10. Related Party Transactions

Organization and Offering Expenses and Operating Expenses

The Adviser advanced organization and offering expenses (including legal, accounting, printing, mailing, subscription processing and filing fees and expenses, reasonable bona fide due diligence expenses of participating broker-dealers supported by detailed and itemized invoices, costs in connection with preparing sales materials, design and website expenses, fees and expenses of the Company’s escrow agent and transfer agent, fees to attend retail seminars sponsored by participating broker-dealers and reimbursement for customary travel, lodging and meals, but excluding upfront selling commissions, dealer manager fees and the shareholder servicing fee) and certain operating expenses on the behalf of the Company through April 1, 2025, which was 12 months following the initial closing of the Offering. The Company began to reimburse the Adviser for all such advanced expenses ratably over a 60-month period following April 1, 2025. Such reimbursement may be paid, at the Adviser’s election, in cash, Class E shares or Class E Operating Partnership units, or any combination thereof. If the Adviser elects to receive any portion of such reimbursement in the Company’s common shares or Operating Partnership units, the Company may repurchase such common shares or Operating Partnership units from the Adviser at a later date.

During the three and six months ended June 30, 2026, the Company reimbursed the Adviser $375 and $750, respectively, for advanced organization, offering and operating expenses. During the three and six months ended June 30, 2025, the Company reimbursed $375 for advanced organization, offering and operating expenses.

Dealer Manager

On April 28, 2025, the Company and the Dealer Manager entered into the Amended and Restated Dealer Manager Agreement, including a revised form of Participating Broker-Dealer Agreement to be entered into with certain broker-dealers, to make certain updates to reflect the designation of the new Class F-IO shares and Class IO shares.

On June 4, 2026, the Company and Morgan Stanley Distribution, Inc. entered into the Second Amended and Restated Dealer Manager Agreement, including a revised form of Participating Broker-Dealer Agreement to be entered into with certain broker-dealers, to make certain updates to reflect the designation of the new Class L-S shares and Class L-I shares.

The Dealer Manager is entitled to receive upfront selling commissions of up to 3.5% of the transaction price of each Class F-S share and Class S share sold in the Offering. For the three and six months ended June 30, 2026, the Company incurred $863 and $1,502, respectively, in upfront selling commissions. For the three and six months ended June 30, 2025, the Company incurred $307 and $596, respectively, in upfront selling commissions. Upfront selling commissions are charged against additional paid-in-capital as offering costs.

The Company pays the Dealer Manager selling commissions equal to 0.85% per annum of the aggregate NAV of our outstanding Class F-S shares and Class S shares over time as shareholder servicing fees for ongoing services rendered to shareholders. Shareholder servicing fees are accrued upon the sale of Class F-S shares and Class S shares and are based upon our best estimate of aggregate fees payable. For the three and six months ended June 30, 2026, the Company incurred $10,038 and $16,262, respectively, in shareholder servicing fees. For the three and six months ended June 30, 2025, the Company incurred $3,603 and $7,049, respectively, in shareholder servicing fees. Shareholder servicing fees are charged against additional paid-in-capital as offering costs.

There are no upfront selling commissions or shareholder servicing fees for Class I shares, Class F-I shares or Class E shares.

Operating Partnership Agreement

On April 28, 2025, the Company, on behalf of itself as the general partner and on behalf of the limited partners thereto, entered into the Second Amended and Restated Limited Partnership Agreement of the Operating Partnership. The Second Amended and Restated Limited Partnership Agreement of the Operating Partnership amends the prior version of the agreement to make certain updates to reflect the new Class F-IO shares and Class IO shares and to establish two new corresponding classes of units of the Operating Partnership, designated as Class F-IO Operating Partnership units and Class IO Operating Partnership units.

On March 5, 2026, the Company, on behalf of itself as the general partner and on behalf of the limited partnership thereto, entered into the Third Amended and Restated Limited Partnership Agreement of the Operating Partnership. The Third Amended and Restated Limited Partnership Agreement of the Operating Partnership amends the prior version of the agreement to make certain clarifying updates to the redemption rights included therein.

On June 4, 2026, the Company, on behalf of itself as the general partner and on behalf of the limited partners thereto, entered into the Fourth Amended and Restated Limited Partnership Agreement of the Operating Partnership (the “Fourth Amended Operating Partnership Agreement”). The Fourth Amended Operating Partnership Agreement amends and restates the prior version of the agreement to make certain updates to reflect the new Class L-S shares and Class L-I shares and to establish two new corresponding classes of units of the Operating Partnership, designated as Class L-S Operating Partnership units and Class L-I Operating Partnership units. The preferences, rights, restrictions, qualifications, and terms and conditions of conversion and redemption for the Class L-S Operating Partnership units and Class L-I Operating Partnership units are substantially similar to the rights, preferences and terms of the other classes of Operating Partnership units.

