.

As authorized by the board of directors of the Company, on March 6, 2026, the Company declared the following distributions for each class of the Company’s common stock and Class I and Class T operating partnership units as rounded to the nearest four decimal places (5.00% of NAV per share class on an annual basis):

 

 

February Gross Distribution

 

Class I Shares

 

 

0.07710

 

Class D Shares

 

 

0.07323

 

Class S Shares

 

 

0.06391

 

Class T Shares

 

 

0.06391

 

Class IX Shares

 

 

0.07710

 

Class AX Shares

 

 

0.07710

 

Class TX Shares

 

 

0.06159

 

Class I Operating Partnership Units

 

 

0.07710

 

Class T Operating Partnership Units

 

 

0.06390

 

The net distributions for each class of common stock (which represents the gross distributions described above less any distribution fee for the applicable class of common stock as described in the Company’s applicable prospectus) and Class I and T operating partnership units are payable to stockholders of record immediately prior to the close of business on February 28, 2026 and was paid on or about March 6, 2026. These distributions were paid in cash or reinvested in shares of the Company’s common stock for stockholders participating in the DRP. Some or all of the cash distributions may be paid from sources other than cash flow from operations.