incref-20260630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________

FORM 10-Q

_______________________________________________


(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 000-56564

Invesco Commercial Real Estate Finance Trust, Inc.

(Exact name of registrant as specified in its charter)

_______________________________________________


Maryland						92-1080856
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

2300 N Field Street, Suite 1200 Dallas, Texas						75201
(Address of principal executive offices)						(Zip Code)

(972) 715-7400

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name, Former Address and Former Fiscal Year, If Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act: None

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

Emerging growth company

☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 6, 2026, there were 56,952,402 outstanding shares of common stock of Invesco Commercial Real Estate Finance Trust, Inc. comprised of 1,857,393 Class S common stock, 26,357,592 Class S-1 common stock, 1,510,929 Class D common stock, 327,723 Class D-1 common stock, 15,427,280 Class I common stock, 2,200,833 Class E common stock, and 9,270,652 Class F common stock.

Invesco Commercial Real Estate Finance Trust, Inc.

Table of Contents


		Page
PART I FINANCIAL INFORMATION		1

Item 1.	Financial Statements	1

	Unaudited Condensed Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025	1

	Unaudited Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2026 and 2025	2

	Unaudited Condensed Consolidated Statements of Changes in Equity and Redeemable Common Stock for the three and six months ended June 3 0 , 2026 and 2025	3

	Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended June 3 0 , 2026 and 2025	5

	Notes to Unaudited Condensed Consolidated Financial Statements	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	50

Item 4.	Controls and Procedures	53

PART II OTHER INFORMATION		54

Item 1.	Legal Proceedings	54

Item 1A.	Risk Factors	54

Item 2.	Unregistered Sales of Equity Securities, Use of Proceeds , and Issuer Purchases of Equity Securities	54

Item 3.	Defaults Upon Senior Securities	56

Item 4.	Mine Safety Disclosures	56

Item 5.	Other Information	56

Item 6.	Exhibits	57

SIGNATURES

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Invesco Commercial Real Estate Finance Trust, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)


$ in thousands except share amounts	June 30, 2026		December 31, 2025
ASSETS
Commercial real estate loan investments, at fair value (including pledged loans of $5,762,684 and $4,475,009, respectively)	$	6,062,942	$	4,702,728
Real estate-related securities, at fair value	19,404		14,818
Cash and cash equivalents	75,728		16,557
Restricted cash	126,389		29,058
Interest receivable	30,072		20,746

Derivative assets, at fair value	5,731		615
Other assets	134,680		655
Total assets(1)	$	6,454,946	$	4,785,177

LIABILITIES
Secured lending agreements, at fair value	$	2,583,774	$	2,359,543
Term lending agreements, at fair value	223,681		223,033
Collateralized loan obligations, at fair value	2,126,794		1,005,157
Revolving credit facility, at fair value	100,000		55,000
Interest payable	19,170		12,795
Derivative liabilities, at fair value	777		1,992

Dividends and distributions payable (including $1,026 and $804 due to related party, respectively)	8,234		6,536
Accounts payable, accrued expenses and other liabilities	31,952		31,526
Due to affiliates	49,400		47,261
Total liabilities(1)	5,143,782		3,742,843

Commitments and contingencies (See Note 14)	—		—

Redeemable common stock - related party (see Note 11)	$	163,324	$	127,691

EQUITY


Common stock, Class S shares, $0.01 par value per share, 500,000,000 shares authorized	3		2
Common stock, Class S-1 shares, $0.01 par value per share, 500,000,000 shares authorized	251		203
Common stock, Class D shares, $0.01 par value per share, 500,000,000 shares authorized	—		—
Common stock, Class D-1 shares, $0.01 par value per share, 500,000,000 shares authorized	3		—
Common stock, Class I shares, $0.01 par value per share, 500,000,000 shares authorized	127		85
Common stock, Class E shares, $0.01 par value per share, 500,000,000 shares authorized	1		1
Common stock, Class F shares, $0.01 par value per share, 500,000,000 shares authorized	93		89
Additional paid-in capital	1,165,712		930,845
Accumulated other comprehensive income	47		94
Accumulated deficit	(18,510)		(16,676)
Total stockholders’ equity	1,147,727		914,643
Non-controlling interest	113		—
Total equity	1,147,840		914,643
Total liabilities, redeemable common stock and equity	$	6,454,946	$	4,785,177

(1) The condensed consolidated balance sheets at June 30, 2026 and December 31, 2025 include assets of $2.5 billion and $1.2 billion, respectively, and liabilities of $2.1 billion and $1.0 billion, respectively, of consolidated collateralized loan obligations, which are variable interest entities (“VIE”). The VIE’s assets can only be used to settle the obligations of the VIE. See Note 6 — “Collateralized Loan Obligations” for additional information.

See accompanying notes to condensed consolidated financial statements.

Invesco Commercial Real Estate Finance Trust, Inc.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
$ in thousands except share and per share amounts	2026		2025		2026		2025
Net Interest Income
Commercial real estate loan interest income	$	90,785	$	55,221	$	167,910	$	102,062
Real estate-related securities interest income	260		50		494		50
Other interest income	1,154		1,059		2,019		2,034
Interest expense	(60,793)		(37,323)		(112,412)		(68,620)
Net interest income	31,406		19,007		58,011		35,526

Other Income (Expense)
Gain (loss) on loans, net	(19,661)		26,414		(35,891)		39,094
Gain (loss) on real estate-related securities, net	67		20		21		20
Gain (loss) on secured financing facilities, net	8,374		(20,681)		18,516		(29,155)
Unrealized gain (loss) on collateralized loan obligations, net	10,209		(5,153)		11,080		(5,153)
Gain (loss) on derivative instruments, net	1,318		(5,362)		7,577		(7,542)
Gain (loss) on foreign currency transactions, net	(3)		(117)		(469)		(108)
Loan arrangement fee income, net of related party expense of $3,494, $4,957, $3,246 and $5,365 for the three and six months ended June 30, 2026 and 2025, respectively	10,484		3,459		14,864		5,578
Other income and (expense), net	(54)		290		138		579
Total other income (expense), net	10,734		(1,130)		15,836		3,313

Expenses
Management and performance fees - related party	4,140		1,838		7,944		3,668
Debt issuance and other financing costs related to borrowings, at fair value	11,735		5,478		16,603		10,394
Organizational costs	—		—		—		2
General and administrative	2,893		2,274		6,212		4,824
Total expenses	18,768		9,590		30,759		18,888

Net income (loss)	23,372		8,287		43,088		19,951
Net income (loss) attributable to non-controlling interest	3		—		6		—
Dividends to preferred stockholders	—		—		—		(2)
Issuance and redemption costs of redeemed preferred stock	—		—		—		(27)
Net income (loss) attributable to common stockholders	$	23,369	$	8,287	$	43,082	$	19,922

Net income (loss)	$	23,372	$	8,287	$	43,088	$	19,951
Currency translation adjustment	24		123		(47)		149
Comprehensive income (loss)	23,396		8,410		43,041		20,100
Net income (loss) attributable to non-controlling interest	3		—		6		—
Dividends to preferred stockholders	—		—		—		(2)
Issuance and redemption costs of redeemed preferred stock	—		—		—		(27)
Comprehensive income (loss) attributable to common stockholders	$	23,393	$	8,410	$	43,035	$	20,071

Earnings (loss) per share:
Net income (loss) attributable to common stockholders
Basic	$	0.45	$	0.26	$	0.87	$	0.68
Diluted	$	0.45	$	0.26	$	0.87	$	0.68
Weighted average number of shares of common stock
Basic	52,468,721		31,307,099		49,521,555		29,281,449
Diluted	52,468,743		31,307,126		49,521,678		29,281,501

See accompanying notes to condensed consolidated financial statements.

Invesco Commercial Real Estate Finance Trust, Inc.

Condensed Consolidated Statements of Changes in Equity and Redeemable Common Stock

(Unaudited)


	Series A Preferred Stock		Class S Common Stock		Class S-1 Common Stock		Class D Common Stock		Class D-1 Common Stock		Class I Common Stock		Class E Common Stock		Class F Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings (Accumulated Deficit)		Total Stockholders' Equity		Non-Controlling Interest		Total Equity		Redeemable Common Stock
$ in thousands
Balance as of December 31, 2025	$	—	$	2	$	203	$	—	$	—	$	85	$	1	$	89	$	930,845	$	94	$	(16,676)	$	914,643	$	—	$	914,643	$	127,691
Net income (loss)	—		—		—		—		—		—		—		—		—		—		19,713		19,713		3		19,716		—

Proceeds from issuance of common stock, net of offering costs	—		1		24		—		1		24		—		—		121,508		—		—		121,558		—		121,558		—
Proceeds from issuance of redeemable common stock	—		—		—		—		—		—		—		—		—		—		—		—		—		—		6,804
Common stock distribution reinvestment	—		—		3		—		—		1		—		2		13,104		—		—		13,110		—		13,110		—
Common stock dividends	—		—		—		—		—		—		—		—		—		—		(21,085)		(21,085)		—		(21,085)		—

Proceeds from non-controlling interest, net of offering costs	—		—		—		—		—		—		—		—		—		—		—		—		113		113		—
Distributions on non-controlling interest	—		—		—		—		—		—		—		—		—		—		—		—		(3)		(3)		—
Amortization of equity based compensation	—		—		—		—		—		—		—		—		62		—		—		62		—		62		—
Repurchase of common stock	—		—		(4)		—		—		(4)		—		—		(19,304)		—		—		(19,312)		—		(19,312)		—
Repurchase of redeemable common stock	—		—		—		—		—		—		—		—		—		—		—		—		—		—		(2,848)

Foreign currency translation adjustment	—		—		—		—		—		—		—		—		—		(71)		—		(71)		—		(71)		—
Adjustment to the carrying value of redeemable common stock	—		—		—		—		—		—		—		—		(100)		—		—		(100)		—		(100)		100
Balance as of March 31, 2026	$	—	$	3	$	226	$	—	$	1	$	106	$	1	$	91	$	1,046,115	$	23	$	(18,048)	$	1,028,518	$	113	$	1,028,631	$	131,747
Net income (loss)	—		—		—		—		—		—		—		—		—		—		23,369		23,369		3		23,372		—

Proceeds from issuance of common stock, net of offering costs	—		—		24		—		2		22		—		—		117,083		—		—		117,131		—		117,131		—
Proceeds from issuance of redeemable common stock	—		—		—		—		—		—		—		—		—		—		—		—		—		—		32,218
Common stock distribution reinvestment	—		—		3		—		—		1		—		2		14,410		—		—		14,416		—		14,416		—

Common stock dividends	—		—		—		—		—		—		—		—		—		—		(23,831)		(23,831)		—		(23,831)		—


Distributions on non-controlling interest	—		—		—		—		—		—		—		—		—		—		—		—		(3)		(3)		—
Amortization of equity based compensation	—		—		—		—		—		—		—		—		83		—		—		83		—		83		—
Repurchase of common stock	—		—		(2)		—		—		(2)		—		—		(11,546)		—		—		(11,550)		—		(11,550)		—
Repurchase of redeemable common stock	—		—		—		—		—		—		—		—		—		—		—		—		—		—		(1,074)
Foreign currency translation adjustment	—		—		—		—		—		—		—		—		—		24		—		24		—		24		—
Adjustment to the carrying value of redeemable common stock	—		—		—		—		—		—		—		—		(433)		—		—		(433)		—		(433)		433
Balance as of June 30, 2026	$	—	$	3	$	251	$	—	$	3	$	127	$	1	$	93	$	1,165,712	$	47	$	(18,510)	$	1,147,727	$	113	$	1,147,840	$	163,324


	Series A Preferred Stock		Class S Common Stock		Class S-1 Common Stock		Class D Common Stock		Class D-1 Common Stock		Class I Common Stock		Class E Common Stock		Class F Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings (Accumulated Deficit)		Total Stockholders' Equity		Non-Controlling Interest		Total Equity		Redeemable Common Stock
$ in thousands
Balance at December 31, 2024	$	205	$	—	$	72	$	—	$	—	$	27	$	1	$	82	$	448,947	$	(65)	$	(13,920)	$	435,349	$	—	$	435,349	$	151,367
Net income (loss)	—		—		—		—		—		—		—		—		—		—		11,664		11,664		—		11,664		—

Proceeds from issuance of common stock, net of offering costs	—		—		33		—		—		11		—		—		105,624		—		—		105,668		—		105,668		—
Proceeds from issuance of redeemable common stock	—		—		—		—		—		—		—		—		—		—		—		—		—		—		2,814
Common stock distribution reinvestment	—		—		1		—		—		—		—		2		7,565		—		—		7,568		—		7,568		—
Common stock dividends	—		—		—		—		—		—		—		—		—		—		(12,943)		(12,943)		—		(12,943)		—
Preferred stock dividends	—		—		—		—		—		—		—		—		—		—		(2)		(2)		—		(2)		—
Amortization of equity based compensation	—		—		—		—		—		—		—		—		19		—		—		19		—		19		—
Repurchase of common stock	—		—		—		—		—		—		—		—		(754)		—		—		(754)		—		(754)		—
Repurchase of redeemable common stock	—		—		—		—		—		—		—		—		—		—		—		—		—		—		(30,000)
Redemption of preferred stock	(205)		—		—		—		—		—		—		—		—		—		(27)		(232)		—		(232)		—
Foreign currency translation adjustment	—		—		—		—		—		—		—		—		—		26		—		26		—		26		—
Adjustment to the carrying value of redeemable common stock	—		—		—		—		—		—		—		—		(160)		—		—		(160)		—		(160)		160
Balance at March 31, 2025	$	—	$	—	$	106	$	—	$	—	$	38	$	1	$	84	$	561,241	$	(39)	$	(15,228)	$	546,203	$	—	$	546,203	$	124,341
Net income (loss)	—		—		—		—		—		—		—		—		—		—		8,287		8,287		—		8,287		—

Proceeds from issuance of common stock, net of offering costs	—		2		32		—		—		15		—		—		118,759		—		—		118,808		—		118,808		—
Proceeds from issuance of redeemable common stock	—		—		—		—		—		—		—		—		—		—		—		—		—		—		1,062
Common stock distribution reinvestment	—		—		1		—		—		1		—		1		8,667		—		—		8,670		—		8,670		—
Common stock dividends	—		—		—		—		—		—		—		—		—		—		(14,349)		(14,349)		—		(14,349)		—

Amortization of equity based compensation	—		—		—		—		—		—		—		—		43		—		—		43		—		43		—
Repurchase of common stock	—		—		—		—		—		(1)		—		—		(2,397)		—		—		(2,398)		—		(2,398)		—
Repurchase of redeemable common stock	—		—		—		—		—		—		—		—		—		—		—		—		—		—		(148)
Foreign currency translation adjustment	—		—		—		—		—		—		—		—		—		123		—		123		—		123		—
Adjustment to the carrying value of redeemable common stock	—		—		—		—		—		—		—		—		55				—		55		—		55		(55)
Balance at June 30, 2025	$	—	$	2	$	139	$	—	$	—	$	53	$	1	$	85	$	686,368	$	84	$	(21,290)	$	665,442	$	—	$	665,442	$	125,200

See accompanying notes to condensed consolidated financial statements.

Invesco Commercial Real Estate Finance Trust, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Six Months Ended June 30,
$ in thousands	2026		2025
Cash flows from operating activities:
Net income (loss)	$	43,088	$	19,951
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
(Gain) loss on loans, net	35,891		(39,094)
(Gain) loss on real estate-related securities, net	(21)		(20)
(Gain) loss on secured financing facilities, net	(18,516)		29,155
Unrealized (gain) loss on collateralized loan obligations, net	(11,080)		5,153
(Gain) loss on derivative instruments, net	(7,577)		7,542
(Gain) loss on foreign currency transactions	3		—
Debt issuance costs	14,942		8,732
Amortization of equity based compensation and other	710		300
Change in operating assets and liabilities:
Increase in operating assets	(12,180)		(3,441)

Increase (decrease) in operating liabilities	6,243		(392)
Increase (decrease) in due to affiliate	7,076		2,836
Net cash provided by operating activities	58,579		30,722
Cash flows from investing activities:
Originations and fundings of commercial real estate loans	(1,798,736)		(1,120,159)
Purchase of real estate-related securities	(6,565)		(9,794)
Principal payments from commercial real estate loans	271,433		—
Principal payments from real estate-related securities	2,000		51
Settlement of foreign currency forward contracts, net	1,246		113
Net cash used in investing activities	(1,530,622)		(1,129,789)
Cash flows from financing activities:
Proceeds from revolving credit facility	416,000		135,000
Repayment of revolving credit facility	(371,000)		(135,000)
Proceeds from secured financing facilities	1,296,447		822,048
Repayment of secured financing facilities	(1,053,052)		(878,561)
Proceeds from collateralized loan obligations	1,132,152		995,738
Proceeds from issuance of common stock, net of offering costs	214,853		212,363
Proceeds from non-controlling interest, net of offering costs	113		—
Proceeds from issuance of redeemable common stock	30,000		—
Repurchase of common stock	(28,180)		(3,023)
Repurchase of redeemable common stock	(3,922)		(30,148)
Redemption of preferred stock	—		(232)
Proceeds from subscriptions paid in advance	23,152		22,776

Cash paid for debt issuance costs	(12,326)		(8,263)
Payments of dividends	(15,692)		(9,788)
Distributions to non-controlling interest	(6)		—
Net cash provided by financing activities	1,628,539		1,122,910
Effect of exchange rate changes on cash, cash equivalents and restricted cash	6		40
Net change in cash, cash equivalents and restricted cash	156,502		23,883
Cash, cash equivalents and restricted cash, beginning of period	45,615		100,034
Cash, cash equivalents and restricted cash, end of period	$	202,117	$	123,917





Supplemental disclosures:
Interest paid	$	105,464	$	67,875
Taxes paid	11		—
Non-cash investing and financing activities:
Dividends and distributions declared not paid	$	8,234	$	5,033
Common stock distribution reinvestment	27,526		16,238
Common stock subscription receivable	35		—
Issuance of redeemable common stock for payment of management and performance fees	9,022		3,876
Accrued common stock repurchases	3,587		184

Offering costs due to affiliates	4,085		7,671



Adjustment to carrying value of redeemable common stock	533		105
Principal payments from commercial real estate loans due from servicer	131,200		—

See accompanying notes to condensed consolidated financial statements.

Invesco Commercial Real Estate Finance Trust, Inc.

Notes to Condensed Consolidated Financial Statements

(Unaudited)

1.Organization and Business Purpose

Invesco Commercial Real Estate Finance Trust, Inc. (the “Company” or “we”) is a Maryland corporation incorporated in October 2022. Our primary investment strategy is to originate, acquire and manage a diversified portfolio of loans and debt-like preferred equity interests secured by, or unsecured but related to, commercial real estate. We commenced investing activities in May 2023. We own substantially all of our assets through Invesco Commercial Real Estate Finance Investments, L.P. (the “Operating Partnership”), a wholly-owned subsidiary. We are externally managed by Invesco Advisers, Inc. (the “Adviser”), a registered investment adviser and an indirect, wholly-owned subsidiary of Invesco Ltd. (“Invesco”), an independent global investment management firm.

We qualified as a real estate investment trust (“REIT”) for U.S. federal income tax purposes beginning with the taxable year ended December 31, 2023. We have one operating segment. We operate our business in a manner that permits our exclusion from the definition of an “Investment Company” under the Investment Company Act of 1940, as amended (the “Investment Company Act”).

We are structured as a perpetual-life REIT and are engaging in a continuous, unlimited private placement offering of our common stock to “accredited investors” (as defined by Rule 501 promulgated pursuant to the Securities Act) (the “Continuous Offering”) under exemptions provided by Section 4(a)(2) of the Securities Act and applicable state securities laws. The Class S, Class S-1, Class D, Class D-1, Class I, and Class E shares sold in our Continuous Offering have different upfront selling commissions, ongoing stockholder servicing fees, management fees and performance fees.

2.Summary of Significant Accounting Policies

Basis of Presentation

Certain disclosures included in our Annual Report on Form 10-K are not required to be included on an interim basis in our quarterly reports on Form 10-Q. We have condensed or omitted these disclosures. Therefore, this Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2025.

Consolidation

Our condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and consolidate the financial statements of the Company and its controlled subsidiaries. In determining whether we have a controlling financial interest in a partially owned entity, we consider whether the entity is a variable interest entity (“VIE”) and whether we are the primary beneficiary. We are the primary beneficiary of a VIE when we have both the power to direct the most significant activities impacting the economic performance of the VIE and the obligation to absorb losses or receive benefits significant to the VIE. See additional information on our VIEs for the collateralized loan obligations issuers (“CLO Issuers”) in Note 6 — “Collateralized Loan Obligations.” All significant intercompany transactions, balances, revenues and expenses are eliminated in consolidation. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, which are necessary for a fair statement of our financial condition and results of operations for the periods presented.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Examples of estimates may include, but are not limited to, estimates of the fair values of financial instruments and estimated payment periods for certain stockholder servicing fee liabilities. Actual results may differ from those estimates.

Reclassifications

Certain prior period reported amounts and presentations have been reclassified to be consistent with the current presentation. Such reclassifications have no impact on total assets, net income or equity attributable to common stockholders.