Advisory Agreement

On April 28, 2025, the Company, the Operating Partnership and the Adviser entered into the Amended and Restated the Advisory Agreement, to make certain updates to reflect the designation of the new Class F-IO shares and Class IO shares.

On June 4, 2026, the Company, the Operating Partnership and the Adviser entered into the Second Amended and Restated the Advisory Agreement, to make certain updates to reflect the designation of the new Class L-S shares and Class L-I shares.

Certain affiliates of the Company, including the Adviser, receives fees and compensation in connection with the offering and ongoing management of the assets of the Company. The Company pays the Adviser a management fee equal to (1) 0.50% of NAV of Class F-S shares and Class F-I shares, plus (2) 1.25% of NAV for shares classes other than the Class F-S shares and Class F-I shares, except Class E shares, in each case, per annum payable monthly. Additionally, to the extent that the Operating Partnership issues

Operating Partnership units to parties other than the Company, the Operating Partnership pays the Adviser a management fee equal to (1) 0.50% of the NAV of the Operating Partnership attributable to Class F-S and Class F-I Operating Partnership units not held by the Company, plus (2) 1.25% of NAV of the Operating Partnership attributable to units other than Class F-S and Class F-I Operating Partnership units not held by the Company except Class E Operating Partnership units, in each case, per annum payable monthly in arrears. The management fee may be paid, at the Adviser’s election, in cash, Class E shares or Class E Operating Partnership units, or any combination thereof. The Adviser agreed to waive the management fee through April 1, 2025, which is 12 months following the initial closing of the Offering, and further waived the management fee through December 31, 2025.

During the three and six months ended June 30, 2026, the Company incurred management fees of $2,711 and $4,884, respectively, which are recorded in the condensed consolidated statements of operations. During the three and six months ended June 30, 2026, the Company paid management fees of $2,521 and $3,918, respectively, through the issuance of 121,128 and 188,987 redeemable Class E shares, respectively. The redeemable Class E shares were issued at the applicable NAV per share at the end of the month that the management fee was incurred. During the three and six months ended June 30, 2026, the Company repurchased redeemable Class E shares of 121,128 and 188,987, respectively, for proceeds of $2,463 and $3,862, respectively, from the Adviser. The repurchase price was the most recently determined NAV per share at the time of the repurchase.

In addition, so long as the Advisory Agreement has not been terminated between the Company and the Adviser, the Special Limited Partner holds a performance participation interest in the Operating Partnership that entitles it to receive in the aggregate an allocation from the Operating Partnership equal to 12.5% of the Total Return with respect to all of the Operating Partnership units, except Class E Operating Partnership units, subject to a 5% Hurdle Amount and a High Water Mark with respect to such class of Operating Partnership units, with a Catch-Up (each term as defined in the limited partnership agreement of the Operating Partnership). Such allocations are made annually and accrue monthly. Distributions on the performance participation interest may be payable in cash or Class E Operating Partnership units, or any combination thereof, at the election of the Special Limited Partner. The Special Limited Partner agreed to waive the performance participation through April 1, 2025, which is 12 months following the initial closing of the Offering, and further waived the performance participation allocation through December 31, 2025.

During the three and six months ended June 30, 2026, the Company incurred a performance participation allocation of $4,222 and $8,290, respectively, which is recorded in the condensed consolidated statements of operations. During the three and six months ended June 30, 2026, the Company paid an accrued performance participation allocation of $4,068 through the issuance of 196,057 Class E Operating Partnership units, which were issued at the most recently determined NAV per share at the time of payment. During the three and six months ended June 30, 2026, the Company repurchased 88,225 Class E Operating Partnership units from the Special Limited Partner, at the most recently determined NAV per share at the time of the repurchase, for proceeds of $1,840.

The Company may retain certain of the Adviser’s affiliates, from time to time, for services relating to its investments or its operations, which may include accounting and audit services (including valuation support services), account management services, corporate secretarial services, data management services, trusteeship services, information technology services, finance/budget services, human resources, judicial processes, legal services, operational services, risk management services, tax services, treasury services, loan management services, construction management services, property management services, leasing services, property, title and/or other types of insurance and related services, transaction support services, transaction consulting services and other similar operational matters. The Operating Partnership or its subsidiary may also issue equity incentives to certain employees of such affiliates. Any payments made to the Adviser’s affiliates will not reduce the management fee or performance participation allocation. Any such arrangements will be at or below-market rates. As of June 30, 2026 and December 31, 2025, the Company has not retained an affiliate of the Adviser for any such services.