Cash and Cash Equivalents

We consider all highly liquid investments that have original or remaining maturity dates of three months or less when purchased to be cash equivalents. Certain cash balances may be held in brokerage accounts that also hold our securities investments and may be swept into money market funds that meet the criteria for classification as cash equivalents. Cash and cash equivalents are carried at cost, which approximates fair value due to the highly liquid and short-term nature of these instruments. We may have cash balances in excess of federally insured amounts. We mitigate our risk of loss by maintaining cash deposits with high credit-quality institutions and by actively monitoring the credit risk of our counterparties.

Restricted Cash

Restricted cash represents (i) cash deposited with our transfer agent for investor subscriptions received prior to the date the subscriptions are effective, (ii) cash held by foreign subsidiaries that cannot be used to pay dividends without local regulatory authority approval, and (iii) cash held by the Company’s collateralized loan obligations issuer pending reinvestment in eligible collateral. See Note 6 — “Collateralized Loan Obligations” for additional details.

Due From Servicer

As of June 30, 2026, the Company had a balance of $133.6 million related to amounts collected by the loan servicer but not yet remitted to the Company’s consolidated CLO Issuers and to the Company. These amounts primarily represent principal and interest payments received from borrowers prior to quarter-end but not yet transferred to the Company. This amount is included in Other Assets on the condensed consolidated balance sheet as of June 30, 2026.

Income Taxes

We elect to treat certain of our corporate subsidiaries as taxable REIT subsidiaries (“TRS”) which are subject to federal, state and local corporate income tax, as applicable. TRSs hold investments in assets, income streams, operating companies and associated expenses that produce non-qualifying items for purposes of REIT testing. Current income tax expense is recorded within other income (expense), net on our condensed consolidated statements of comprehensive income. Deferred tax assets, valuation allowance, and deferred tax liabilities are recorded within other assets or other liabilities, as applicable, on our condensed consolidated balance sheets.

For the three and six months ended June 30, 2026, we recorded income tax expense of $11,000 and $25,000, respectively, located within other income and (expense), net on our comprehensive statements of comprehensive income. For the three and six months ended June 30, 2025, income tax expense was not material. As of June 30, 2026, our tax years 2023 through 2026 remain subject to examination by the United States tax authorities.

Fair Value Measurement

We have elected the fair value option for our commercial real estate loan investments, real estate-related securities, secured lending and term lending agreements (collectively, our “secured financing facilities”), our revolving credit facility, and our collateralized loan obligations. The Company believes the fair value option will provide its financial statements users with reduced complexity, greater consistency, understandability and comparability.

In the month that we originate or acquire a loan that is held outside of the CLO Issuers, the par value of the loan represents its fair value. Thereafter, an independent valuation advisor values our commercial loan investments monthly using a discounted cash flow analysis. The yield used in the discounted cash flow analysis is determined by comparing the features of the loan to the interest rates and terms required by lenders in the new loan origination market for similar loans and the yield required by investors acquiring similar loans in the secondary market as well as a comparison of current market and collateral conditions to those present at origination or acquisition. The Company elected to apply the measurement alternative for consolidated collateralized financing entities with respect to the CLO Issuers. Accordingly, commercial real estate loans and loan participations that are collateral assets within the consolidated CLO Issuers are measured using the fair value of the more observable notes as an indicator of the fair value of the assets as a whole. A portion of these notes are related to the retained income notes, which are valued using a discounted cash flow model. The discounted cash flow model estimates expected future cash flows based on the contractual terms and relevant market data, incorporating collateral characteristics, prepayment and default assumptions, loss severity, credit enhancement features, and note specific factors, and discounts these projected cash flows using a market‑based yield.

In determining the fair value of a particular real estate-related security, we use pricing service providers, who may use broker-dealer quotations, reported trades or valuation estimates from their internal pricing models to determine the reported price. The pricing service providers’ internal models for securities generally consider the attributes applicable to a particular class of the

security (e.g., credit rating or seniority), current market data, and estimated cash flows for each class and incorporate deal collateral performance such as prepayment speeds and default rates, as available.

In the month that we enter into a borrowing arrangement, the par value of the borrowing represents the fair value of the arrangement. Thereafter, an independent valuation advisor values our revolving credit facility and secured financing facilities monthly. The independent valuation advisor calculates the fair value of the revolving credit facility based on a determination of the price that would be paid by another market participant to assume the lender’s position in the transaction. The fair value of secured financing facilities is calculated using a discounted cash flow analysis where the remaining debt service cash flow, based on the contractual economics stated in the loan agreement, is valued using a market interest rate which reflects an estimate for how a lender would price an equivalent loan for the remaining term. Additionally, we consider current market rates and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The market rate of interest is adjusted to reflect our own credit risk for recourse borrowings.

We generally determine the fair value of the collateralized loan obligations by utilizing third-party pricing services, broker-dealer quotations, and discounted cash flow models. We conduct an ongoing evaluation of their valuation methodologies and processes and review the individual valuations themselves. Our review consists of consideration of a variety of factors, including market transaction information for the particular bond, market transaction information for similar bonds, the bond’s ratings and the bond’s subordination levels.

Our currency forward contracts are valued by an independent pricing service based on contractual cash flows and quoted foreign currency rates available in an active market. When determining the fair value of our forward currency contracts as of each measurement date, we consider the effect of counterparty nonperformance risk as a part of the valuation process and include a credit risk adjustment where appropriate.

Real Estate-Related Securities

We invest in debt securities of real estate companies. We have elected the fair value option for accounting for investments in debt securities. We record changes in fair value of debt securities as unrealized gain (loss) on real estate-related securities and interest income on debt securities as interest income in our condensed consolidated statements of comprehensive income.

Collateralized Loan Obligations

The Company financed certain pools of loans and loan participations from its existing loan portfolio through managed collateralized financing entities, which include INCREF 2025-FL1 and INCREF 2026-FL2, or collectively, the CLO Issuers. The Company consolidates the CLO Issuers because it determined that INCREF 2025-FL1 and INCREF 2026-FL2 are each a VIE and that the Company is the primary beneficiary of such VIE. The collateral assets securing the collateralized loan obligations include the pool of loans and loan participations, which are included on the condensed consolidated balance sheets as commercial real estate loan investments, at fair value. The notes issued by the consolidated CLO Issuers are included on the Company’s condensed consolidated balance sheets as collateralized loan obligations, at fair value. Collateralized loan obligations consist solely of obligations held by third party rated note holders and exclude the retained tranches held by the Company, which are eliminated in consolidation of the CLO Issuers. The interest income from the CLO Issuers’ collateral assets and interest expense on the notes issued by the CLO Issuers are presented on a gross basis within interest income and interest expense, respectively, in the condensed consolidated statements of comprehensive income. Because we elected the fair value option for our collateralized loan obligations, we record any changes in their fair values as unrealized gain (loss) on collateralized loan obligations, net in our condensed consolidated statements of comprehensive income.

Significant Accounting Policies

There have been no changes to our accounting policies included in Note 2 — “Summary of Significant Accounting Policies” to the consolidated financial statements of our Annual Report on Form 10-K for the year ended December 31, 2025.

3.Commercial Real Estate Loan Investments

The table below summarizes our investments in commercial real estate loans as of June 30, 2026 and December 31, 2025:


$ in thousands
Loan Type	Loan Amount(1)		Principal Balance Outstanding		Fair Value		Weighted Average Interest Rate(2)		Weighted Average Life (years)(3)
June 30, 2026
Senior loans(4)	$	6,593,818	$	6,038,709	$	6,036,363	6.18	%	3.88
Mezzanine loans	30,000		26,579		26,579		12.00	%	3.34
Total	$	6,623,818	$	6,065,288	$	6,062,942	6.21	%	3.88
December 31, 2025
Senior loans(4)	$	5,025,649	$	4,670,191	$	4,677,720	6.40	%	3.91
Mezzanine loans	30,000		25,008		25,008		12.00	%	3.84
Total	$	5,055,649	$	4,695,199	$	4,702,728	6.43	%	3.91

(1)Loan amount consists of outstanding principal balance plus unfunded loan commitments.

(2)Domestic loans earn interest at the one-month Term Secured Overnight Financing Rate (“SOFR”) plus a spread. Euro denominated loans earn interest at three-month Euro Interbank Offered Rate (“Euribor”) plus a spread. Our loans denominated in British pound sterling earn interest at three-month Sterling Overnight Index Average (“SONIA”) plus a spread.

(3)Assumes all extension options are exercised by the borrower; however, loans may be repaid prior to such date. Extension options are subject to certain conditions, as defined in the respective loan agreement.

(4)Senior loans include senior mortgages and similar credit quality loans, including related contiguous subordinate loans and accommodation mezzanine loans in connection with the senior mortgage financing.

The tables below detail the property type and geographic location of the properties securing our commercial real estate loans as of June 30, 2026 and December 31, 2025:


$ in thousands	June 30, 2026				December 31, 2025
Property Type	Fair Value		Percentage		Fair Value		Percentage
Multifamily	$	2,861,340	47.2	%	$	2,292,433	48.7	%
Industrial	2,596,798		42.8	%	1,870,741		39.8	%
Student housing	348,399		5.7	%	343,204		7.3	%
Self-storage	215,855		3.6	%	196,350		4.2	%
Medical office	40,550		0.7	%	—		—	%
Total	$	6,062,942	100.0	%	$	4,702,728	100.0	%


$ in thousands	June 30, 2026				December 31, 2025
Geographic Location	Fair Value		Percentage		Fair Value		Percentage
United States:
East	$	1,963,819	32.4	%	$	1,541,558	32.8	%
South	1,569,544		25.9	%	1,363,352		29.0	%
West	1,213,425		20.0	%	1,065,183		22.6	%

Midwest	130,538		2.2	%	130,287		2.8	%
Total	$	4,877,326	80.5	%	$	4,100,380	87.2	%
Non-US:
United Kingdom(1)	$	740,191	12.2	%	$	324,365	6.9	%
Europe(2)	445,425		7.3	%	277,983		5.9	%
Total	$	1,185,616	19.5	%	$	602,348	12.8	%
Total	$	6,062,942	100.0	%	$	4,702,728	100.0	%

(1)Our European loans that are collateralized by industrial commercial real estate in the United Kingdom are denominated in British pound sterling and have an aggregate fair value of £558.9 million as of June 30, 2026.

(2)Our European loans that are collateralized by industrial commercial real estate in France, Spain, Italy, Germany, and the Netherlands are denominated in Euros and have an aggregate fair value of €390.5 million as of June 30, 2026.

The weighted average loan-to-value ratio, a metric utilized in the fair value measurement of our commercial real estate loan investments, for our loan investments at June 30, 2026 was approximately 67% based on the loan principal amount and the independent property appraisals.

Interest income earned by our US commercial real estate loans for the three and six months ended June 30, 2026 was $74.2 million and $141.2 million, respectively, and for the three and six months ended June 30, 2025 was $49.7 million and $91.8 million, respectively. Interest income earned by our non-US commercial real estate loans for the three and six months ended June 30, 2026 was $16.6 million and $26.7 million, respectively, and for the three and six months ended June 30, 2025 was $5.5 million and $10.2 million, respectively.

4.Real Estate-Related Securities

The following tables summarize our real estate-related securities as of June 30, 2026 and December 31, 2025:


	June 30, 2026
$ in thousands	Principal Balance		Unamortized Premium (Discount)		Amortized Cost		Unrealized Gain (Loss), Net		Fair Value		Weighted Average Yield		Weighted Average Maturity Date
Non-agency CMBS	$	19,320	$	23	$	19,343	$	61	$	19,404	6.09	%	July 2041


	December 31, 2025
$ in thousands	Principal Balance		Unamortized Premium (Discount)		Amortized Cost		Unrealized Gain (Loss), Net		Fair Value		Weighted Average Yield		Weighted Average Maturity Date
Non-agency CMBS	$	14,770	$	(38)	$	14,732	$	86	$	14,818	6.29	%	March 2040

The following tables present the components of gain (loss) on real estate-related securities, net for the three and six months ended June 30, 2026 and 2025:


	Three Months Ended June 30, 2026
$ in thousands	Realized Gain (Loss), Net		Unrealized Gain (Loss), Net		Gain (Loss), Net
Non-agency CMBS	$	45	$	22	$	67


	Six Months Ended June 30, 2026
$ in thousands	Realized Gain (Loss), Net		Unrealized Gain (Loss), Net		Gain (Loss), Net
Non-agency CMBS	$	45	$	(24)	$	21


	Three Months Ended June 30, 2025
$ in thousands	Realized Gain (Loss), Net		Unrealized Gain (Loss), Net		Gain (Loss), Net
Non-agency CMBS	$	—	$	20	$	20


	Six Months Ended June 30, 2025
$ in thousands	Realized Gain (Loss), Net		Unrealized Gain (Loss), Net		Gain (Loss), Net
Non-agency CMBS	$	—	$	20	$	20

5.Borrowings

The table below summarizes our borrowing arrangements as of June 30, 2026 and December 31, 2025. Our borrowing arrangements include our secured financing facilities and a revolving credit facility.


			June 30, 2026							December 31, 2025
$ in thousands	Current Maturity	Extension Options(1)	Weighted Average Interest Rate(2)	Maximum Facility Size		Available Capacity		Amount Outstanding		Fair Value		Amount Outstanding		Fair Value

Term Lending Agreements
INCREF Lending II	Match-term	Match-term	5.94%	$	300,000	$	144,319	$	155,681	$	155,681	$	155,027	$	155,033
INCREF Lending III	Match-term	Match-term	5.17%	72,840		4,840		68,000		68,000		$	68,000	$	68,000

Secured Lending Agreements
Repurchase Agreements
Morgan Stanley Bank(3)	Dec 2027	Dec 2028	5.17%	750,000		375,822		374,178		374,184		713,335		713,335
Citibank	Jun 2028	Jun 2030	5.07%	1,300,000		604,347		695,653		695,678		590,301		590,401
Barclays(3)	Apr 2027	Apr 2029	5.11%	500,000		153,732		346,268		346,040		328,897		328,897
Wells Fargo(3)	Mar 2028	Mar 2031	4.84%	1,200,000		459,660		740,340		740,352		340,663		340,664
Bank of Montreal(3)	Jul 2027	Jul 2030	4.93%	256,600		32,600		224,000		224,000		256,600		256,600
INCREF Repurchase I(3)	Feb 2027	Feb 2030	4.94%	250,000		163,542		86,458		86,459		129,589		129,646
INCREF Repurchase II	Feb 2029	Feb 2029	5.05%	250,000		132,992		117,008		117,061		N/A		N/A
Total secured financing facilities				$	4,879,440	$	2,071,854	$	2,807,586	$	2,807,455	$	2,582,412	$	2,582,576

Revolving Credit Facility(4)	May 2028	May 2029	6.90%	$	100,000	$	—	$	100,000	$	100,000	$	55,000	$	55,000

(1)Assumes all available extension options are exercised.

(2)Represents the weighted average interest rate in effect as of June 30, 2026.

(3)Certain extension options for these facilities are subject to lender approval and compliance with certain financial and administrative covenants.

(4)A new revolving credit facility was entered into on May 7, 2026, resulting in the termination of the prior credit facility.

Borrowings denominated in U.S. dollars under our secured financing facilities and revolving credit facility bear interest at one-month Term SOFR plus a spread. Euro denominated borrowings bear interest at three-month Euribor plus a spread, and our British pound sterling denominated borrowings bear interest at three-month SONIA plus a spread. Our secured financing facilities are subject to certain non-financial and financial covenants, including liquidity, tangible net worth and leverage covenants. We were in compliance with these covenants as of June 30, 2026.

Term Lending Agreements

INCREF Lending II and INCREF Lending III provide asset-based financing on a non-mark-to-market basis with partial recourse to the Company and match-term to the underlying loans. We have pledged certain commercial real estate loan investments with a fair value of approximately $200.0 million and $85.3 million as collateral for INCREF Lending II and INCREF Lending III, respectively. We segregate the commercial real estate loans that we have pledged as collateral in our books and records. Our term lending agreement counterparties have the right to resell or repledge the collateral posted but have the obligation to return the pledged collateral upon maturity of the term lending agreement.

Secured Lending Agreements

In February 2026, we entered into a $250.0 million Master Repurchase Agreement with a financial institution (“INCREF Repurchase II”) that provides asset-based financing with partial recourse to the Company. We have pledged certain commercial real estate loan investments with a fair value of approximately $146.3 million as collateral for INCREF Repurchase II.

We have entered into traditional repurchase agreements with seven financial institutions, as detailed in the table above. We have pledged certain commercial real estate loan investments with a fair value of approximately $3.2 billion as collateral for these agreements. Certain borrowings under our Citibank repurchase agreement are collateralized by European commercial real estate loans. The borrowings are denominated in Euros and British pound sterling and have a fair value of €189.4 million and £192.8 million, respectively, as of June 30, 2026. In March 2026, we added Euro capacity of €123.0 million and British pound sterling capacity of £255.4 million and upsized the U.S. dollar capacity to $700.0 million under our Wells Fargo repurchase agreement, resulting in a total facility size of $1.2 billion. Certain borrowings under our Wells Fargo agreement are collateralized by European commercial real estate loans, denominated in Euros and British pound sterling, and have a fair value of €123.0 million and £248.3 million, respectively, as of June 30, 2026. In June 2026, we extended the current maturity of the

Citibank facility to June 2028 and upsized the capacity by $300.0 million to a total capacity of $1.3 billion. We segregate the commercial real estate loans that we have pledged as collateral in our books and records. Our repurchase agreement counterparties have the right to resell or repledge the collateral posted but have the obligation to return the pledged collateral upon maturity of the repurchase agreement.

We were not required to post any margin under our master repurchase agreements as of June 30, 2026 and December 31, 2025. A margin deficiency may generally result from either a decline in the underlying loan’s market value or a shortfall in operating performance of the property. We may finance multiple commercial loan investments under a repurchase agreement; therefore, a margin excess in one asset could help mitigate a margin deficiency in another asset under the same repurchase agreement. We intend to maintain a level of liquidity that will enable us to meet margin calls. Master repurchase agreements are recourse obligations.

Counterparty Exposure

We have pledged certain commercial real estate loan investments as collateral for our secured financing facilities. If a secured financing counterparty were to default on its obligation to return the collateral, we would be exposed to potential losses to the extent the fair value of the collateral that we have pledged to the counterparty exceeded the amount loaned to us plus interest due to the counterparty. The following table summarizes our net exposure with those counterparties where the amount at risk exceeded 10.0% of equity as of June 30, 2026 and December 31, 2025.


$ in thousands	Outstanding Principal		Net Counterparty Exposure		Weighted Average Life (Years)(1)
June 30, 2026
Wells Fargo	$	740,340	$	196,267	2.90

Citibank	695,653		175,145		3.07


Total	$	1,435,993	$	371,412	2.98
December 31, 2025
Morgan Stanley Bank	$	713,335	$	186,066	2.92
Citibank	590,301		148,674		3.56
Bank of Montreal	411,627		107,463		4.18

Total	$	1,715,263	$	442,203	3.45

(1)Assumes all extension options are exercised for borrowing facilities that may be extended at our option, subject to compliance with certain financial and administrative covenants.

The following table shows the aggregate amount of maturities of our outstanding borrowings over the next five years and thereafter as of June 30, 2026:


$ in thousands	Secured Lending Agreements(1)		Term Lending Agreements(1)		Revolving Credit Facility(1)		Total
Year
2026 (remaining)	$	—	$	—	$	—	$	—
2027	—		—		—		—
2028	374,178		—		—		374,178
2029	463,276		128,442		100,000		691,718
2030	1,006,111		95,239		—		1,101,350
2031	740,340		—		—		740,340
Thereafter	—		—		—		—
Total	$	2,583,905	$	223,681	$	100,000	$	2,907,586

(1)Assumes all extension options are exercised for borrowing facilities that may be extended at our option, subject to compliance with certain financial and administrative covenants.

Revolving Credit Facilities

Our prior revolving credit facility was secured by uncalled capital subscriptions under the terms of the Invesco Subscription Agreement, as described in Note 11 — “Redeemable Common Stock - Related Party”. Borrowings under the facility bore interest at one-month Term SOFR or the prime rate plus a spread. The revolving credit facility allowed for the ability to obtain tranches of term financing in addition to general borrowings under an Uncommitted Tranche (as defined in the credit agreement). The Uncommitted Tranche was due on demand (15 business days after notice); any Funded Tranche (as defined in

the credit agreement) was due no later than (a) three years from issuance or (b) 360 days after notice; and all amounts outstanding under the facility were due 30 days prior to the last date on which capital calls were issued. The facility was prepayable without penalty.

On May 7, 2026, the Operating Partnership (the “Initial Borrower”) entered into a Revolving Credit Agreement with NatWest Markets PLC (“NatWest” or the “Credit Agreement”), as lender, lead arranger, and administrative agent. The Credit Agreement provides for a two‑tranche revolving credit facility consisting of (i) a Tranche A facility with no initial committed amount and (ii) a $100.0 million Tranche B facility.

Tranche A, if and when activated, provides for a revolving line of credit denominated in U.S. dollars bearing interest at Term SOFR plus 1.90% and maturing in January 2028. Tranche B provides for a revolving line of credit denominated in U.S. dollars, Euros, or British pound sterling bearing interest at the applicable benchmark rate plus a margin ranging from 2.75% to 3.25%, depending on the advance rate elected, and maturing in May 2028 following the closing date. Unused commitments under Tranche A and Tranche B are subject to a commitment fee of 0.25% per annum and 1.00% per annum, respectively. The Company incurred an arranger fee equal to 0.50% of the Tranche B facility commitment.

The Credit Agreement includes an accordion feature permitting aggregate commitments to be increased up to a maximum of $330.0 million, with Tranche A not exceeding $150.0 million and Tranche B not exceeding $330.0 million, in each case subject to lender consent. Maturity dates may also be extended by up to twelve months with lender approval. Tranche A availability, if increased from zero, would be based on unfunded capital commitments of the included investors, while Tranche B availability is based on the net asset value of the Company’s eligible portfolio investments plus secured cash collateral. Borrowings are secured by a first‑priority lien on certain collateral accounts, and the Company has provided a full and unconditional guaranty of the Initial Borrower’s obligations.

The Credit Agreement contains customary representations, warranties, and covenants, including financial covenants requiring a minimum adjusted tangible net worth, a minimum interest coverage ratio, minimum liquidity of the Initial Borrower based on net asset value, and a minimum fair value‑to‑cost ratio. We were in compliance with these covenants as of June 30, 2026.

In connection with the closing of our Revolving Credit Agreement with NatWest, the Company’s prior credit agreement was terminated, and all related liens were released.

6.Collateralized Loan Obligations

The table below summarizes our collateralized loan obligations as of June 30, 2026:


	Facility						Collateral
$ in thousands	Term	Weighted Average Interest Rate(1)	Amount Outstanding		Fair Value		Count	Principal Balance Outstanding		Fair Value

INCREF 2026-FL2	Dec 2043	5.27%	$	1,088,692	$	1,088,692	35	$	1,146,226	$	1,146,226
INCREF 2025-FL1	Oct 2042	5.67%	1,040,842		1,038,102		27	1,084,546		1,082,244
Total			$	2,129,534	$	2,126,794	62	$	2,230,772	$	2,228,470

(1)Represents the weighted average interest rate in effect as of June 30, 2026.

The table below summarizes our collateralized loan obligations as of December 31, 2025:


	Facility						Collateral
$ in thousands	Term	Weighted Average Interest Rate(1)	Amount Outstanding		Fair Value		Count	Principal Balance Outstanding		Fair Value

INCREF 2025-FL1	Oct 2042	5.71%	$	998,234	$	1,005,157	30	$	1,217,359	$	1,224,656
Total			$	998,234	$	1,005,157	30	$	1,217,359	$	1,224,656

(1)Represents the weighted average interest rate in effect as of December 31, 2025.

In June 2026, the Company financed a pool of loans and loan participations from its existing loan portfolio through INCREF 2026-FL2, contributing $1.1 billion of commercial real estate loan investments to INCREF 2026-FL2 and issuing $1.2 billion of notes. The Company retained $150.2 million of the notes issued by INCREF 2026-FL2. The rated notes bear interest at Term SOFR plus a spread. The collateralized loan obligations execution provides the Company with match-term financing on a non-mark-to-market and non-recourse basis. The third-party notes were issued at par, with the Company receiving $1.1 billion in proceeds from the transaction.

In May 2025, the Company financed a pool of loans and loan participations from its existing loan portfolio through INCREF 2025-FL1, contributing $1.2 billion of commercial real estate loan investments to INCREF 2025-FL1 and issuing $1.2 billion of notes. The Company currently retains $176.5 million of the notes issued by INCREF 2025-FL1. The rated notes bear interest at Term SOFR plus a spread. The collateralized loan obligations execution provides the Company with match-term financing on a non-mark-to-market and non-recourse basis. The third-party notes were issued at a discount of $2.5 million, with the Company receiving $995.7 million in proceeds from the transaction.

INCREF 2026-FL2 and INCREF 2025-FL1 are each a VIE primarily because the unrelated investors do not have substantive voting or participating rights. To assess whether the Company has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, the Company considered, among other factors, its role in establishing the VIE and its ongoing rights and responsibilities. We determined that we are the primary beneficiary as (1) we have the power to direct activities of the VIE that most significantly impact the VIE’s economic performance, and (2) through our retained interests, we have the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company considers its variable interests, as well as any variable interests of its related parties in making this determination. The majority of the operations of the VIE are funded with cash flows generated from the loans within the VIE. Assets held by the VIE can be used only to settle obligations of the VIE. The liabilities of the VIE are non-recourse to us and can only be satisfied from the assets of the VIE. We are not obligated to provide, have not provided, and do not intend to provide material financial support to the consolidated VIE.

The consolidation of the CLO Issuers results in an increase in our gross assets, liabilities, revenues and expenses. The net impact to our equity relates to our retained economic interests in the VIE, which are eliminated upon consolidation. During the three and six months ended June 30, 2026, we recorded $16.7 million and $31.3 million, respectively, of interest expense related to the CLO Issuers. During the three and six months ended June 30, 2025, we recorded $9.8 million of interest expense related to INCREF 2025-FL1.

The following table details the assets and liabilities of INCREF 2026-FL2:


$ in thousands	June 30, 2026
Assets:

Restricted cash	$	101,363
Commercial real estate loan investments, at fair value	1,146,226
Interest receivable	3,327

Total assets	$	1,250,916

Liabilities:
Collateralized loan obligations, at fair value	$	1,088,692
Interest payable	2,390
Total liabilities	$	1,091,082

Restricted cash primarily represents proceeds the Company is required to invest in eligible collateral. We intend to complete our investment in the third quarter of 2026.

The following table details the assets and liabilities of INCREF 2025-FL1:


$ in thousands	June 30, 2026		December 31, 2025
Assets:

Restricted cash	$	1,750	$	150
Commercial real estate loan investments, at fair value	1,082,244		1,224,656
Interest receivable	3,147		3,840
Other assets	131,888		—
Total assets	$	1,219,029	$	1,228,646

Liabilities:
Collateralized loan obligations, at fair value	$	1,038,102	$	1,005,157
Interest payable	1,969		2,057
Total liabilities	$	1,040,071	$	1,007,214

7.Derivatives and Hedging Activities

Currency Forward Contracts

We enter into currency forward contracts to help mitigate the impact of changes in foreign currency exchange rates on our investments and financing transactions denominated in currencies other than the U.S. dollar. Despite being economic hedges, we have elected not to treat our foreign currency forwards as hedges for accounting purposes and, therefore, the realized and unrealized gains and losses associated with such instruments are included in gain (loss) on derivative instruments, net in our condensed consolidated statements of comprehensive income. Gain (loss) on foreign currency transactions, net reflects the net financial impact resulting from changes in exchange rates between the time we enter into foreign currency transactions and when they are settled.

The following table illustrates the realized and unrealized foreign exchange impact recognized in the condensed consolidated statements of comprehensive income in the three and six months ended June 30, 2026 and 2025, of our loans and secured financing arrangements as well as the offsetting gain (loss) on derivative instruments in the periods:


$ in thousands	Three Months Ended June 30, 2026		Six Months Ended June 30, 2026


Unrealized foreign exchange gain (loss) on loans	$	(10,326)	$	(25,954)
Realized foreign exchange gain (loss) on loans	(60)		(60)
Unrealized foreign exchange gain (loss) on secured financing facilities	8,274		18,173
Realized foreign exchange gain (loss) on secured financing facilities	48		48
Gain (loss) on foreign currency transactions, net	(3)		(469)
Gain (loss) on derivative instruments, net	1,318		7,577
Net impact of hedged foreign exchange	$	(749)	$	(685)


$ in thousands	Three Months Ended June 30, 2025		Six Months Ended June 30, 2025


Unrealized foreign exchange gain (loss) on loans	$	25,479	$	36,303
Unrealized foreign exchange gain (loss) on secured financing facilities	(20,404)		(29,073)

Gain (loss) on derivative instruments, net	(5,362)		(7,542)
Net impact of hedged foreign exchange	$	(287)	$	(312)

The following tables summarize changes in the notional amount of our currency forward contracts during the six months ended June 30, 2026 and 2025:


	Local Currency
In thousands	Notional Amount as of December 31, 2025		Additions		Settlement, Termination, Expiration or Exercise		Notional Amount as of June 30, 2026		Notional Amount as of June 30, 2026
Buy USD / Sell EUR Forward	€	49,889	€	101,175	€	(64,293)	€	86,771	$	103,128
Buy USD / Sell GBP Forward	£	50,631	£	260,345	£	(149,192)	£	161,784	$	218,079
Buy EUR / Sell USD Forward	€	—	€	64,293	€	(64,293)	€	—	$	—
Buy GBP / Sell USD Forward	£	—	£	180,832	£	(149,192)	£	31,640	$	42,750


	Local Currency
In thousands	Notional Amount as of December 31, 2024		Additions		Settlement, Termination, Expiration or Exercise		Notional Amount as of June 30, 2025		Notional Amount as of June 30, 2025
Buy USD / Sell EUR Forward	€	39,474	€	—	€	(1,717)	€	37,757	$	42,876
Buy USD / Sell GBP Forward	£	19,417	£	33,834	£	(989)	£	52,262	$	70,372

The table below presents the fair value of our currency forward contracts, as well as their classification on the condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025:


$ in thousands	Fair Value as of
	June 30, 2026		December 31, 2025

Derivative Assets	$	5,731	$	615
Derivative Liabilities	$	777	$	1,992

The following tables summarize the effect of currency forward contracts reported in gain (loss) on derivative instruments, net on the condensed consolidated statements of comprehensive income for the three and six months ended June 30, 2026 and 2025:


$ in thousands	Three Months Ended June 30, 2026
Derivatives not designated as hedging instruments	Realized gain (loss) on derivative instruments, net		Unrealized gain (loss), net		Gain (loss) on derivative instruments, net
Currency Forward Contracts	$	(1,340)	$	2,658	$	1,318


$ in thousands	Six Months Ended June 30, 2026
Derivatives not designated as hedging instruments	Realized gain (loss) on derivative instruments, net		Unrealized gain (loss), net		Gain (loss) on derivative instruments, net
Currency Forward Contracts	$	1,246	$	6,331	$	7,577


$ in thousands	Three Months Ended June 30, 2025
Derivatives not designated as hedging instruments	Realized gain (loss) on derivative instruments, net		Unrealized gain (loss), net		Gain (loss) on derivative instruments, net
Currency Forward Contracts	$	(4)	$	(5,358)	$	(5,362)


$ in thousands	Six Months Ended June 30, 2025
Derivatives not designated as hedging instruments	Realized gain (loss) on derivative instruments, net		Unrealized gain (loss), net		Gain (loss) on derivative instruments, net
Currency Forward Contracts	$	113	$	(7,655)	$	(7,542)

8.Fair Value of Financial Instruments

A three-level valuation hierarchy exists for disclosure of fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions. The three levels are defined as follows:

Level 1 — quoted prices are available in active markets for identical investments as of the measurement date. We do not adjust the quoted price for these investments.

Level 2 — quoted prices are available in markets that are not active or model inputs are based on inputs that are either directly or indirectly observable as of the measurement date.

Level 3 — pricing inputs are unobservable and include instances where there is minimal, if any, market activity for the investment. These inputs require significant judgment or estimation by management or third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed.

Valuation of Financial Instruments Measured at Fair Value

The following tables detail our financial instruments measured at fair value on a recurring basis:


	As of June 30, 2026
	Fair Value Measurements Using:
$ in thousands	Level 1		Level 2		Level 3		Total at Fair Value
Assets:
Commercial real estate loan investments	$	—	$	1,146,226	$	4,916,716	$	6,062,942
Real estate-related securities	—		19,404		—		19,404
Derivative assets	—		5,731		—		5,731
Total assets	$	—	$	1,171,361	$	4,916,716	$	6,088,077

Liabilities:
Secured lending agreements	$	—	$	—	$	2,583,774	$	2,583,774
Term lending agreements	—		—		223,681		223,681
Revolving credit facility	—		—		100,000		100,000
Collateralized loan obligations	—		2,126,794		—		2,126,794
Derivative liabilities	—		777		—		777
Total liabilities	$	—	$	2,127,571	$	2,907,455	$	5,035,026


	As of December 31, 2025
	Fair Value Measurements Using:
$ in thousands	Level 1		Level 2		Level 3		Total at Fair Value
Assets:
Commercial real estate loan investments	$	—	$	—	$	4,702,728	$	4,702,728
Real estate-related securities	—		14,818		—		14,818
Derivative assets	—		615		—		615
Total assets	$	—	$	15,433	$	4,702,728	$	4,718,161

Liabilities:
Secured lending agreements	$	—	$	—	$	2,359,543	$	2,359,543
Term lending agreements	—		—		223,033		223,033
Revolving credit facility	—		—		55,000		55,000
Collateralized loan obligations	—		1,005,157		—		1,005,157
Derivative liabilities	—		1,992		—		1,992
Total liabilities	$	—	$	1,007,149	$	2,637,576	$	3,644,725

Valuation of Commercial Real Estate Loan Investments

The following table shows a reconciliation of the beginning and ending fair value measurements of our commercial real estate loan investments classified as Level 3:


$ in thousands	Three Months Ended June 30, 2026		Six Months Ended June 30, 2026
Beginning Balance	$	5,200,218	$	4,702,728
Transfers from Level 3 into Level 2	(1,146,226)		(1,146,226)
Loan originations and fundings	1,203,135		1,798,736
Loan principal payments	(320,753)		(402,633)
Net unrealized gain (loss)	(9,275)		(9,877)
Net realized gain (loss)	(60)		(60)
Foreign currency adjustments	(10,323)		(25,952)
Ending Balance	$	4,916,716	$	4,916,716

Transfers into or out of the Level 3 category occur when observable inputs, such as the Company’s best estimate of what a market participant would use to determine a current transaction price, become more or less significant to the fair value measurement. Transfers out of Level 3 at the end of the period for the three and six months ended June 30, 2026 include the fair value of the outstanding principal balance for loans held by INCREF 2026-FL2 and primarily relate to the availability of observable inputs. The fair value of collateralized financing assets is measured using the more observable fair value of the collateralized liabilities. See Note 2 — “Summary of Significant Accounting Policies.”

The following tables summarize the significant unobservable inputs supporting the fair value measurement of our investments in commercial loans:

$ in thousands

June 30, 2026

Type

Fair Value(2)

Valuation Technique

Unobservable Input

Weighted Average Rate(2)

Range

Weighted Average Life (years)(1)(2)

Commercial loans

3,915,526

Discounted cash flow

Discount rate

6.11%

4.83% - 11.12%

0.30

(1)Based on expected cash flows and potential prepayments.

(2)Includes $3.8 billion of loans held outside of the CLO Issuers and $81.1 million of loans held by the consolidated INCREF 2025-FL1. Loans of $1.1 billion held by INCREF 2025-FL1 are valued using the more observable fair value of the notes issued by INCREF 2025-FL1. However, because the Company’s $81.1 million of retained income notes issued by INCREF 2025-FL1 are valued using a discounted cash flow model, we are required to classify all loans held by INCREF 2025-FL1 as Level 3 based on the lowest-level input used in the valuation. Weighted average rate and weighted average life include the Company’s loans held outside the CLO Issuers and retained income notes issued by INCREF 2025-FL1.

$ in thousands

December 31, 2025

Type

Fair Value(2)

Valuation Technique

Unobservable Input

Weighted Average Rate(2)

Range

Weighted Average Life (years)(1)(2)

Commercial loans

3,558,722

Discounted cash flow

Discount rate

6.36%

5.14% - 11.44%

0.31

(1)Based on expected cash flows and potential prepayments.

(2)Includes $3.5 billion of loans held outside of INCREF 2025-FL1 and $80.7 million of loans held by the consolidated INCREF 2025-FL1. Loans of $1.1 billion held by INCREF 2025-FL1 are valued using the more observable fair value of the notes issued by INCREF 2025-FL1. However, because the Company’s $80.7 million of retained income notes issued by INCREF 2025-FL1 are valued using a discounted cash flow model, we are required to classify all loans held by INCREF 2025-FL1 as Level 3 based on the lowest-level input used in the valuation. Weighted average rate and weighted average life include the Company’s loans held outside INCREF 2025-FL1 and retained income notes issued by INCREF 2025-FL1.

The discount rate above is subject to change based on changes in economic and market conditions, in addition to changes in the underlying economics of the arrangement, such as changes in the underlying property valuation and debt service. These rates are also based on the location, type and nature of each underlying property and related industry publications. Changes in discount rates result in increases or decreases in the fair values of these investments. The discount rate encompasses, among other things, uncertainties in the valuation models with respect to the amount and timing of cash flows. It is not possible for us to predict the effect of future economic or market conditions based on our estimated fair values.

Valuation of Revolving Credit Facility

Given the uncertainty of future cash flows and our ability to prepay without penalty, we determined the fair value of our revolving credit facility to approximate par.

The following table shows a reconciliation of the beginning and ending fair value measurements of our revolving credit facility:


$ in thousands	Three Months Ended June 30, 2026		Six Months Ended June 30, 2026
Beginning Balance	$	16,000	$	55,000
Proceeds from revolving credit facility	196,000		416,000
Repayment of revolving credit facility	(112,000)		(371,000)
Net unrealized (gain) loss	—		—
Ending Balance	$	100,000	$	100,000

Valuation of Secured Financing Facilities

We have entered into secured financing facilities to provide floating rate financing for our commercial real estate loan investments. Our secured financing facilities are carried at fair value based on significant unobservable inputs and are classified as Level 3. The following table shows a reconciliation of the beginning and ending fair value measurements of our secured financing facilities:


	Three Months Ended June 30, 2026
$ in thousands	Secured Lending Agreements		Term Lending Agreements		Total
Beginning Balance	$	2,820,938	$	223,397	$	3,044,335
Proceeds from secured financing facilities	789,667		283		789,950
Repayments of secured financing facilities	(1,018,456)		—		(1,018,456)
Net unrealized (gain) loss	(101)		1		(100)

Unrealized foreign currency (gain) loss	(8,274)		—		(8,274)
Ending Balance	$	2,583,774	$	223,681	$	2,807,455


	Six Months Ended June 30, 2026
$ in thousands	Secured Lending Agreements		Term Lending Agreements		Total
Beginning Balance	$	2,359,543	$	223,033	$	2,582,576
Proceeds from secured financing facilities	1,295,794		653		1,296,447
Repayments of secured financing facilities	(1,053,052)		—		(1,053,052)
Net unrealized (gain) loss	(338)		(5)		(343)
Unrealized foreign currency (gain) loss	(18,173)		—		(18,173)
Ending Balance	$	2,583,774	$	223,681	$	2,807,455

The following tables summarize the significant unobservable inputs used in the fair value measurement of our secured financing facilities:

June 30, 2026

Type

Valuation Technique

Unobservable Input

Weighted Average Rate

Range

Weighted Average Life (years)(1)

Secured financing facilities

Discounted cash flow

Discount rate

5.05%

3.83% - 5.85%

0.31

December 31, 2025

Type

Valuation Technique

Unobservable Input

Weighted Average Rate

Range

Weighted Average Life (years)(1)

Secured financing facilities

Discounted cash flow

Discount rate

5.29%

4.12% - 6.04%

0.28

(1)Based on expected cash flows and potential prepayments.

The discount rate above is subject to change based on changes in economic and market conditions, in addition to changes in the underlying economics of the pledged commercial real estate loan, such as changes in the loan-to-value ratio, credit profile and debt service. These rates are also based on the location, type and nature of each pledged property underlying the commercial real estate loan and related industry publications. Changes in discount rates result in increases or decreases in the fair values of these investments. The discount rate encompasses, among other things, uncertainties in the valuation models with respect to the amount and timing of cash flows. It is not possible for us to predict the effect of future economic or market conditions based on our estimated fair values.

9.Accounts Payable, Accrued Expenses and Other Liabilities

The following table details the components of accounts payable, accrued expenses and other liabilities as of June 30, 2026 and December 31, 2025:


$ in thousands	June 30, 2026		December 31, 2025
Accounts payable and accrued expenses	$	4,145	$	1,828
Subscriptions paid in advance (1)	23,152		27,886
Accrued common stock repurchases	3,587		905
Other liabilities	1,068		907
Total	$	31,952	$	31,526

(1)Represents subscriptions received by our transfer agent prior to the date the subscriptions are effective.

10.Related Party Transactions

Due to Affiliates

The following table details the components of due to affiliates as of June 30, 2026 and December 31, 2025:


$ in thousands	June 30, 2026		December 31, 2025
Advanced organizational, offering and operating expenses	$	9,198	$	10,870
Reimbursable operating expenses	4,173		2,845
Adviser loan arrangement fee payable	3,495		4,019
Stockholder servicing fees	26,808		22,723
Management fees	2,595		1,990
Performance fees	3,131		4,814
Total	$	49,400	$	47,261

Advanced Organizational, Offering and Operating Expenses

Under the terms of our Amended and Restated Advisory Agreement (“Advisory Agreement”), the Adviser advanced all of our organizational, offering and operating expenses (other than upfront selling commissions and ongoing stockholder servicing fees) incurred through May 31, 2024. Starting in December 2024, we began reimbursing the Adviser for these costs ratably over 52 months. As of June 30, 2026, we owe the Adviser approximately $9.2 million (December 31, 2025: $10.9 million) for the remaining outstanding balance of the expenses advanced by the Adviser under this arrangement.

Reimbursable Operating Expenses

Operating expenses incurred by the Adviser on our behalf after May 31, 2024 are reimbursed quarterly to the Adviser, and the balance outstanding as of June 30, 2026 and December 31, 2025 is listed in the above table as “Reimbursable operating expenses.”

Starting with the quarter ended June 30, 2025, we may not reimburse the Adviser at the end of any fiscal quarter for Total Operating Expenses (as defined in the Advisory Agreement) that exceed the greater of 2% of average invested assets or 25% of net income determined without reduction for any non-cash reserves and excluding any gain from the sale of our assets for that period (the “2%/25% Guidelines”) for the four consecutive fiscal quarters then ended. We may reimburse the Adviser for operating expenses in excess of the 2%/25% Guidelines if a majority of our independent directors determines that such excess expenses are justified based on unusual and non-recurring factors. Operating expenses for the four consecutive fiscal quarters ended June 30, 2026 did not exceed the 2%/25% Guidelines.

Adviser Loan Arrangement Fee Payable

Effective June 2026, the Company changed the name of commitment fee income to loan arrangement fee income. Prior-period references to commitment fee income have been conformed to the current-period presentation as loan arrangement fee income. The change did not affect recognition or measurement as solely the name of the fee was changed. Borrowers pay a loan arrangement fee in connection with the origination of each new loan. The loan arrangement fee is calculated as a percentage of the whole loan on a fully-funded basis, as determined by the Adviser at the time of origination. We pay the Adviser 50% (not to exceed 0.5% of the whole loan on a fully funded basis) of any loan arrangement fee charged to borrowers in connection with each new loan as compensation for sourcing, structuring and negotiating the loan. The Adviser elected to irrevocably waive half of the loan arrangement fees payable to the Adviser in connection with each new loan originated during the period commencing January 1, 2026 through December 31, 2026. On August 7, 2026, we entered into an Amended and Restated Advisory Agreement with the Adviser to make permanent the decrease in the loan arrangement fees payable to the Adviser, such that loan arrangement fees payable to the Adviser are equal to 25% of any loan arrangement fee charged to borrowers in connection with each new loan (not to exceed 0.25% of the whole loan on a fully funded basis). The loan arrangement fee income and

related expense to the Adviser is reported as loan arrangement fee income, net of related party expense on the condensed consolidated statements of comprehensive income.

Stockholder Servicing Fees and Other Selling Commissions

Invesco Distributors, Inc. (the “Dealer Manager”) is entitled to receive upfront selling commissions and stockholder servicing fees for Class S, Class S-1, Class D and Class D-1 shares sold in the Continuous Offering. The Dealer Manager reallows (pays) all or a portion of the stockholder servicing fees to participating broker-dealers and servicing broker-dealers for ongoing stockholder services performed by such broker-dealers and will waive stockholder servicing fees to the extent a broker-dealer is not eligible to receive it for failure to provide such service.

We accrue the full amount of stockholder servicing fees payable as an offering cost at the time each Class S, Class S-1, Class D and Class D-1 share is sold during the Continuous Offering.

The following table summarizes stockholder servicing fees paid for the six months ended June 30, 2026 and 2025:


$ in thousands	Class S Shares		Class S-1 Shares		Class D Shares		Class D-1 Shares
For the six months ended June 30, 2026	$	30	$	2,360	$	—	$	4
For the six months ended June 30, 2025	$	4	$	1,062	$	—	$	—

The following table summarizes the upfront selling commissions for each class of shares payable at the time of subscription and the stockholder servicing fee we pay the Dealer Manager on an annualized basis as a percentage of the NAV for such class:


	Class S Shares	Class S-1 Shares	Class D Shares	Class D -1 Shares	Class I Shares	Class E Shares	Class F Shares
Maximum Upfront Selling Commissions (% of Transaction Price)	up to 3.5%	up to 3.5%	up to 1.5%	up to 1.5%	—	—	—
Stockholder Servicing Fee (% of NAV)	0.85%	0.85%	0.25%	0.25%	—	—	—

We will cease paying the stockholder servicing fee with respect to any Class S or Class D share held in a stockholder’s account at the end of the month in which the Dealer Manager, in conjunction with the transfer agent, determines that total upfront selling commissions and stockholder servicing fees paid with respect to the shares held by the stockholder within such account would exceed, in the aggregate, 8.75% of the gross proceeds (7.75% for clients of certain participating broker-dealers) from the sale of such shares (including the gross proceeds of any shares issued under our distribution reinvestment plan upon the reinvestment of distributions paid with respect thereto or with respect to any shares issued under our distribution reinvestment plan). At the end of such month, such Class S or Class D share will convert into a number of Class I shares (including any fractional shares), with an equivalent aggregate NAV as such share. Such servicing fee limit does not apply to Class S-1 and Class D-1 shares.

Management Fee and Performance Fee

Under the terms of our Advisory Agreement, we pay the Adviser a management fee equal to 1.0% per annum of NAV, calculated monthly before giving effect to any accruals for the management fee, stockholder servicing fees, performance fees or any distributions, with respect to our Class S, Class S-1, Class D, Class D-1 and Class I shares. We also pay the Adviser a performance fee equal to 10% of our “Performance Fee Income” with respect to our Class S, Class S-1, Class D, Class D-1 and Class I shares.

We do not pay the Adviser a management fee with respect to our Class F shares. We will pay the Adviser a performance fee with respect to the Class F shares. The Class F performance fee payable with respect to each calendar year will be an amount equal to 10% of the excess of Performance Fee Income allocable to Class F shares over a 6% annualized return on the Class F NAV per share. No performance fee is payable if the Performance Fee Income allocable to Class F is below the annualized 6% return in any calendar year or for a rolling two-year period.

We do not pay the Adviser a management or performance fee with respect to our Class E shares.

Performance Fee Income with respect to each class of common shares subject to a performance fee means the net income (determined in accordance with GAAP) allocable to such class of common shares subject to adjustment as defined under the terms of our Advisory Agreement. During the period that the Adviser advanced our organizational, offering and operating expenses, net income for purposes of the performance fee calculation excluded these advanced expenses. After the period that the Adviser advanced our organizational, offering and operating expenses, net income for purposes of the performance fee calculation includes previously advanced expenses that are to be repaid to the Adviser during the period. We will not pay the Adviser a performance fee with respect to any class of shares that has a negative total return per share for the calendar year, and the Advisory Agreement does not prohibit the Adviser from entering into economic or other arrangements with other persons. For purposes of the performance fee calculation, total return per share is defined as an amount equal to: (i) the cumulative distributions per share accrued with respect to such class of common shares since the beginning of the calendar year plus (ii) the change in NAV per share of such class of common shares since the beginning of the calendar year, prior to giving effect to (y) any accrual for performance fees with respect to such class of common shares or (z) any applicable stockholder servicing fees.

The management fee and the performance fee are payable in cash or Class E shares at the option of the Adviser. Management fees and performance fees began to accrue on March 1, 2024. Management fees are accrued monthly and paid quarterly in arrears and performance fees are paid annually. During the three and six months ended June 30, 2026, we incurred management fees of $2.6 million and $4.8 million, respectively, of which $2.6 million is accrued as a component of due to affiliates on our condensed consolidated balance sheets as of June 30, 2026. During the three and six months ended June 30, 2026, we incurred performance fees of $1.5 million and $3.1 million, respectively, of which $3.1 million is accrued as a component of due to affiliates on our condensed consolidated balance sheets as of June 30, 2026. During the three and six months ended June 30, 2026, we issued 85,860 and 163,079 Class E Redeemable Common Stock shares, respectively, as payment for the management fees earned. During the three and six months ended June 30, 2026, we issued — and 186,805 Class E Redeemable Common Stock shares, respectively, as payment for the performance fees earned. The shares issued to the Adviser for payment of the management fee and performance fee were issued at the applicable NAV per share at the end of each quarter for which the fees were earned.

The current term of our Advisory Agreement expires on March 31, 2027. The Advisory Agreement is subject to automatic renewals for successive one-year periods unless otherwise terminated in accordance with the provisions of the agreement. If the Advisory Agreement is terminated, the Adviser will be entitled to receive its prorated management fee and performance fee owed through the date of termination. If we elect not to renew our Advisory Agreement based on unsatisfactory performance and not for cause, we owe our Adviser a termination fee equal to three times the sum of our average annual management fee during the 24-month period before termination, calculated as of the end of the most recently completed fiscal quarter.

Our Adviser is subject to the supervision and oversight of our board of directors and has only such functions and authority as we delegate to it. The Adviser and its affiliates provide us with our management team, including our officers and appropriate support personnel. Each of our officers is an employee of the Adviser or one of its affiliates. We do not have any employees. We incurred $0.3 million and $1.0 million, respectively, of costs for support personnel provided by the Adviser for the three and six months ended June 30, 2026 that are recorded as a component of due to affiliates on our condensed consolidated balance sheets and as general and administrative expenses on our condensed consolidated statements of comprehensive income. During the three and six months ended June 30, 2025, we incurred $0.2 million and $0.5 million, respectively, of costs for support personnel provided by the Adviser.

The Adviser serves as Collateral Manager to the Company’s consolidated CLO Issuers and has waived any and all fees payable to the Adviser or any of its affiliates for this service for so long as it or any of its affiliates acts as the Collateral Manager and as manager of the Operating Partnership.

Related Party Share Ownership

The tables below summarize the number of shares and the total purchase price of the shares owned by affiliates as of June 30, 2026 and December 31, 2025:


	June 30, 2026
$ in thousands, except share amounts	Class S Shares	Class S-1 Shares	Class D Shares	Class D-1 Shares	Class I Shares	Class E Shares	Class F Shares	Total Purchase Price
Invesco Realty, Inc.(1)	1,498,498	—	1,499,487	—	1,495,127	1,479,586	—	$	150,000
Invesco Advisers, Inc.(2)	—	—	—	—	—	468,176	—	11,995
Members of our board of directors (3)	—	—	—	—	—	43,679	—	1,133
Total	1,498,498	—	1,499,487	—	1,495,127	1,991,441	—	$	163,128


	December 31, 2025
$ in thousands, except share amounts	Class S Shares	Class S-1 Shares	Class D Shares	Class D-1 Shares	Class I Shares	Class E Shares	Class F Shares	Total Purchase Price
Invesco Realty, Inc.(1)	1,196,923	—	1,197,628	—	1,194,434	1,189,255	—	$	120,000
Invesco Advisers, Inc.(2)	—	—	—	—	—	270,269	—	6,895
Members of our board of directors (3)	—	—	—	—	—	26,248	—	675
Total	1,196,923	—	1,197,628	—	1,194,434	1,485,772	—	$	127,570

(1)Shares issued to Invesco Realty, Inc. are governed by the terms of the Invesco Subscription Agreement and classified as redeemable common shares on our condensed consolidated balance sheets. See Note 11 — “Redeemable Common Stock - Related Party” for further information.

(2)Shares issued to Invesco Advisers, Inc. are governed by the terms of our Advisory Agreement and classified as redeemable common shares on our condensed consolidated balance sheets. See Note 11 — “Redeemable Common Stock - Related Party” for further information.

(3)Represents shares issued to members of our board of directors, including stock awards under our share-based compensation plan. Total Purchase Price for stock awards issued under our share-based compensation plan represents the value of shares issued as equity compensation.

11.Redeemable Common Stock - Related Party

Invesco Realty, Inc. (“Invesco Realty”), an affiliate of Invesco, had previously committed to purchase up to $300.0 million in shares of our common stock (the “Invesco Subscription Agreement”). Invesco Realty had committed to purchase $150.0 million in capital under the Invesco Subscription Agreement in one or more closings through March 23, 2028. On May 1, 2026, Invesco Realty purchased an additional $30.0 million in shares of our common stock resulting in a total of $150.0 million in shares purchased.

On May 7, 2026, the Company cancelled the additional $150.0 million capital commitment from Invesco Realty. The additional capital commitment was only available if needed to avoid triggering any concentration limit imposed by a third party in connection with its distribution or placement of our shares or for purposes of repaying indebtedness drawn on the prior credit agreement, which we terminated in conjunction with closing on the NatWest revolving credit agreement.

Invesco Realty may not submit its shares for repurchase under the share repurchase plan described in Note 12 — “Equity” until the earlier of March 23, 2028 and the date that our aggregate NAV is at least $1.5 billion. We can only accept a repurchase request from Invesco Realty after all requests from unaffiliated stockholders have been fulfilled. We may elect to repurchase all or any portion of the shares acquired by Invesco Realty at any time at a per share price equal to the most recently determined NAV per share for each class (or another transaction price we believe reflects the NAV per share more appropriately than the prior month’s NAV per share). The Adviser or its affiliate must continue to hold at least $200,000 in shares for so long as Invesco or any affiliate thereof serves as our external adviser.

As discussed in Note 10 — “Related Party Transactions”, our management and performance fees are payable in cash or Class E shares at the option of the Adviser. Because the Adviser may elect to have the Company repurchase shares issued as payment for management fees or performance fees, we classify these shares as redeemable common stock. Class E shares issued to the Adviser as payment for management or performance fees are not subject to the repurchase limits of the Company’s share repurchase plan described in Note 12 — “Equity,” any lockup period applicable to the Adviser, or any reduction penalty for an early repurchase. The Adviser also has the option to exchange Class E shares issued as payment for management or performance fees for Class S, Class S-1, Class D, Class D-1, Class F, or Class I shares. During the three months ended June 30, 2026, we issued 85,860 Class E shares to the Adviser as payment for management fees payable as of March 31, 2026.

The following tables summarize the changes in redeemable common stock for the six months ended June 30, 2026 and 2025:


$ in thousands	Class S Redeemable Common Stock		Class D Redeemable Common Stock		Class I Redeemable Common Stock		Class E Redeemable Common Stock		Total Redeemable Common Stock
Balance as of December 31, 2025	$	30,027	$	30,027	$	30,023	$	37,614	$	127,691
Issuance of redeemable common stock	—		—		—		6,804		6,804
Repurchase of redeemable common stock	—		—		—		(2,848)		(2,848)
Adjustment to carrying value of redeemable common stock	—		—		—		100		100
Balance as of March 31, 2026	$	30,027	$	30,027	$	30,023	$	41,670	$	131,747
Issuance of redeemable common stock	7,500		7,500		7,500		9,718		32,218
Repurchase of redeemable common stock	—		—		—		(1,074)		(1,074)
Adjustment to carrying value of redeemable common stock	21		21		22		369		433
Balance as of June 30, 2026	$	37,548	$	37,548	$	37,545	$	50,683	$	163,324


$ in thousands	Class S Redeemable Common Shares		Class D Redeemable Common Shares		Class I Redeemable Common Shares		Class E Redeemable Common Shares		Total Redeemable Common Stock
Balance as of December 31, 2024	$	37,554	$	37,554	$	37,565	$	38,694	$	151,367
Issuance of redeemable common stock	—		—		—		2,814		2,814
Repurchase of redeemable common stock	(7,500)		(7,500)		(7,500)		(7,500)		(30,000)
Adjustment to carrying value of redeemable common stock	(4)		(5)		(1)		170		160
Balance as of March 31, 2025	$	30,050	$	30,049	$	30,064	$	34,178	$	124,341
Issuance of redeemable common stock	—		—		—		1,062		1,062
Repurchase of redeemable common stock	—		—		—		(148)		(148)
Adjustment to carrying value of redeemable common stock	(23)		(22)		(39)		29		(55)
Balance as of June 30, 2025	$	30,027	$	30,027	$	30,025	$	35,121	$	125,200

The following tables summarize the changes in our outstanding shares of redeemable common stock shares for the six months ended June 30, 2026 and 2025:


	Class S Redeemable Common Shares	Class D Redeemable Common Shares	Class I Redeemable Common Shares	Class E Redeemable Common Shares	Total Redeemable Common Stock
Outstanding Shares as of December 31, 2025	1,196,923	1,197,628	1,194,434	1,459,524	5,048,509
Issuance of redeemable common stock	—	—	—	264,024	264,024
Repurchase of redeemable common stock	—	—	—	(110,485)	(110,485)
Outstanding Shares as of March 31, 2026	1,196,923	1,197,628	1,194,434	1,613,063	5,202,048
Issuance of redeemable common stock	301,575	301,859	300,693	376,190	1,280,317
Repurchase of redeemable common stock	—	—	—	(41,491)	(41,491)
Outstanding Shares as of June 30, 2026	1,498,498	1,499,487	1,495,127	1,947,762	6,440,874


	Class S Redeemable Common Shares	Class D Redeemable Common Shares	Class I Redeemable Common Shares	Class E Redeemable Common Shares	Total Redeemable Common Stock

Outstanding Shares as of December 31, 2024	1,496,143	1,497,041	1,492,906	1,519,133	6,005,223
Issuance of redeemable common stock	—	—	—	110,485	110,485
Repurchase of redeemable common stock	(299,220)	(299,413)	(298,472)	(293,940)	(1,191,045)
Outstanding Shares as of March 31, 2025	1,196,923	1,197,628	1,194,434	1,335,678	4,924,663
Issuance of redeemable common stock	—	—	—	41,491	41,491
Repurchase of redeemable common stock	—	—	—	(5,792)	(5,792)
Outstanding Shares as of June 30, 2025	1,196,923	1,197,628	1,194,434	1,371,377	4,960,362

12.Equity

Stapled Unit Offerings of Preferred and Common Stock

On January 31, 2025, we redeemed all 111 Stapled Units and 117 New Stapled Units issued and outstanding. Each Stapled Unit consists of one share of 12.5% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”), one Class S Share, one Class D Share and one Class I Share. Each New Stapled Unit consists of one share of Series A Preferred Stock and one Class S-1 Share. The cash redemption price for each share of stapled common stock was the NAV per share for the applicable share class as of December 31, 2024. Through the redemption of all Stapled Units and New Stapled Units, we redeemed all 228 issued and outstanding shares of our Series A Preferred Stock for approximately $232,000, plus accrued and unpaid dividends. The cash redemption price for each share of Series A Preferred Stock was $1,000. The excess of the consideration transferred over carrying value was accounted for as a deemed dividend and resulted in a reduction of approximately $27,000 in net income (loss) attributable to common stockholders for the six months ended June 30, 2025. Prior to redemption, holders of our Series A Preferred Stock were entitled to receive dividends at an annual rate of 12.5% of the liquidation preference of $1,000 per share or $125.00 per share per annum.

Common Stock

The following table summarizes changes in our outstanding shares of common stock for the six months ended June 30, 2026 and 2025:


	Six Months Ended June 30, 2026
	Class S Shares	Class S-1 Shares	Class D Shares	Class D-1 Shares	Class I Shares	Class E Shares	Class F Shares	Total
Balance at December 31, 2025	1,416,104	20,330,131	1,208,568	—	9,702,409	1,631,350	8,880,172	43,168,734
Issuance of common stock	91,980	2,346,272	—	120,452	2,436,888	388	—	4,995,980

Common stock distribution reinvestment	1,514	253,222	212	752	94,842	2,051	165,637	518,230
Issuance of redeemable common shares(1)	—	—	—	—	—	264,024	—	264,024
Repurchase of common stock	—	(363,564)	—	—	(410,594)	—	—	(774,158)
Repurchase of redeemable common stock	—	—	—	—	—	(110,485)	—	(110,485)
Balance at March 31, 2026	1,509,598	22,566,061	1,208,780	121,204	11,823,545	1,787,328	9,045,809	48,062,325
Issuance of common stock	7,422	2,472,082	—	200,969	2,144,154	3,434	—	4,828,061
Stock awards(2)	—	—	—	—	—	15,458	—	15,458
Issuance of redeemable common stock(1)	301,575	—	301,859	—	300,693	376,190	—	1,280,317
Common stock distribution reinvestment	2,338	280,997	217	3,525	113,365	1,916	168,282	570,640
Repurchase of common stock	—	(198,284)	—	—	(217,090)	(45,600)	—	(460,974)
Repurchase of redeemable common stock	—	—	—	—	—	(41,491)	—	(41,491)
Balance at June 30, 2026	1,820,933	25,120,856	1,510,856	325,698	14,164,667	2,097,235	9,214,091	54,254,336


	Six Months Ended June 30, 2025
	Class S Shares	Class S-1 Shares	Class D Shares	Class D-1 Shares	Class I Shares	Class E Shares	Class F Shares	Total
Balance at December 31, 2024	1,502,214	7,226,062	1,499,147	—	4,171,608	1,635,105	8,218,258	24,252,394
Issuance of common stock	3,969	3,261,421	8,211	—	1,088,268	8,244	—	4,370,113
Common stock distribution reinvestment	—	98,095	99	—	36,810	1,370	161,371	297,745
Issuance of redeemable common shares(1)	—	—	—	—	—	110,485	—	110,485
Repurchase of common stock	(111)	(21,833)	(111)	—	(8,678)	—	—	(30,733)
Repurchase of redeemable common stock	(299,220)	—	(299,413)	—	(298,472)	(293,940)	—	(1,191,045)
Balance at March 31, 2025	1,206,852	10,563,745	1,207,933	—	4,989,536	1,461,264	8,379,629	27,808,959
Issuance of common stock	146,445	3,203,781	—	—	1,542,452	9,001	—	4,901,679
Stock awards(1)	—	—	—	—	—	7,700	—	7,700
Issuance of redeemable common stock(2)	—	—	—	—	—	41,491	—	41,491
Common stock distribution reinvestment	240	133,400	198	—	48,497	1,484	157,380	341,199
Repurchase of common stock	—	(23,808)	—	—	(70,026)	(1,954)	—	(95,788)
Repurchase of redeemable common stock	—	—	—	—	—	(5,792)	—	(5,792)
Balance at June 30, 2025	1,353,537	13,877,118	1,208,131	—	6,510,459	1,513,194	8,537,009	32,999,448

(1)Consists of shares issued to an Invesco affiliate for the payment of management fees and performance fees that are classified as redeemable common stock. See Note 11 — “Redeemable Common Stock - Related Party”.

(2)Represents shares issued to independent directors under the Incentive Plan.

Distributions

We are generally required to distribute at least 90% of our taxable income to our stockholders each year to comply with the REIT provisions of the Internal Revenue Code. Taxable income does not necessarily equal net income as calculated in accordance with GAAP.

For the three and six months ended June 30, 2026, we declared distributions of $23.8 million and $44.9 million, respectively. We accrued $8.2 million for distributions payable, of which $1.0 million was accrued for distributions payable to related parties, in our condensed consolidated balance sheet as of June 30, 2026. For the three and six months ended June 30, 2025, we declared distributions of $14.3 million and $27.3 million, respectively. We accrued $5.0 million for distributions payable, of which $0.8 million was accrued for distributions payable to related parties, in our condensed consolidated balance sheet as of June 30, 2025.

The following tables detail the aggregate distributions declared per share for each applicable class of stock for the three and six months ended June 30, 2026 and 2025:


	Three Months Ended June 30, 2026
		Class S Shares		Class S-1 Shares		Class D Shares		Class D-1 Shares		Class I Shares		Class E Shares		Class F Shares
Aggregate distribution declared per share		$	0.4800	$	0.4800	$	0.4800	$	0.4800	$	0.4800	$	0.4800	$	0.4800
Stockholder servicing fee per share		(0.0099)		(0.0530)		(0.0002)		(0.0155)		—		—		—
Net distribution declared per share		$	0.4701	$	0.4270	$	0.4798	$	0.4645	$	0.4800	$	0.4800	$	0.4800


	Six Months Ended June 30, 2026
	Class S Shares		Class S-1 Shares		Class D Shares		Class D-1 Shares		Class I Shares		Class E Shares		Class F Shares
Aggregate distribution declared per share	$	0.9600	$	0.9600	$	0.9600	$	0.8000	$	0.9600	$	0.9600	$	0.9600
Stockholder servicing fee per share	(0.0198)		(0.1054)		(0.0003)		(0.0256)		—		—		—
Net distribution declared per share	$	0.9402	$	0.8546	$	0.9597	$	0.7744	$	0.9600	$	0.9600	$	0.9600


	Three Months Ended June 30, 2025
		Class S Shares		Class S-1 Shares		Class D Shares		Class D-1 Shares		Class I Shares		Class E Shares		Class F Shares
Aggregate distribution declared per share		$	0.4800	$	0.4800	$	0.4800	$	—	$	0.4800	$	0.4800	$	0.4800
Stockholder servicing fee per share		(0.0046)		(0.0533)		—		—		—		—		—
Net distribution declared per share		$	0.4754	$	0.4267	$	0.4800	$	—	$	0.4800	$	0.4800	$	0.4800


	Six Months Ended June 30, 2025
		Class S Shares		Class S-1 Shares		Class D Shares		Class D-1 Shares		Class I Shares		Class E Shares		Class F Shares
Aggregate distribution declared per share		$	0.9800	$	0.9800	$	0.9800	$	—	$	0.9800	$	0.9800	$	0.9800
Stockholder servicing fee per share		(0.0049)		(0.1061)		—		—		—		—		—
Net distribution declared per share		$	0.9751	$	0.8739	$	0.9800	$	—	$	0.9800	$	0.9800	$	0.9800

Share Repurchase Plan

We have adopted a share repurchase plan for our common stock. On a monthly basis, our stockholders may request that we repurchase all or any portion of their shares. We may choose, in our discretion, to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any month, subject to any limitations in the share repurchase plan.

Class F stockholders may not participate in our share repurchase plan until the earlier of March 23, 2028 and the date our NAV reaches $1.5 billion. However, Class F stockholders are entitled to request that we repurchase their shares in the event that there is a Key Person Event or a Material Strategy Change, as such terms are defined in the Class F subscription agreement.

During the three and six months ended June 30, 2026, we fulfilled all requests under the share repurchase plan and repurchased 460,974 and 1,235,132 shares of common stock for $11.6 million and $30.9 million, respectively. For the three and six months ended June 30, 2025, we repurchased 95,788 and 126,521 shares of common stock for $2.4 million and $3.2 million, respectively, and fulfilled all repurchase requests that were made under the share repurchase plan.

Distribution Reinvestment Plan

We have adopted a distribution reinvestment plan (“DRP”) whereby common stockholders will have their cash distributions automatically reinvested in additional shares of common stock unless they elect to receive their distributions in cash. The per share purchase price for shares purchased (including fractional shares) under the distribution reinvestment plan is equal to the transaction price at the time the distribution is payable.

Share-Based Compensation Plan

For the three and six months ended June 30, 2026 and 2025, we recognized compensation expense of $83,000 and $145,000, and $43,000 and $62,000, respectively, related to restricted shares of Class E common stock awarded to independent members of our board of directors under the terms of our 2023 Equity Incentive Plan (the “Incentive Plan”). As of June 30, 2026 and 2025, we had 1,068,431 and 1,085,971 shares of common stock available for future issuance under the Incentive Plan, respectively.

Non-controlling Interest in Subsidiary

On January 29, 2026, a subsidiary issued 125 shares of 12.0% Series A Preferred Stock, par value $0.01 per share, with an aggregate liquidation preference of $1,000. The Series A preferred stock ranks senior to the Company’s interest in our subsidiary with respect to dividend rights and rights upon liquidation, dissolution and other considerations. The Series A

Preferred Stock has no maturity date and will remain outstanding unless redeemed. The Series A Preferred Stock may be redeemed by the Company in whole or in part at any time; however, a redemption premium will also be required if redeemed on or before December 31, 2027. Upon consolidation, the issued and outstanding preferred share interest is shown as Non-controlling interest on our condensed consolidated balance sheets as of June 30, 2026 and net income (loss) is reflected as Net income (loss) attributable to non-controlling interest in our condensed consolidated statement of comprehensive income during the three and six months ended June 30, 2026.

13.Earnings per Common Share

The following table summarizes our earnings per share for the three and six months ended June 30, 2026 and 2025:


	Three Months Ended June 30,				Six Months Ended June 30,
$ in thousands, except share and per share amounts	2026		2025		2026		2025


Net income (loss) available to common stockholders	$	23,369	$	8,287	$	43,082	$	19,922



Weighted average common shares outstanding	52,468,721		31,307,099		49,521,555		29,281,449
Effect of dilutive restricted stock awards	22		27		123		52
Diluted weighted average common shares outstanding	52,468,743		31,307,126		49,521,678		29,281,501
Earnings (loss) per share:
Basic	$	0.45	$	0.26	$	0.87	$	0.68
Diluted	$	0.45	$	0.26	$	0.87	$	0.68

14.Commitments and Contingencies

Commitments and contingencies may arise in the ordinary course of business. As of June 30, 2026, we had unfunded commitments of $558.5 million for certain of our commercial real estate loan investments. The unfunded commitments consist of funding for leasing costs, interest reserves and capital expenditures. Funding depends on timing of lease-up, renovation and capital improvements as well as satisfaction of certain cash flow tests. Therefore, the exact timing and amounts of such future loan fundings are uncertain. We expect to fund our loan commitments over the weighted average remaining term of the related loans of 2.38 years.

We have also committed to pay counterparty legal, diligence and other fees in connection with new financing facilities in the ordinary course of business.

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. As of June 30, 2026, the Company was not involved in any material legal proceedings.

15.Segment Reporting

We conduct our business as a single operating segment. Our chief operating decision maker (“CODM”) is a group comprised of the Company’s Chief Executive Officer and President, and Chief Financial Officer. The CODM uses net income as the basis for measuring segment profitability, allocating resources and assessing performance. Because the accounting policies for the segment are the same as those described in Note 2 — “Summary of Significant Accounting Policies,” to the consolidated financial statements of our Annual Report on Form 10-K for the year ended December 31, 2025, total segment net income and total segment assets are equal to total net income and total assets, as reported on our condensed consolidated statements of comprehensive income and condensed consolidated balance sheets, respectively. All revenues for the segment are derived from external customers.

The significant segment expenses regularly provided to the CODM, generally include interest expense, debt issuance costs, management fees and general and administrative expenses, as separately presented on our condensed consolidated statements of comprehensive income. General and administrative expenses consist of directors’ and officers’ insurance, legal costs, investing, accounting, auditing and tax services, filing fees and miscellaneous general and administrative costs.

16.Subsequent Events

Due From Servicer

The $133.6 million related to amounts collected by the loan servicer but not yet remitted to the Company’s consolidated CLO Issuers and to the Company that were included in Other Assets was repaid in full in July 2026.

Equity

Issuances

Subsequent to June 30, 2026, we issued the following shares of common stock:


$ in thousands except share amounts	Shares Issued to Third Parties		Shares Issued to Affiliates(1)(2)		DRP Shares(3)




Class S	35,670		—		790
Class S-1	1,226,378		—		98,843
Class D	—		—		73
Class D-1	—		—		2,025
Class I	1,233,552		—		42,804
Class E	3,855		99,706		632
Class F	—		—		56,561
Total	2,499,455		99,706		201,728

Total net proceeds(4)	$	62,514	$	—	$	5,103

(1)Affiliates include related parties discussed in Note 10 — “Related Party Transactions”.

(2)Includes 99,706 Class E shares issued to our Adviser as payment for management fees of $2.6 million which is excluded from total net proceeds.

(3)Represents shares issued under our distribution reinvestment plan.

(4)With respect to Shares Issued to Affiliates, total net proceeds represents the total value of shares of our common stock purchased by Invesco Realty under the Invesco Subscription agreement. With respect to DRP Shares, total net proceeds represents the total value of shares issued under our distribution reinvestment plan.

Repurchases

Subsequent to June 30, 2026, we repurchased the following stock:


$ in thousands except share amounts	Shares Repurchased from Third-Parties		Shares Repurchased from Affiliates(1)
Class S	—		—
Class S-1	88,485		—
Class D	—		—
Class D-1	—		—
Class I	13,743		—
Class E	595		—
Class F	—		—
Total	102,823		—

Total repurchases	$	2,576	$	—

(1)Affiliates include related parties discussed in Note 10 — “Related Party Transactions”.

Subsequent to June 30, 2026, all repurchase requests under our share repurchase plan were satisfied.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

In this quarterly report on Form 10-Q, or this “Quarterly Report,” we refer to Invesco Commercial Real Estate Finance Trust, Inc. and its consolidated subsidiaries as “we,” “us,” “the Company,” or “our,” unless we specifically state otherwise or the context indicates otherwise. We refer to our external manager, Invesco Advisers, Inc., as our “Adviser,” and we refer to the indirect parent company of our Adviser, Invesco Ltd. together with its consolidated subsidiaries (which does not include us), as “Invesco.”

The following discussion should be read in conjunction with our condensed consolidated financial statements and the accompanying notes to our condensed consolidated financial statements, which are included in Item 1 of this Quarterly Report, as well as the information contained in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”).

Forward-Looking Statements

This Quarterly Report may include statements that constitute “forward-looking statements” within the meaning of the United States securities laws and the Private Securities Litigation Reform Act of 1995, and such statements are intended to be covered by the safe harbor provided by the same. These forward-looking statements may include statements about possible or assumed future results of our business, investment strategies, financial condition, liquidity, results of operations, distributions, repurchase plans and objectives. When we use the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “intend,” “project,” “forecast” or similar expressions and future or conditional verbs such as “will,” “may,” “could,” “should,” and “would,” and any other statement that necessarily depends on future events, we intend to identify forward-looking statements, although not all forward-looking statements may contain such words.

Forward-looking statements are subject to risks, uncertainties and assumptions and may be affected by known and unknown risks, trends, uncertainties and factors that are difficult to predict and are generally beyond our control. The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us. You should not place undue reliance on these forward-looking statements. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us. We caution you not to rely unduly on any forward-looking statements and urge you to carefully consider the factors described under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Report and our Annual Report on Form 10-K. If a change occurs, our business, financial condition, liquidity and results of operations may vary materially from those expressed in our forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Executive Overview

Introduction

We are a Maryland corporation formed in October 2022. Our primary investment strategy is to originate, acquire, and manage a diversified portfolio of loans and debt-like preferred equity interests secured by, or unsecured but related to, commercial real estate. To a lesser extent, we may purchase non-distressed public or private debt securities and invest in private operating companies in the business of or related to commercial real estate credit through debt or equity investment. We commenced investing in commercial real estate loans in May 2023. Prior to investing, we were primarily engaged in organizational activities.

We are externally managed by Invesco Advisers, Inc. (the “Adviser”), a registered investment adviser and an indirect, wholly-owned subsidiary of Invesco Ltd., an independent global investment management firm. Our Adviser utilizes the personnel and global resources of Invesco Real Estate to provide investment management services to us. We qualified to be taxed as a real estate investment trust (“REIT”) for U.S. federal income tax purposes commencing with the taxable year ended December 31, 2023. To maintain our REIT qualifications, we are generally required to distribute at least 90% of our REIT taxable income to our stockholders annually. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent we annually distribute all of our net taxable income (determined without regard to our net capital gain and dividends-paid deduction) to stockholders and maintain our qualification as a REIT. We operate our business in a manner that permits our exclusion from the definition of “Investment Company” under the Investment Company Act of 1940, as amended (the “Investment Company Act”).

We are engaging in a continuous, unlimited private offering of our common stock to “accredited investors” (as defined by Rule 501 promulgated pursuant to the Securities Act) (the “Continuous Offering”) under exemptions provided by Section 4(a)(2) of the Securities Act and applicable state securities laws.

Factors Impacting Our Operating Results

Our operating results can be affected by a number of factors and depend on loan origination activity, interest earned on the commercial loan investments held in the portfolio, interest paid on the borrowing facilities of the portfolio and changes in the fair value of our commercial real estate loan investments and our borrowings. Our net interest income varies primarily as a result of the number of loan originations in the period, the timing of entering into new borrowing arrangements, repayments from the borrower of the outstanding principal balance of our loan assets during the period, and changes in benchmark interest rates and market spreads. Market spreads vary according to the type of investment or borrowing, conditions in the financial markets, competition and other factors, none of which can be predicted with any certainty.

Due to the floating rate nature of our loan portfolio, we are subject to changes in benchmark rates. Decline in benchmark interest rates could ultimately lead to lower interest income received from our floating rate debt investments. To mitigate the impact of reduced interest income as a result of declining benchmark rates, we have structured interest rate floors for each of the loans where the borrower will be required to pay minimum debt service payments should rates fall below a predetermined amount. Additionally, during a falling benchmark interest rate environment, our overall cost of borrowings decreases as well.

We have elected the fair value option for our commercial real estate loan investments, real estate-related securities, secured lending and term lending agreements (collectively, our “secured financing facilities”), our revolving credit facility, and our collateralized loan obligations. The fair value of our commercial real estate loans can be impacted by changes in credit spread premiums (yield advantage over a benchmark rate) and the supply of, and demand for, assets in which we invest.

Operating results can also be impacted by foreign currency risk from investments denominated in currencies other than the U.S. dollar (“USD”). We hedge the non-USD exposure in the portfolio via forward contracts with the goal to mitigate foreign currency impacts to the portfolio.

Market Conditions

Private real estate credit markets remained active during the second quarter of 2026, supported by continued refinancing needs and a meaningful volume of upcoming commercial real estate loan maturities. Market conditions were influenced by evolving expectations for monetary policy and inflation. The Federal Reserve held the federal funds target range steady at 3.50% to 3.75% at its June 2026 meeting while noting that inflation remained elevated relative to its 2% goal and that economic activity continued to expand at a solid pace. Persistent inflationary pressures, resilient labor market conditions, and geopolitical uncertainty reduced expectations for near-term rate cuts, prompting markets to increasingly focus on a prolonged higher-for-longer interest rate environment.

Outlook

Looking ahead, we expect the private real estate credit market to remain well supported by stabilizing commercial real estate values that allow for improved collateral coverage and downside protection, continued higher-for-longer rate environment, and recovery in transaction activity that is driving demand for originations.

We believe the Company is well positioned to navigate the current market environment through a disciplined “credit-over-yield” investment approach and a prudently managed portfolio that emphasizes sponsorship quality and structural protections. By originating or acquiring loans secured by commercial real estate, we benefit from several structural advantages, including security in the capital stack at reset values, downside protection afforded by asset-backed lending, and limited correlation with traditional fixed income investments.

Q2 2026 Highlights

Capital Activity and Distributions

•Declared monthly net distributions totaling $23.8 million for the quarter ended June 30, 2026.

•Raised $117.1 million of net proceeds from the sale of our common stock through our Continuous Offering during the quarter ended June 30, 2026.

•All repurchase requests under our share repurchase plan were satisfied.

Investments

•Originated ten floating rate senior commercial real estate loans in the United States with a total commitment amount of $1.1 billion and total outstanding principal amount of $747.2 million as of June 30, 2026, including multifamily, industrial, and medical office properties.

•Originated one floating rate senior commercial real estate loan with a total commitment and total outstanding principal amount of $204.1 million (£158.6 million) secured by an industrial portfolio located in the United Kingdom.

•Originated one floating rate senior commercial real estate loan with a total commitment and total outstanding principal amount of $175.4 million (€153.7 million) secured by an industrial portfolio located in Germany and the Netherlands.

•Purchased $2.9 million in real estate-related securities, net of repayments, during the three months ended June 30, 2026.

•Three commercial real estate loans were fully repaid during the three months ended June 30, 2026. Principal and interest proceeds of $180.6 million were received and proceeds of $1.7 million were due from our loan servicer as of June 30, 2026. The $1.7 million due from our loan servicer was repaid in full in July 2026.

•Two commercial real estate loans, serving as collateral for our collateralized loan obligations, were fully repaid during the three months ended June 30, 2026. Principal and interest proceeds of $131.9 million were due from our loan servicer as of June 30, 2026. The $131.9 million due from our loan servicer was repaid in full in July 2026.

Financing Activity

•Financed a pool of loans and loan participations from our existing loan portfolio through a managed collateralized financing entity (“INCREF 2026-FL2”), contributing $1.1 billion of commercial real estate loan investments into INCREF 2026-FL2, issuing $1.2 billion of Secured Notes and Income Notes and retaining $150.2 million of INCREF 2026-FL2, consisting of Classes F, G and the Income Notes.

•Entered into a Revolving Credit Agreement with NatWest Markets PLC (“NatWest” or the “Credit Agreement”) and terminated our prior credit agreement.

•Received $84.0 million from our revolving credit facility, net of repayments, for the three months ended June 30, 2026.

•Repaid $228.5 million on our secured financing facilities, net of borrowings, for the three months ended June 30, 2026.

Financial Condition

Investment Activities

We commenced investing in domestic commercial real estate loans in May 2023 and in European loans in September 2024. As of June 30, 2026, our portfolio consists of 88 commercial real estate loans with a fair value of $6.1 billion. We elected the fair value option for our commercial real estate loan investments and, accordingly, recognize any origination costs or fees associated with the loans in the period of origination. Our domestic loan investments earn interest at Term SOFR plus a spread and had a weighted average interest rate of 6.28% as of June 30, 2026. Our European loans earn interest at either three-month Euribor or three-month SONIA and had a weighted average interest rate of 5.93% at June 30, 2026. During the three months ended June 30, 2026, we earned $90.8 million of interest income on these loans, of which we earned $74.2 million and $16.6 million from our US and non-US loans, respectively.

The following table details overall statistics for our loan portfolio as of June 30, 2026, December 31, 2025, and June 30, 2025:


$ in thousands	June 30, 2026			December 31, 2025			June 30, 2025
Number of investments	88			77			63
Principal balance	$	6,065,288		$	4,695,199		$	3,546,862
Fair value	$	6,062,942		$	4,702,728		$	3,550,378
Unfunded loan commitments(1)	$	558,530		$	360,450		$	304,927
Weighted-average interest rate(2)	6.21		%	6.43		%	7.13		%
Weighted-average maximum maturity (years)(3)	3.9			3.9			4.0
Origination loan-to-value(4)	66		%	65		%	63		%

(1) Unfunded commitments will primarily be funded to finance construction or development of real estate-related assets, capital improvements of existing assets, or lease-related expenditures. These future commitments will generally be funded over the term of each loan, subject in certain cases to an expiration date.

(2) Represents weighted average interest rate as of period end.

(3) Assumes all extension options are exercised by the borrower; however, loans may be repaid prior to such date. Extension options are subject to certain conditions, as defined in the respective loan agreement.

(4) Origination loan-to-value is generally based on the initial loan amount and the independent property appraisals at the time of origination.

The following charts illustrate the diversification and composition of our loan portfolio based on fair value as of June 30, 2026:

The following table details our loan activity:


	Three Months Ended		Six Months Ended
$ in thousands	June 30, 2026		June 30, 2026
Loan originations	$	1,123,145	$	1,708,851
Loan fundings	79,990		89,885
Loan repayments and sales	(320,753)		(402,633)
Total net fundings	$	882,382	$	1,396,103

For the three months ended June 30, 2026, the Company closed ten U.S. loan originations and two European loan originations, with an aggregate total loan commitment amount of $1.4 billion, resulting in $269.4 million of net committed equity and a net spot coupon of 10.62% based on the weighted average interest rate on our net committed equity position as of June 30, 2026. Net committed equity represents the Company’s whole loan commitments less the related secured financing.

The portfolio saw a slight increase in weighted average net spread quarter-over-quarter, going from 6.70% as of March 31, 2026, to 7.11% as of June 30, 2026. The weighted average interest rate spread on our net committed equity position is comprised of the difference between the spread on our commercial real estate loans applied to the committed loan amounts less the spread on our borrowings applied to the total financing. This difference is divided by our net committed equity position. The weighted average interest rate is the spread combined with the applicable benchmark rate (in effect on June 30, 2026) after considering any impact of the interest rate floor.

The following table provides details of our loan portfolio, on a loan-by-loan basis, as of June 30, 2026:


$ in thousands
Metropolitan Statistical Area	Property Type	Origination Date	Weighted Average Interest Rate(1)	Loan Amount(2)		Principal Balance Outstanding		Fair Value		Current Maturity	Maximum Maturity(3)
Richmond	Industrial	9/25/2023	6.98%	$	38,300	$	34,621	$	34,546	10/9/2026	10/9/2028
Atlanta	Industrial	11/6/2023	6.98%	92,950		83,849		83,669		11/9/2026	11/9/2028
Seattle	Multifamily	12/12/2023	6.58%	68,500		68,500		68,500		12/9/2026	12/9/2028
New York	Multifamily	2/8/2024	6.63%	120,000		118,190		117,946		2/9/2027	2/9/2029
Los Angeles	Multifamily	3/28/2024	6.63%	45,000		42,058		41,969		4/9/2027	4/9/2029
Los Angeles	Multifamily	4/12/2024	6.68%	66,050		58,259		58,137		4/9/2027	4/9/2029
Fort Worth	Multifamily	5/15/2024	6.53%	23,650		23,650		23,650		6/9/2027	6/9/2029
Fort Worth	Multifamily	5/15/2024	6.53%	22,500		21,775		21,775		6/9/2027	6/9/2029
Orange County	Industrial	5/31/2024	6.48%	47,275		44,772		44,708		6/9/2027	6/9/2029
San Francisco	Multifamily	6/17/2024	6.28%	33,500		32,147		32,081		7/9/2027	7/9/2029
Jacksonville	Multifamily	6/28/2024	6.73%	40,350		39,864		39,813		7/9/2027	7/9/2029
Various U.S.	Self-Storage	7/10/2024	6.83%	42,448		42,349		42,349		8/9/2027	8/9/2029
Houston	Multifamily	7/24/2024	6.53%	50,750		49,750		49,750		8/9/2026	8/9/2029
Dallas	Multifamily	8/1/2024	6.48%	44,000		44,000		44,000		8/9/2026	8/9/2029
Tampa	Multifamily	8/1/2024	6.33%	41,750		41,750		41,750		8/9/2027	8/9/2029
Las Vegas	Industrial	8/20/2024	6.43%	55,515		53,325		53,248		9/9/2027	9/9/2029
Various U.S.	Self-Storage	8/27/2024	6.83%	11,267		11,154		11,154		9/9/2027	9/9/2029
Washington D.C.	Multifamily	8/28/2024	6.38%	101,000		99,327		99,327		9/9/2027	9/9/2029
Various U.S.	Industrial	8/30/2024	7.03%	83,500		77,883		77,883		9/9/2027	9/9/2029
Various U.S.	Industrial	9/12/2024	6.38%	128,010		123,097		122,833		10/9/2027	10/9/2029
Various U.S.	Industrial	9/13/2024	6.38%	47,881		47,881		47,778		10/9/2027	10/9/2029
Bristol, United Kingdom	Industrial	9/26/2024	6.90%	109,919		109,919		109,919		10/9/2027	10/9/2028
Europe	Industrial	9/26/2024	5.21%	93,259		93,259		93,259		10/9/2027	10/9/2028
Europe	Industrial	9/26/2024	5.35%	104,381		104,381		104,381		10/9/2027	10/9/2028
Gainesville	Self-Storage	10/8/2024	6.83%	7,030		7,025		7,025		10/9/2027	10/9/2029
Tacoma	Self-Storage	10/8/2024	6.83%	13,356		13,307		13,307		10/9/2027	10/9/2029
Lynchburg	Self-Storage	10/8/2024	6.83%	14,225		14,075		14,075		10/9/2027	10/9/2029
Los Angeles	Multifamily	10/10/2024	6.48%	22,545		21,028		20,985		10/9/2026	10/9/2029
Washington D.C.	Multifamily	10/15/2024	6.33%	98,900		97,570		97,570		10/9/2027	10/9/2029
San Jose (5)	Industrial	10/31/2024	12.00%	30,000		26,579		26,579		10/31/2027	10/31/2029
New York (4)	Multifamily	12/6/2024	6.38%	61,897		61,397		61,265		12/9/2027	12/9/2029
Orange County	Industrial	12/13/2024	6.58%	67,832		54,906		54,827		1/9/2028	1/9/2030
Riverside	Industrial	12/17/2024	6.83%	58,092		52,724		52,655		1/9/2028	1/9/2030
Ft Lauderdale	Self-Storage	12/18/2024	6.83%	14,251		14,044		14,044		1/9/2028	1/9/2030
Chicago	Industrial	12/20/2024	6.58%	31,802		30,426		30,381		1/9/2028	1/9/2030
Austin	Industrial	1/16/2025	6.68%	26,042		23,209		23,177		2/9/2028	2/9/2030
Raleigh	Student Housing	1/30/2025	6.33%	43,460		41,125		41,086		2/9/2027	2/9/2030
Columbia	Student Housing	2/6/2025	6.33%	29,750		27,421		27,396		2/9/2027	2/9/2030
Baton Rouge	Student Housing	2/6/2025	6.33%	29,500		25,406		25,383		2/9/2027	2/9/2030
Portland	Multifamily	2/13/2025	6.33%	60,165		59,483		59,355		3/9/2027	3/9/2030
Eugene	Student Housing	2/19/2025	6.33%	73,053		69,273		69,206		3/9/2027	3/9/2030
Austin	Student Housing	2/19/2025	6.33%	49,943		48,105		48,059		3/9/2027	3/9/2030


$ in thousands
Metropolitan Statistical Area	Property Type	Origination Date	Weighted Average Interest Rate(1)	Loan Amount(2)		Principal Balance Outstanding		Fair Value		Current Maturity	Maximum Maturity(3)
Knoxville	Student Housing	2/20/2025	6.33%	98,290		91,099		90,926		3/9/2027	3/9/2030
Philadelphia	Self-Storage	3/11/2025	6.73%	6,715		6,512		6,512		4/9/2028	4/9/2030
Minneapolis	Self-Storage	3/11/2025	6.73%	7,475		7,314		7,314		4/9/2028	4/9/2030
Athens	Student Housing	4/1/2025	6.13%	27,200		25,324		25,298		4/9/2027	4/9/2030
Athens	Student Housing	4/1/2025	6.13%	22,000		21,069		21,046		4/9/2027	4/9/2030
New York	Multifamily	4/15/2025	5.98%	25,682		23,029		23,029		5/9/2028	5/9/2030
Boston	Self-Storage	5/19/2025	6.48%	9,276		9,084		9,068		6/9/2028	6/9/2030
Portland	Multifamily	5/21/2025	6.03%	50,110		50,110		50,112		6/9/2027	6/9/2030
Various U.S.	Industrial	6/9/2025	5.93%	354,550		344,365		344,365		6/9/2028	6/9/2030
London, United Kingdom	Industrial	6/17/2025	6.58%	209,243		209,243		209,243		7/10/2027	7/10/2028
Seattle	Self-Storage	7/8/2025	6.43%	6,776		6,328		6,329		7/9/2028	7/9/2030
Orlando	Industrial	7/10/2025	6.33%	80,150		72,043		72,043		7/9/2028	7/9/2030
Europe	Industrial	7/28/2025	5.33%	50,466		50,466		50,466		10/7/2027	10/7/2029
Raleigh	Multifamily	8/8/2025	6.13%	47,870		41,079		41,080		8/9/2028	8/9/2030
Seattle	Multifamily	8/20/2025	6.18%	24,240		23,000		23,000		9/9/2028	9/9/2030
San Antonio	Industrial	9/11/2025	6.18%	39,546		33,860		33,865		10/9/2028	10/9/2030
Chicago	Multifamily	9/16/2025	6.03%	91,050		85,256		85,256		10/9/2028	10/9/2030
Various U.S.	Multifamily	9/30/2025	5.88%	255,500		254,000		253,715		10/9/2028	10/9/2030
Europe	Industrial	9/30/2025	5.58%	21,960		21,960		21,960		10/15/2027	10/15/2029
Salt Lake City	Self-Storage	10/14/2025	6.38%	9,780		9,405		9,409		11/9/2028	11/9/2030
New York (4)	Multifamily	10/14/2025	6.03%	140,500		134,496		134,499		10/9/2028	10/9/2030
Atlanta	Self-Storage	10/14/2025	6.38%	8,928		8,533		8,537		11/9/2028	11/9/2030
New York (4)	Multifamily	10/15/2025	5.73%	280,000		280,000		280,000		11/9/2028	11/9/2030
Sarasota	Multifamily	10/15/2025	6.03%	40,750		40,750		40,750		11/9/2028	11/9/2030
San Francisco	Multifamily	11/25/2025	6.03%	115,150		87,570		87,578		12/9/2027	12/9/2030
New York	Self-Storage	12/3/2025	6.23%	69,300		66,701		66,733		12/9/2028	12/9/2030
Riverside	Industrial	12/23/2025	6.48%	150,730		120,810		120,905		1/9/2029	1/9/2031
New York (4)	Multifamily	12/30/2025	5.91%	80,500		78,000		78,019		1/9/2029	1/9/2031
Phoenix	Multifamily	1/23/2026	6.03%	54,000		53,400		53,400		2/9/2028	2/9/2031
Baltimore	Industrial	2/3/2026	6.28%	42,100		37,500		37,516		2/9/2028	2/9/2031
Brighton, United Kingdom	Multifamily	2/27/2026	6.28%	222,949		216,937		216,937		4/9/2029	4/9/2031
San Francisco	Multifamily	3/12/2026	5.98%	136,532		128,760		128,810		4/9/2029	4/9/2031
Various U.S.	Multifamily	3/26/2026	5.87%	109,400		103,012		103,012		4/9/2029	4/9/2031
Miami	Industrial	3/30/2026	6.23%	50,638		44,788		44,788		4/9/2028	4/9/2031
Various U.K.	Industrial	4/22/2026	6.23%	204,093		204,093		204,093		4/22/2029	4/22/2031
Various Europe	Industrial	4/22/2026	4.69%	175,359		175,359		175,359		4/22/2029	4/22/2031
Fort Lauderdale	Industrial	5/4/2026	6.13%	59,500		49,950		49,950		5/9/2029	5/9/2031
Philadelphia	Multifamily	5/22/2026	6.03%	115,000		111,762		111,762		5/9/2029	5/9/2031
Various U.S.	Industrial	5/26/2026	6.28%	116,500		107,600		107,600		6/9/2029	6/9/2031
Various U.S.	Industrial	5/26/2026	6.13%	113,000		105,500		105,500		6/9/2029	6/9/2031
New York (4)	Multifamily	5/29/2026	6.13%	74,700		74,700		74,700		6/9/2029	6/9/2031
Boston	Medical Office	6/3/2026	6.81%	55,000		40,550		40,550		6/9/2029	6/9/2031
Dallas	Multifamily	6/29/2026	6.11%	71,827		69,878		69,878		7/9/2028	7/9/2031
Dallas	Multifamily	6/29/2026	6.11%	40,385		39,192		39,192		7/9/2028	7/9/2031
New York	Multifamily	6/30/2026	6.30%	350,000		88,738		88,738		6/9/2029	6/9/2031
Seattle	Industrial	6/30/2026	6.13%	65,500		59,300		59,300		7/9/2029	7/9/2031
			6.21%	$	6,623,818	$	6,065,288	$	6,062,942

(1)Represents weighted average interest rate of the most recent interest period in effect for each loan as of period end. Domestic loans earn interest at the one-month Term SOFR plus a spread. Euro denominated loans earn interest at three-month Euribor plus a spread. Our loans denominated in British pound sterling earn interest at three-month SONIA plus a spread.

(2)Loan amount consists of outstanding principal balance plus unfunded loan commitments.

(3)Maximum maturity assumes all extension options are exercised by the borrower; however, loans may be repaid prior to such date. Extension options are subject to certain conditions as defined in the respective loan agreement.

(4)Whole loan includes a senior mortgage loan and mezzanine note.

(5)This loan is a mezzanine loan.

Significant Borrowers/Sponsors

As of June 30, 2026, we have invested in 88 commercial real estate loans with a fair value of $6.1 billion. Within our loan portfolio, we have exposure to over 30 individual sponsors. Approximately 36% of the portfolio is sponsored by firms included in the PERE Top 10 and approximately 51% is sponsored by firms in the PERE Top 100 list of the largest 100 real estate private equity firms. PERE (Private Equity Real Estate), published by Private Equity International, is a recognized industry publication and data provider covering the global private real estate investment sector.

Our largest individual Sponsor portfolio includes ten individual loans affiliated with a single sponsor that together represent 14.3% of our loan portfolio. Our next largest individual Sponsor portfolio represents 11.5% of our loan portfolio across four facilities and an individual loan. A facility may contain individual loans that are cross-collateralized and cross-defaulted, but loans are not cross-collateralized nor cross-defaulted across facilities, and the credit exposure of each facility’s loans is contained within its distinct structure. No single facility or loan is greater than 10% of the portfolio.

Loan Risk Ratings

We evaluate each loan at origination and assign an overall risk rating based on several factors, including but not limited to, credit metrics and volatility, sponsorship, sector type, property condition and performance, and market to determine the overall health of each loan investment in the portfolio (“Loan Risk Rating”). Loans are rated “1” (very low risk), “2” (low risk), “3” (medium risk), “4” (high risk/potential for loss), or “5” (impaired/loss likely). We re-evaluate the loan risk ratings on our loan portfolio quarterly and update risk ratings as needed.

Our loan portfolio had a weighted-average loan risk rating of 2.8 as of June 30, 2026 and December 31, 2025.

Real Estate-Related Securities

As of June 30, 2026, our liquid real estate-related securities portfolio consisted of investments in commercial mortgage-backed securities (“CMBS”). The following table details overall statistics for our investments in real estate-related securities as of June 30, 2026:


$ in thousands	June 30, 2026
Number of investments	14
Principal balance	$	19,320
Amortized cost	$	19,343
Fair value	$	19,404
Period-end weighted average yield	6.09		%
Weighted average maturity date	July 2041

Financing and Other Liabilities

We finance the majority of our commercial real estate loan portfolio through collateralized loan obligations and secured financing facilities, which are structured as repurchase agreements and term lending agreements. Pursuant to our fair value option election described in the notes to our financial statements, we mark to market assets and liabilities associated with our financing arrangements for financial reporting purposes. For repurchase agreements with defined credit mark-to-market features, lenders may require us to provide additional margin in the form of cash or other forms of collateral in connection with underlying collateral value decreases, as is customary for agreements of this type. We have not received margin calls on any of our repurchase agreements to date. Certain of our financing arrangements, however, are not contractually subject to credit or capital markets mark-to-market provisions with respect to margin call rights (i.e., liability repayment) and are referred to in the below table as “Non-Mark-to-Market” financing arrangements.

On May 7, 2026, the Operating Partnership (the “Initial Borrower”) entered into a Revolving Credit Agreement with NatWest, as lender, lead arranger, and administrative agent. The Credit Agreement provides for a two‑tranche revolving credit facility consisting of (i) a Tranche A facility with no initial committed amount and (ii) a $100.0 million Tranche B facility.

In connection with the closing of our Revolving Credit Agreement with NatWest, the Company’s prior credit agreement was terminated, and all related liens were released.

We utilize the NatWest facility as a short-term cash management tool to pay fees and expenses and bridge portfolio-level financing arrangements. Our revolving line of credit had a weighted average borrowing rate of 6.90% as of June 30, 2026.

The table below summarizes our financing liabilities as of June 30, 2026(1). These facilities charge interest at one-month Term SOFR plus a spread for our USD denominated borrowings, three-month Euribor plus a spread for our Euro denominated borrowings, and three-month SONIA plus a spread for our British pound sterling denominated borrowings. Secured financing facilities had a weighted average borrowing rate of 5.06% as of June 30, 2026.


$ in thousands	Non-/Mark-to-Market on Collateral	Maximum Facility Size		Amount Outstanding		Available Balance

Collateralized Loan Obligations
INCREF 2026-FL2	Non-Mark-to-Market	$	1,088,692	$	1,088,692	$	—
INCREF 2025-FL1	Non-Mark-to-Market	1,040,842		1,040,842		—

Term Lending Agreements
INCREF Lending II	Non-Mark-to-Market	300,000		155,681		144,319
INCREF Lending III	Non-Mark-to-Market	72,840		68,000		4,840

Secured Lending Agreements




Morgan Stanley Bank	Mark-to-Market	750,000		374,178		375,822
Citibank	Mark-to-Market	1,300,000		695,653		604,347
Barclays	Mark-to-Market	500,000		346,268		153,732
Wells Fargo	Mark-to-Market	1,200,000		740,340		459,660
Bank of Montreal	Mark-to-Market	256,600		224,000		32,600
INCREF Repurchase I	Mark-to-Market	250,000		86,458		163,542
INCREF Repurchase II	Mark-to-Market	250,000		117,008		132,992
		$	7,008,974	$	4,937,120	$	2,071,854

Revolving Credit Facility		$	100,000	$	100,000	$	—

(1) See Note 5 — “Borrowings” and Note 6 — “Collateralized Loan Obligations” for important footnotes to the borrowings table and other disclosures.

Each of our secured financing facilities contains customary terms and conditions, including but not limited to, negative covenants relating to restrictions on our operations with respect to our status as a REIT, and financial covenants, such as a minimum interest coverage ratio covenant, a minimum tangible net worth covenant, a cash liquidity covenant and a leverage covenant.

Our Credit Agreement contains customary representations, warranties, and covenants, including financial covenants requiring a minimum adjusted tangible net worth, a minimum interest coverage ratio, minimum liquidity of the Initial Borrower based on net asset value, and a minimum fair value‑to‑cost ratio.

As of June 30, 2026, we were in compliance with the covenants of our financing facilities.

In May 2025, the Company financed a pool of loans and loan participations from its existing loan portfolio through INCREF 2025-FL1, contributing $1.2 billion of commercial real estate loan investments into INCREF 2025-FL1 and issuing $1.2 billion of notes. The Company currently retains $176.5 million of INCREF 2025-FL1. The rated notes bear interest at Term SOFR plus a spread and will mature at par on the payment date in October 2042, unless redeemed or repaid prior thereto. The proceeds from the issuance, after payment of certain fees and expenses, were primarily used to repay amounts owed to certain repurchase agreement facility lenders.

The table below summarizes our collateralized loan obligations as of June 30, 2026.


	Facility						Collateral
$ in thousands	Term	Weighted Average Interest Rate(1)	Amount Outstanding		Fair Value		Count	Principal Balance Outstanding		Fair Value
INCREF 2026-FL2	Dec 2043	5.27%	$	1,088,692	$	1,088,692	35	$	1,146,226	$	1,146,226
INCREF 2025-FL1	Oct 2042	5.67%	1,040,842		1,038,102		27	1,084,546		1,082,244
Total			$	2,129,534	$	2,126,794	62	$	2,230,772	$	2,228,470

(1) Represents the weighted average interest rate in effect as of June 30, 2026.

Results of Operations

For the three and six months ended June 30, 2026 and 2025, our results of operations consisted of:


	Three Months Ended June 30,						Six Months Ended June 30,
$ in thousands except per share amount	2026		2025		$ Change		2026		2025		$ Change
Net Interest Income
Commercial real estate loan interest income	$	90,785	$	55,221	$	35,564	$	167,910	$	102,062	$	65,848
Real estate-related securities interest income	260		50		210		494		50		444
Other interest income	1,154		1,059		95		2,019		2,034		(15)
Interest expense	(60,793)		(37,323)		(23,470)		(112,412)		(68,620)		(43,792)
Net interest income	31,406		19,007		12,399		58,011		35,526		22,485

Other Income (Expense)
Unrealized gain (loss) on loans, net	(19,661)		26,414		(46,075)		(35,891)		39,094		(74,985)
Gain (loss) on real estate-related securities, net	67		20		47		21		20		1
Unrealized gain (loss) on secured financing facilities, net	8,374		(20,681)		29,055		18,516		(29,155)		47,671
Unrealized gain (loss) on collateralized loan obligations, net	10,209		(5,153)		15,362		11,080		(5,153)		16,233
Gain (loss) on derivative instruments, net	1,318		(5,362)		6,680		7,577		(7,542)		15,119
Gain (loss) on foreign currency transactions, net	(3)		(117)		114		(469)		(108)		(361)
Loan arrangement fee income, net of related party expense of $3,494 and $4,957, and $3,246 and $5,365, for the three and six months ended June 30, 2026 and 2025, respectively.	10,484		3,459		7,025		14,864		5,578		9,286
Other income and (expense), net	(54)		290		(344)		138		579		(441)
Total other income (expense), net	10,734		(1,130)		11,864		15,836		3,313		12,523

Expenses
Management and performance fees - related party	4,140		1,838		2,302		7,944		3,668		4,276
Debt issuance and other financing costs related to borrowings, at fair value	11,735		5,478		6,257		16,603		10,394		6,209
Organizational costs	—		—		—		—		2		(2)
General and administrative	2,893		2,274		619		6,212		4,824		1,388
Total expenses	18,768		9,590		9,178		30,759		18,888		11,871

Net income (loss)	$	23,372	$	8,287	$	15,085	$	43,088	$	19,951	$	23,137
Net income (loss) attributable to non-controlling interest	3		—		3		6		—		6
Dividends to preferred stockholders	—		—		—		—		(2)		2
Issuance and redemption costs of redeemed preferred stock	—		—		—		—		(27)		27
Net income (loss) attributable to common stockholders	$	23,369	$	8,287	$	15,082	$	43,082	$	19,922	$	23,160

Earnings (loss) per share:
Net income (loss) attributable to common stockholders
Basic	$	0.45	$	0.26	$	0.19	$	0.87	$	0.68	$	0.19
Diluted	$	0.45	$	0.26	$	0.19	$	0.87	$	0.68	$	0.19
Weighted average number of shares of common stock
Basic	52,468,721		31,307,099		21,161,622		49,521,555		29,281,449		20,240,106
Diluted	52,468,743		31,307,126		21,161,617		49,521,678		29,281,501		20,240,177

(1) Net income in the above table differs from comprehensive income in the condensed consolidated statements of comprehensive income due to the currency translation adjustment of $24,000 and $(47,000), and $123,000 and $149,000, for the three and six months ended June 30, 2026 and 2025, respectively. The currency translation adjustment represents gains or losses from converting consolidated foreign subsidiaries' financial statements into the parent company's reporting currency for financial reporting purposes. These amounts do not result from operations and are not reflected above in net income.

Net Income (Loss) attributable to Common Stockholders

Net income (loss) attributable to common stockholders increased by $15.1 million during the three months ended June 30, 2026 and increased by $23.2 million during the six months ended June 30, 2026, as compared to the corresponding periods ending June 30, 2025. We originated or acquired 12 and 18 loans during the three and six months ended June 30, 2026, compared to 7 and 17 loan originations during the three and six months ended June 30, 2025. The increase across periods was primarily due to the increase in average earning assets during the period, as compared to June 30, 2025 and as illustrated in the table below.

Net Interest Income

Interest Income and Average Earning Asset Yields

The table below presents information related to our average earning assets and earning asset yields for the three and six months ended June 30, 2026 and 2025:


	Three Months Ended June 30,						Six Months Ended June 30,
$ in thousands	2026			2025			2026			2025
Average earning assets(1)	$	5,928,304		$	3,150,182		$	5,465,899		$	2,911,215
Average earning assets yield(2)	6.14		%	7.02		%	6.16		%	7.02		%

(1) Average earning assets are based on weighted month-end balances.

(2) Average earning asset yield is calculated by dividing interest income by average earning assets. All yields are annualized. Average earning assets yield decreased for the three months ended June 30, 2026 as compared to the prior period due to a combination of reduced benchmark rates and reduced pricing on our commercial real estate loan investments.

Interest Expense

The table below presents information related to our borrowings and cost of funds for the three and six months ended June 30, 2026 and 2025:


	Three Months Ended June 30,
	2026								2025
$ in thousands	Average Borrowings(1)		Interest Expense		Average Cost of Funds(2)		Maximum Borrowings(3)		Average Borrowings(1)		Interest Expense		Average Cost of Funds(2)		Maximum Borrowings(3)
Secured financing facilities	$	3,357,450	$	43,690	5.21	%	$	3,773,637	$	1,780,171	$	27,506	6.18	%	$	2,182,240
Revolving credit agreement	9,011		434		7.77	%	100,000		—		—		—	%	—
Collateralized loan obligations	1,375,616		16,669		4.85	%	2,130,380		995,910		9,817		5.91	%	995,976
Total	$	4,742,077	$	60,793	5.11	%	$	6,004,017	$	2,776,081	$	37,323	6.08	%	$	3,178,216


	Six Months Ended June 30,
	2026								2025
$ in thousands	Average Borrowings(1)		Interest Expense		Average Cost of Funds(2)		Maximum Borrowings(3)		Average Borrowings(1)		Interest Expense		Average Cost of Funds(2)		Maximum Borrowings(3)
Secured financing facilities	$	3,121,187	$	80,171	5.14	%	$	3,773,637	$	1,911,815	$	58,578	6.13	%	$	2,182,240
Revolving credit agreement	19,497		915		6.73	%	156,000		6,221		225		7.25	%	135,000
Collateralized loan obligations	1,186,925		31,326		5.28	%	2,130,380		995,910		9,817		5.91	%	995,976
Total	$	4,327,609	$	112,412	5.19	%	$	6,060,017	$	2,913,946	$	68,620	6.06	%	$	3,313,216

(1) Average borrowings are generally based on weighted month-end balances. In the absence of month-end balances, average daily balances are used. Average borrowings increased to finance new investments which grew correspondingly during the period.

(2) Average cost of funds is calculated by dividing annualized interest expense by average borrowings, excluding unused and make-whole fees. Interest expense for our revolving credit agreement includes unused fees of $134,000 and make-whole fees of $129,000 for the

three and six months ended June 30, 2026. These fees relate to maintaining the new revolving credit agreement entered into on May 7, 2026 and did not exist in the former revolving credit agreement.

(3) Amount represents the maximum borrowings at each month-end within the period.

Other Income (Expense), Net

Unrealized gain (loss) on loans, net, and Unrealized gain (loss) on secured financing facilities, net

Unrealized gains (losses) on loans and secured financing facilities are comprised of unrealized fair value market price changes and unrealized changes in foreign exchange rates. The tables below present these components for the three and six months ended June 30, 2026 and 2025:


$ in thousands	Three Months Ended June 30, 2026		Six Months Ended June 30, 2026
Loans
Unrealized gain (loss) on fair value marks	$	(9,335)	$	(9,937)
Unrealized gain (loss) on foreign exchange revaluation	(10,326)		(25,954)
Unrealized gain (loss) on loans, net	$	(19,661)	$	(35,891)

Secured financing facilities
Unrealized gain (loss) on fair value marks	$	100	$	343
Unrealized gain (loss) on foreign exchange revaluation	8,274		18,173
Unrealized gain (loss) on secured financing facilities, net	$	8,374	$	18,516


$ in thousands	Three Months Ended June 30, 2025		Six Months Ended June 30, 2025
Loans
Unrealized gain (loss) on fair value marks	$	935	$	2,791
Unrealized gain (loss) on foreign exchange revaluation	25,479		36,303
Unrealized gain (loss) on loans, net	$	26,414	$	39,094

Secured financing facilities
Unrealized gain (loss) on fair value marks	$	277	$	82
Unrealized gain (loss) on foreign exchange revaluation	20,404		29,073
Unrealized gain (loss) on secured financing facilities, net	$	20,681	$	29,155

Unrealized gain (loss) on collateralized loan obligations, net

Unrealized gain (loss) on collateralized loan obligations, net was a net gain of $10.2 million and $11.1 million for the three and six months ended June 30, 2026. Unrealized gain (loss) on collateralized loan obligations, net was a net loss of $5.2 million for both the three and six months ended June 30, 2025.

Gain (loss) on derivatives, net

We enter into currency forward contracts to help mitigate the impact of changes in foreign currency exchange rates on our investments and financing transactions denominated in currencies other than the United States dollar. Despite being economic hedges, we have elected not to treat our foreign currency forwards as hedges for accounting purposes and, therefore, the realized and unrealized gains and losses associated with such instruments are included in gain (loss) on derivative instruments, net and may not fully offset the foreign exchange gains and losses on the loans and secured financing facilities. For the three and six months ended June 30, 2026, we recorded a realized loss of $1.3 million and a realized gain of $1.2 million, and an unrealized gain of $2.7 million and $6.3 million, respectively, on currency forward contracts. For the three and six months ended June 30, 2025, we recorded a realized loss of $4,000 and a realized gain of $0.1 million, and an unrealized loss of $5.4 million and $7.7 million, respectively, on currency forward contracts.


$ in thousands	Three Months Ended June 30, 2026		Six Months Ended June 30, 2026
Unrealized foreign exchange gain (loss) on loans	$	(10,326)	$	(25,954)
Realized foreign exchange gain (loss) on loans	(60)		(60)
Unrealized foreign exchange gain (loss) on secured financing facilities	8,274		18,173
Realized foreign exchange gain (loss) on secured financing facilities	48		48
Gain (loss) on foreign currency transactions, net	(3)		(469)
Gain (loss) on derivative instruments, net	1,318		7,577
Net impact of hedged foreign exchange	$	(749)	$	(685)


$ in thousands	Three Months Ended June 30, 2025		Six Months Ended June 30, 2025
Unrealized foreign exchange gain (loss) on loans	$	25,479	$	36,303
Unrealized foreign exchange gain (loss) on secured financing facilities	(20,404)		(29,073)

Gain (loss) on derivative instruments, net	(5,362)		(7,542)
Net impact of hedged foreign exchange	$	(287)	$	(312)

Loan arrangement fee income, net of related party expense

Effective June 2026, the Company changed the name of commitment fee income to loan arrangement fee income. Prior-period references to commitment fee income have been conformed to the current-period presentation as loan arrangement fee income. The change did not affect recognition or measurement as solely the name of the fee was changed. Borrowers pay a loan arrangement fee that is calculated as a percent of the whole loan on a fully-funded basis, as determined by the Adviser at the time of origination. We pay our Adviser 50% (not to exceed 0.5% of the whole loan amount on a fully-funded basis) of any loan arrangement fee charged to borrowers in connection with each new loan. As part of the Adviser’s ongoing commitment to our continued success and to benefit the Company and its stockholders, the Adviser elected to irrevocably waive half of the loan arrangement fees payable to the Adviser in connection with each new loan originated during the period commencing January 1, 2026 through December 31, 2026. On August 7, 2026, we entered into an Amended and Restated Advisory Agreement with the Adviser to make permanent the decrease in the loan arrangement fees payable to the Adviser, such that loan arrangement fees payable to the Adviser are equal to 25% of any loan arrangement fee charged to borrowers in connection with each new loan (not to exceed 0.25% of the whole loan on a fully funded basis). For the three and six months ended June 30, 2026, the amount waived equaled $3.5 million and $5.0 million, respectively.

We recognize loan arrangement fees immediately in earnings because we elected the fair value option for our loan investments. For the three and six months ended June 30, 2026 and 2025, respectively, we earned approximately $10.5 million and $14.9 million, and $3.5 million and $5.6 million, respectively, of loan arrangement fee income, after related party expenses. We originated or acquired 12 and 18 loans during the three and six months ended June 30, 2026, compared to 7 and 17 loan originations during the three and six months ended June 30, 2025.

Expenses

Our expenses for the three and six months ended June 30, 2026 totaled $18.8 million and $30.8 million and primarily consisted of management and performance fees, debt issuance and other financing costs, and general and administrative expenses. Expenses increased by $9.2 million and $11.9 million as compared to the three and six months ended June 30, 2025. The number of commercial real estate loan investments increased to 88 at June 30, 2026 from 63 at June 30, 2025.

Management fees and performance fees began to accrue on March 1, 2024. Management fees are accrued monthly and paid quarterly in arrears and performance fees are paid annually. The management fee is based on our NAV and is paid to the Adviser as compensation for services provided under the Advisory Agreement. The performance fee is based on Performance Fee Income, as defined in our Advisory Agreement. We will not pay the Adviser a performance fee with respect to any class of shares that has a negative total return per share for the calendar year. Total return is determined based on total distributions plus the change in NAV. During the three and six months ended June 30, 2026, we incurred management fees of $2.6 million and $4.8 million and performance fees of $1.5 million and $3.1 million. During the three and six months ended June 30, 2025, we incurred management fees of $1.3 million and $2.4 million and performance fees of $0.5 million and $1.3 million, respectively.

We expense debt issuance costs as incurred because we elected the fair value option for our secured financing facilities and revolving credit facility. When we incur debt issuance costs prior to a debt facility closing, we expense the costs as incurred if we intend to elect the fair value option to account for the debt facility and the closing is probable as of the balance sheet date. Our debt issuance and other financing costs primarily consist of upfront lender fees and legal costs directly associated with entering into our debt facilities. During the three and six months ended June 30, 2026 and 2025, we incurred debt issuance and other financing costs of $11.7 million and $16.6 million, and $5.5 million and $10.4 million, respectively. In the 2026 period, we incurred upfront costs for INCREF 2026-FL2, a new repurchase facility, and upsizing three existing repurchase facilities; whereas in the 2025 period, we incurred upfront costs for INCREF 2025-FL1 and a new repurchase facility. For the three and six months ended June 30, 2026, average secured financing facilities borrowings were $3.4 billion and $3.1 billion, respectively, as compared to $1.8 billion and $1.9 billion for the three and six months ended June 30, 2025, respectively.

Our general and administrative expenses primarily consisted of investing, accounting, auditing, legal and other professional fees. Our general and administrative expenses for the three and six months ended June 30, 2026 increased by $0.6 million and $1.4 million, respectively, as compared to the three and six months ended June 30, 2025. The increase is reflective of the increase in activity over the comparative period.

Net Asset Value (“NAV”)

We calculate our NAV each month in accordance with valuation guidelines approved by our board of directors. We calculate our NAV for each class of shares based on the net asset values of our investments (including but not limited to commercial real estate loans and debt securities), the addition of any other assets (such as cash, restricted cash, receivables, and other assets obtained in the ordinary course of business), and the deduction of any liabilities (including but not limited to financing facilities, Company-level credit facilities, securitized loans, payables, and other liabilities incurred in the ordinary course of business). NAV is not a measure used under generally accepted accounting principles in the United States of America (“GAAP”) and the valuations of and certain adjustments made to our assets and liabilities used in the determination of NAV differs from GAAP. NAV is not equivalent to equity or any other GAAP measure.

The following table details the major components of our NAV as of June 30, 2026 and December 31, 2025:


$ in thousands, except share data	June 30, 2026		December 31, 2025
Commercial real estate loan investments, at fair value	$	6,062,942	$	4,702,728
Real estate-related securities, at fair value	19,404		14,818
Cash and cash equivalents	75,728		16,557
Restricted cash	126,389		29,058
Interest receivable	30,072		20,746

Derivative assets, at fair value	5,731		615
Other assets(1)	134,782		736
Unamortized debt costs	23,681		13,329
Secured lending agreements, at fair value	(2,583,774)		(2,359,543)
Term lending agreements, at fair value	(223,681)		(223,033)
Collateralized loan obligations, at fair value	(2,126,794)		(1,005,157)
Revolving credit facility, at fair value	(100,000)		(55,000)
Interest payable	(19,170)		(12,795)
Derivative liabilities, at fair value	(777)		(1,992)

Dividends and distributions payable	(8,234)		(6,536)
Accounts payable, accrued expenses and other liabilities	(31,952)		(31,526)
Due to affiliates(2)	(13,840)		(14,039)
Non-controlling interest liquidation preference	(125)		—
Net asset value	$	1,370,382	$	1,088,966
Number of outstanding shares(3)	54,254,336		43,168,734

(1) Other assets include $1.0 million of prepaid expenses, $133.6 million principal and interest due from servicer, and $0.1 million related to the elimination of the impact of the net mark-to-market on retained CLO interests as of June 30, 2026. As of December 31, 2025, other assets include $0.4 million of prepaid expenses, $0.2 million of deferred offering costs and $0.1 million related to the elimination of the impact of the net mark-to-market on retained CLO interests.

(2) Excludes (i) amounts advanced by the Adviser of $9.2 million and $10.9 million for organizational, offering and operating expenses as of June 30, 2026 and December 31, 2025, respectively and (ii) accrued stockholder servicing fees not currently payable to the Dealer Manager of $26.4 million and $22.4 million as of June 30, 2026 and December 31, 2025, respectively.

(3) Includes 6,440,874 and 5,048,509 shares of common stock held by an Invesco affiliate that are classified as redeemable common stock as of June 30, 2026 and December 31, 2025, respectively.

The following table provides a breakdown of our total NAV and NAV per share by class as of June 30, 2026:


$ in thousands, except per share data	Class S Shares		Class S-1 Shares		Class D Shares		Class D-1 Shares		Class I Shares		Class E Shares		Class F Shares		Total
Net asset value	$	45,415	$	629,340	$	37,645	$	8,126	$	354,321	$	54,572	$	240,963	$	1,370,382
Number of outstanding shares(1)	1,820,933		25,120,856		1,510,856		325,698		14,164,667		2,097,235		9,214,091		54,254,336
NAV Per Share	$	24.94	$	25.05	$	24.92	$	24.95	$	25.01	$	26.02	$	26.15

(1) Includes 1,498,498 Class S shares, 1,499,487 Class D shares, 1,495,127 Class I shares and 1,947,762 Class E shares that are classified as redeemable common stock.

Reconciliation of Equity to NAV

NAV is not a measure used under GAAP. In addition, there is no rule or regulation that requires we calculate NAV in a certain way. As a result, other REITs may use different methodologies or assumptions to determine NAV. Our monthly NAV is determined in accordance with valuation guidelines that have been approved by our board of directors. The treatment of certain assets and liabilities used for the determination of NAV under these guidelines differs from GAAP. NAV is not equivalent to equity or any other GAAP measure.

The following table reconciles GAAP equity per our condensed consolidated balance sheets to our NAV:


$ in thousands	June 30, 2026		December 31, 2025
Equity	$	1,147,840	$	914,643
Adjustments:
Redeemable common stock - related party	163,324		127,691
Advanced organizational, offering and operating expenses	9,198		10,870
Accrued stockholder servicing fees not currently payable(1)	26,362		22,352
Unamortized debt costs	23,681		13,329
Elimination of impact of net mark-to-market on retained CLO interests	102		81
Non-controlling interest liquidation preference	(125)		—
NAV	$	1,370,382	$	1,088,966

(1) We have accrued stockholder servicing fees totaling $26.8 million of which $0.4 million is currently payable to the Dealer Manager as of June 30, 2026 and totaling $22.4 million of which $0.4 million was payable to the Dealer Manager as of December 31, 2025.

We classify common stock held by Invesco Realty, Inc. (“Invesco Realty”), an affiliate, as redeemable common stock, which is not a component of equity on our GAAP condensed consolidated balance sheets. Due to the redemption terms and other features of these shares described in Note 11 — “Redeemable Common Stock - Related Party” of our Condensed Consolidated Financial Statements, we include the redemption value of these shares in our NAV as of each reporting date.

Given their timing and substantial size, reflecting organizational, offering and operating expenses in NAV when incurred can be overly punitive to the NAV per share of early investors and reduce cash available for new investments that will inure to the benefit of later investors. To help mitigate the impact of this timing difference, the Adviser incurred the bulk of these costs on our behalf and agreed to allow them to be repaid after a reasonable initial period over a fixed period of time. Under the terms of our Advisory Agreement, the Adviser advanced all of our organizational, offering and operating expenses (other than upfront selling commissions and ongoing stockholder servicing fees) incurred through May 31, 2024. Starting in December of 2024, we began reimbursing the Adviser for these costs ratably over 52 months. We will decrease our NAV by the amount of each monthly repayment made to the Adviser during the reimbursement period. These costs were expensed as incurred in our GAAP financial statements.

Under the terms of our agreement, the Dealer Manager is entitled to receive upfront selling commissions and stockholder servicing fees for Class S, Class S-1, Class D, and Class D-1 shares sold in the Continuous Offering. Under GAAP, we accrue the full amount of stockholder servicing fees payable over an estimated investor holding period as an offering cost at the time each Class S, Class S-1, Class D and Class D-1 share is sold during the Continuous Offering and treat the amount as an offset (reduction) to Additional Paid-In Capital. As the actual monthly amounts are remitted to the Dealer Manager, the NAV is reduced by a corresponding amount.

We have elected the fair value option for our financing facilities and expense debt issuance costs in accordance with GAAP. However, when calculating our NAV, we capitalize debt issuance and other financing costs, including original issuance discounts, as incurred and expense the costs over the life of the financing arrangement so that the costs to maintain the financing arrangement are borne by all investors who benefit from their use, rather than just those who were invested during the period in which the financing arrangement was implemented.

The consolidated INCREF 2025-FL1 and INCREF 2026-FL2 (“CLO Issuers”) assets and notes held by third parties are presented on the condensed consolidated balance sheet at fair value and are also included in our NAV as assets and liabilities at fair value. The difference between the consolidated CLO Issuers’ assets and the third-party liabilities is equivalent to the Company’s retained interest, which is eliminated in consolidation. The net changes in valuation of the CLO Issuers’ loan assets and third party notes from period to period are adjusted from GAAP when presenting NAV. We typically sell offered notes to third parties and retain classes below the offered notes, but in some cases, we retain a portion of the offered notes. The Company intends to hold its retained interests until maturity, unless deemed permanently impaired or a strategic opportunity presents itself. If the Adviser deems any portion of its retained interest impaired, such credit loss will be recognized in the net asset value calculation. Impairment is indicated when it is deemed probable that we will not be able to collect all amounts due to us pursuant to the terms of our retained interest.

Distributions

We generally intend to distribute substantially all of our taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to our stockholders each year to comply with the REIT provisions of the Code. Distributions are at the discretion of our board of directors and include a review of earnings, cash flow, liquidity and capital resources.

The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the applicable distributor.

For the three and six months ended June 30, 2026 and 2025, we declared distributions of $23.8 million and $44.9 million, and $14.3 million and $27.3 million, respectively.

The following tables summarize our distributions declared during the three and six months ended June 30, 2026 and 2025.


	Three Months Ended June 30,
	2026				2025
$ in thousands	Amount		Percentage		Amount		Percentage
Distributions
Payable in cash	$	8,953	38	%	$	5,158	36	%
Reinvested in shares	14,878		62	%	$	9,191	64	%
Total distributions	$	23,831	100	%	$	14,349	100	%
Sources of Distributions
Cash flows from operating activities	$	23,831	100	%	$	14,349	100	%


Total sources of distribution	$	23,831	100	%	$	14,349	100	%

Net cash provided by operating activities	$	35,845			$	19,451


	Six Months Ended June 30,
	2026				2025
$ in thousands	Amount		Percentage		Amount		Percentage
Distributions
Payable in cash	$	16,524	37	%	$	10,073	37	%
Reinvested in shares	28,392		63	%	$	17,219	63	%
Total distributions	$	44,916	100	%	$	27,292	100	%
Sources of Distributions
Cash flows from operating activities	$	44,916	100	%	$	27,292	100	%


Total sources of distribution	$	44,916	100	%	$	27,292	100	%

Net cash provided by operating activities	$	58,579			$	30,722

The table below details the net distribution per share for each of our common share classes for the six months ended June 30, 2026:


Declaration Date	Class S Shares		Class S-1 Shares		Class D Shares		Class D-1 Shares		Class I Shares		Class E Shares		Class F Shares
January 31, 2026	$	0.1571	$	0.1419	$	0.1600	$	—	$	0.1600	$	0.1600	$	0.1600
February 28, 2026	0.1567		0.1437		0.1600		0.1552		0.1600		0.1600		0.1600
March 31, 2026	0.1563		0.1420		0.1599		0.1547		0.1600		0.1600		0.1600
April 30, 2026	0.1564		0.1425		0.1600		0.1549		0.1600		0.1600		0.1600
May 31, 2026	0.1568		0.1420		0.1599		0.1547		0.1600		0.1600		0.1600
June 30, 2026	0.1569		0.1425		0.1599		0.1549		0.1600		0.1600		0.1600
Total(1)	$	0.9402	$	0.8546	$	0.9597	$	0.7744	$	0.9600	$	0.9600	$	0.9600

(1) The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the Dealer Manager.

Liquidity and Capital Resources

Liquidity is a measure of our ability to meet potential cash requirements, including ongoing commitments to pay dividends, fund investments, repay borrowings, and fund other general business needs, including our offering and operating expenses. Our offering and operating expenses include, among other things, the management and performance fees we pay to the Adviser, selling commissions, dealer manager fees and stockholder servicing fees we pay to the Dealer Manager, legal, audit and valuation expenses, federal and state filing fees, administrative fees, and transfer agent fees. The Adviser and its affiliates provide us with our management team, including our officers and appropriate support personnel. The Adviser or the Adviser's affiliates may provide us services that would otherwise be performed by third parties. In such event, we will reimburse the Adviser or the Adviser's affiliate the cost of performing such services provided that such reimbursements will not exceed the amount that would be payable if such services were provided by a third party in an arm’s-length transaction.

Our sources of funds for liquidity consist of the net proceeds from our Continuous Offering, net cash provided by operating activities, proceeds and available borrowings from our secured financing facilities, collateralized loan obligations, and our revolving credit facility, loan repayments, uncalled capital commitments, and future issuances of equity and/or debt securities.

As of June 30, 2026, we had unfunded commitments of $558.5 million for certain of our commercial real estate loan investments. We currently believe that we have sufficient liquidity and capital resources available to settle these unfunded commitments, for the acquisition of additional investments, repayments on borrowings, the payment of cash dividends as required for continued qualification as a REIT, and to repurchase shares of our common stock under our share repurchase plan. Cash needs for items other than loan originations and asset acquisitions, including distributions, are generally met from operations, and cash needs for loan originations and asset acquisitions are funded by our continuous private offering and debt financings. However, there may be a delay between the sale of our shares and our origination of loan assets or purchase of assets that could result in a delay in the benefits to our stockholders, if any, of returns generated from our investment operations.

We held cash and cash equivalents of $75.7 million and restricted cash of $126.4 million as of June 30, 2026. Our cash and cash equivalents change due to normal fluctuations in cash balances related to the timing of principal and interest payments and loan origination and funding activity. Our restricted cash changes based on the volume of new subscriptions for our shares, for payment of dividends by foreign subsidiaries after regulatory approval has been obtained, and for cash held by the Company’s collateralized loan obligations issuer pending reinvestment in eligible collateral.

The following table sets forth changes in cash and cash equivalents and restricted cash:


	Six Months Ended June 30,
$ in thousands	2026		2025
Cash flows provided by operating activities	$	58,579	$	30,722
Cash flows used in investing activities	(1,530,622)		(1,129,789)
Cash flows provided by financing activities	1,628,539		1,122,910
Effect of exchange rate changes on cash, cash equivalents and restricted cash	6		40
Net change in cash, cash equivalents and restricted cash	$	156,502	$	23,883

Operating activities — Cash flows provided by operating activities increased $27.9 million during the six months ended June 30, 2026 compared to the corresponding period in 2025 primarily driven by the increase in net interest income, which is income generated by our investments less financing costs. The increase in net interest income was primarily due to an increase of $65.8 million in commercial real estate loan interest income resulting from an increase of $2.6 billion in average earning assets, partially offset by an increase of $43.8 million in interest expense resulting from an increase in average borrowings of $1.4 billion.

Investing activities — Cash flows used in investing activities increased $400.8 million during the six months ended June 30, 2026 compared to the corresponding period in 2025 and consisted of originating eighteen commercial real estate loan investments during the period. Originations and fundings of loans during the six months ended June 30, 2026 totaled $1.8 billion compared to $1.1 billion during the corresponding period in 2025. The increase was partially offset by principal payments received from commercial real estate loan repayments and additional purchases of real estate-related securities in the prior-year period as compared to the current period.

Financing activities — Cash flows provided by financing activities increased $505.6 million during the six months ended June 30, 2026 compared to the corresponding period in 2025 primarily driven by net proceeds from our revolving credit facility, net proceeds from our secured financing facilities, net proceeds from the issuance of common stock, proceeds from the issuance of redeemable common stock, and repurchases of redeemable common stock in the prior-year period. Proceeds from collateralized loan obligations provided additional proceeds in the current-year period as compared to the prior-year period. The increase was partially offset by repurchases of common stock and an increase in total payments of dividends in the current-year period.

As of June 30, 2026, our total assets were approximately $6.5 billion and consisted primarily of 88 investments in commercial real estate loans totaling $6.1 billion, restricted cash of $126.4 million and cash and cash equivalents of $75.7 million. We financed our commercial real estate loan investments with $2.8 billion of secured financing facility borrowings and $2.1 billion of collateralized loan obligations.

Our primary sources of liquidity as of June 30, 2026 and December 31, 2025 are summarized in the following table:


$ in thousands	June 30, 2026		December 31, 2025
Cash and cash equivalents	$	75,728	$	16,557
Available borrowings under revolving credit agreements	—		107,000
Available borrowings under secured financing facilities	2,071,854		997,028
Total sources of liquidity	$	2,147,582	$	1,120,585

Our target Leverage Ratio is 50% to 65% of the aggregate value of the underlying collateral of our senior loan investments, and our maximum permitted Leverage Ratio is 65%. “Leverage Ratio,” defined by the investment guidelines adopted by our Board, is measured by dividing (x) the sum of our outstanding liabilities under our direct leverage portfolio-level financing facilities by (y) the aggregate of the underlying collateral securing the loans in our portfolio that are not subordinated loans at the time such leverage is incurred.

The collateralized loan obligation financing includes a 30-month reinvestment period beginning in May 2025 for INCREF 2025-FL1 and in June 2026 for INCREF 2026-FL2 (unless, before such date, all of the notes are redeemed or an event of default occurs and is continuing) during which we may acquire additional collateral interests, subject to the satisfaction of certain conditions set forth in the indenture, allowing us to generate incremental liquidity and maintain the aggregate amount of collateral assets in the CLO and the related financing that is outstanding.

We also may use Company-level credit facilities or other financing arrangements that are not secured by our loan portfolio assets or other investments as short-term cash management tools to pay fees and expenses and bridge portfolio-level financing arrangements. There is no limit on the short-term indebtedness we may incur under revolving credit facilities, but any of these amounts outstanding for 12 months or longer will be factored into the Leverage Ratio.

Invesco Realty had previously committed to purchase up to $300.0 million in shares of our common stock (the “Invesco Subscription Agreement”). Invesco Realty had committed to purchase $150.0 million in capital under the Invesco Subscription Agreement in one or more closings through March 23, 2028. On May 1, 2026, Invesco Realty purchased an additional $30.0 million in shares of our common stock resulting in a total of $150.0 million in shares purchased.

Invesco Realty may not submit its shares for repurchase under our share repurchase plan until the earlier of March 23, 2028 and the date that our aggregate NAV is at least $1.5 billion. We can only accept a repurchase request from Invesco Realty after all requests from unaffiliated stockholders have been fulfilled. We may elect to repurchase all or any portion of the shares acquired by Invesco’s affiliate at any time at a per share price equal to the most recently determined NAV per share for the applicable share class.

An institutional investor purchased $200 million of our Class F shares during 2024. The Class F stockholder may not submit its shares for repurchase under our share repurchase plan until the earlier of March 23, 2028 and the date our aggregate NAV reaches $1.5 billion. However, the Class F stockholder is entitled to request that we repurchase its shares in the event that there is a Key Person Event or a Material Strategy Change, as such terms are defined in the Class F subscription agreement.

If we are unable to continue raising substantial funds in our Continuous Offering, we will make fewer investments resulting in less diversification in terms of the type, number, and size of investments we make. Our inability to raise substantial funds would increase our fixed operating expenses as a percentage of gross income, reduce our net income, and limit our ability to make distributions.

Reimbursement of Certain Costs Paid by the Adviser

Under the terms of our Advisory Agreement, the Adviser advanced all of our organizational, offering and operating expenses (other than upfront selling commissions and ongoing stockholder servicing fees) incurred through May 31, 2024. Starting in December 2024, we began reimbursing the Adviser for these costs ratably over 52 months. As of June 30, 2026, we owe the Adviser approximately $9.2 million for the remaining outstanding balance of the expenses advanced by the Adviser under this arrangement. Any operating expenses incurred by the Adviser on behalf of the fund after May 31, 2024 are reimbursed quarterly to the Adviser.

Starting with the quarter ended June 30, 2025, we may not reimburse the Adviser at the end of any fiscal quarter for Total Operating Expenses (as defined in the Advisory Agreement) that exceed the greater of 2% of average invested assets or 25% of net income determined without reduction for any non-cash reserves and excluding any gain from the sale of our assets for that period (the “2%/25% Guidelines”) for the four consecutive fiscal quarters then ended. We may reimburse the Adviser for expenses in excess of the 2%/25% Guidelines if a majority of our independent directors determines that such excess expenses are justified based on unusual and non-recurring factors. Operating expenses for the four consecutive fiscal quarters ended June 30, 2026 did not exceed the 2%/25% Guidelines.

Refer to Note 10 — “Related Party Transactions” of our Notes to Condensed Consolidated Financial Statements.

Forward-Looking Statements Regarding Liquidity

During the periods when we are selling more shares than we are repurchasing, we primarily use our capital to acquire our investments, which we also fund with other capital resources. During periods when we are repurchasing more shares than we are selling, we may use our capital to fund repurchases. We continue to believe that our current liquidity position is sufficient to meet the needs of our business.

In addition, we may have other funding obligations, which we expect to satisfy with the cash flows generated from our investments and our capital resources described above. Such obligations may include distributions to our stockholders, operating expenses, repayment of indebtedness, and debt service on our outstanding indebtedness. Our operating expenses include, among other things, the management fee and performance fee we pay to the Adviser, both of which will impact our liquidity to the extent the Adviser elects to receive such payments in cash, or subsequently redeems Class E shares previously issued to them. To date, the Adviser has elected to be paid in Class E shares, resulting in a non-cash expense. At certain times, the Adviser has redeemed previously issued Class E shares in cash.

Contractual Obligations and Commitments

Commitments and contingencies may arise in the ordinary course of business. As of June 30, 2026, we had unfunded commitments of $558.5 million for 71 of our commercial real estate loan investments. The unfunded commitments generally consist of funding for leasing costs, interest reserves and capital expenditures. Funding depends on timing of lease-up, renovation and capital improvements as well as satisfaction of certain cash flow tests. Therefore, the exact timing and amounts of such future loan fundings are uncertain. We expect to fund our loan commitments over the remaining current maturity of the related loans of 2.38 years.

We have also committed to pay counterparty legal, diligence and other fees in connection with new financing facilities in the ordinary course of business.

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. As of June 30, 2026, we were not involved in any material legal proceedings.

Critical Accounting Policies and Estimates

There have been no significant changes to our critical accounting policies and estimates that are disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company may be exposed to market risk with respect to the fair value of commercial real estate loans and borrowings due to changes in market conditions, including spreads, benchmark interest rates, property cash flows, and commercial property values that serve as collateral. While we do not seek to avoid risk completely, we believe that risk can be quantified from historical experience, and we seek to actively manage that risk, to earn sufficient compensation to justify taking those risks and to maintain capital levels consistent with the risks we undertake.

Interest Rate Risk

Interest rate risk is highly sensitive to many factors, including governmental, monetary and tax policies, domestic and international economic and political considerations, and other factors beyond our control. We are exposed to interest rate volatility primarily as a result of the floating rate nature of the commercial real estate loans we hold and the financing we place on them. Additionally, we may use Company-level credit facilities featuring floating interest rates for liquidity and working capital purposes. Furthermore, we may make investments in fixed and floating rate debt securities; the value of our positions may increase or decrease depending on interest rate movements. Finally, interest rate changes may impact the availability of financing needed to expand our investment portfolio.

A rise in benchmark interest rates, such as SOFR, can be expected to lead to higher interest income earned (calculated as benchmark interest rate plus spread) on any variable rate commercial real estate loan we may hold and to declines in the value of any fixed rate commercial real estate loan we may hold. Rising benchmark interest rates carry default risk to our borrowers, because debt service payments may increase relative to cash flows from underlying properties, triggering borrower liquidity covenants. Therefore, we expect to protect interest income by requiring borrowers to purchase benchmark interest rate caps, which provides a hedge against rising benchmark interest rates, whereby the borrower will receive excess cash if benchmark interest rates exceed predetermined strike prices. Furthermore, rising benchmark interest rates also cause our overall cost of borrowing to increase, partially offsetting any increase in elevated interest income earned on our variable rate commercial real estate loan. We may use derivative financial instruments to hedge benchmark interest rate exposure on our borrowings to mitigate the impact on our debt service payments. An increase in benchmark interest rates may result in an increase in our net interest income and the amount of performance fees payable to the Adviser.

A decline in benchmark interest rates can be expected to lead to lower interest income earned from any variable rate commercial real estate loan we hold and increases in the value of any fixed rate commercial real estate loan we may hold. To mitigate the impact of reduced earnings as a result of declining benchmark interest rates, we expect to structure benchmark interest rate floors into each loan where the borrower will be required to pay minimum debt service payments should benchmark interest rates fall below a predetermined rate. Additionally, reduced benchmark interest rates also cause our overall cost of borrowings to decrease. Because our borrowings do not feature interest rate floors, but our variable rate commercial real estate loans feature minimum debt service payments due to us, declining benchmark interest rates below the structured floors may result in an increase to the net interest income received and an increase in the amount of performance fees payable to the Adviser.

As of June 30, 2026, we had $6.1 billion of floating rate commercial real estate loans, $2.8 billion of floating rate secured financing facilities, $2.1 billion of floating rate collateralized loan obligations, $100.0 million balance outstanding on our revolving credit facility, and $17.0 million of floating rate real estate-related securities.

The net interest income sensitivity analysis table presented below shows the estimated impact over a twelve-month period of an instantaneous parallel shift in the yield curve, up and down by 50 basis points and 100 basis points on our net interest income, assuming no changes in the composition of our commercial real estate loan investment portfolio and our outstanding borrowings in effect as of June 30, 2026. The analysis presented utilized assumptions, models and estimates of our Adviser based on our Adviser’s judgment and experience. Actual results could differ significantly from those estimated in the interest rate sensitivity table.


$ in thousands	At June 30, 2026
Change in Interest Rates	Projected Increase (Decrease) in Net Interest Income		Percentage Change in Projected Net Interest Income
+1.00%	$	12,343	9.58	%
+0.50%	$	6,129	4.75	%
-0.50%	$	(5,993)	(4.65)	%
-1.00%	$	(8,908)	(6.91)	%

As mentioned above, all of our variable rate commercial real estate loans have interest rate floors while our borrowings do not have floors. As a result, a decline in benchmark rates decreases our borrowing costs while loan income decreases only to the floor, which we anticipate would result in an increase in net interest income should benchmark interest rates fall below a predetermined rate.

Certain assumptions have been made in calculating the interest rate risk sensitivities and, as such, there can be no assurance that assumed events will occur or that other events will not occur that would affect the outcomes. The interest rate scenarios assume interest rates at June 30, 2026. Furthermore, while the analysis reflects the estimated impact of interest rate increases and decreases on a static portfolio, we actively manage the size and composition of our investments, which can result in material changes to our interest rate risk in the portfolio. The analysis does not consider the potential effects of sustained or prolonged interest rate fluctuations, as it reflects estimated conditions only at a specific point in time.

Credit Risk

We are exposed to credit risk in our commercial real estate loans with respect to a borrower’s ability to make required debt service payments to us and repay the unpaid principal balance in accordance with the terms of the applicable loan agreement. We manage this risk by conducting a credit analysis prior to making an investment and by actively monitoring our portfolio and the underlying credit quality, including subordination and diversification, of our commercial real estate loans. In addition, we re-evaluate the credit risk inherent in our commercial real estate loans on a regular basis under fundamental considerations such as gross domestic product, unemployment, interest rates, retail sales, store closing/openings, corporate earnings, housing inventory, affordability and regional home price trends.

While our investment objectives include avoiding excess sponsor/borrower concentration, we expect to experience some level of sponsor/borrower concentration prior to the time that we have raised substantial offering proceeds and acquired a broad portfolio of Credit Assets. As of June 30, 2026, we have invested in 88 commercial real estate loans with a fair value of $6.1 billion.

Where applicable, we seek to avoid large single tenant exposure and we generally undertake a credit evaluation of major tenants prior to making a loan. This analysis includes extensive due diligence of a potential tenant’s creditworthiness and business, as well as an assessment of the strategic importance of the property to the tenant’s core business operations.

We are exposed to credit risk in the real estate-related debt investments that we make with respect to a borrower’s ability to make required interest and principal payments on scheduled due dates. We manage this risk by conducting a credit analysis prior to making an investment and by actively monitoring our portfolio and its underlying credit quality. In addition, we re-evaluate the credit risk inherent in our investments on a regular basis pursuant to fundamental considerations such as GDP, unemployment, interest rates, retail sales, store closings/openings and corporate earnings. Where applicable, we also review key property and loan-level metrics including, but not limited to, payment status, debt-service coverage ratios, debt yields, current loan-to-value ratios, occupancy rates, and tenant rent rolls along with property sponsorship. These characteristics assist in determining the likelihood and severity of underlying loan losses as well as prepayment and extension expectations. We then perform structural analysis to project investment cash flows and assess subordination levels relative to underlying collateral performance expectations. This analysis allows us to quantify our opinions of credit quality and fundamental value, which are key drivers of portfolio management decisions.

We may be exposed to counterparty credit risk under the terms of a derivative contract. If the fair value of a derivative contract is positive, the counterparty will owe us, which creates credit risk for us. If the fair value of a derivative contract is negative, we will owe the counterparty and, therefore, do not have credit risk. We seek to minimize counterparty credit risk, including the risk associated with the future creditworthiness of our foreign currency hedge counterparties, by entering into transactions with high-quality counterparties. When determining the fair value of our currency forward contracts, we consider the effect of nonperformance risk as a part of the valuation process and include a credit risk adjustment where appropriate. As of June 30, 2026, we held derivative instruments with a fair value asset balance of $5.7 million and a liability balance of $0.8 million.

In addition to the credit risks outlined above, we own retained interests in certain rated notes and the subordinated tranches of consolidated CLOs. Such interests have been eliminated in consolidation. Holding retained interests in our CLOs exposes us to potential losses and earnings volatility due to credit deterioration in the underlying loan portfolio.

Market Risk

Market Value Risk

We may also be exposed to market risk with respect to the fair value of our commercial real estate loans, debt securities and borrowings due to changes in market conditions, including spreads, benchmark interest rates, property cash flows, and commercial property values that serve as collateral. We seek to manage our exposure to market risk by originating or acquiring commercial real estate loans secured by different property types located in diverse, but liquid markets with stable credit ratings. The fair value of our commercial real estate loans, debt securities and borrowings may fluctuate, therefore the amount we will realize upon any repayment, sale, or an alternative liquidation event is unknown.

The non-CLO Issuers’ investment portfolio value sensitivity analysis table presented below shows the estimated impact of a change in market benchmark spreads, up and down 50 basis points and 100 basis points, on the fair value of our benchmark spread-sensitive investments and borrowings as of June 30, 2026, assuming a static portfolio and constant financing. When evaluating the impact of changes in benchmark spreads, prepayment assumptions and principal reinvestment rates are adjusted based on our Adviser’s expectations. The analysis presented utilized assumptions, models and estimates of our Adviser based on our Adviser’s judgment and experience. Actual results could differ significantly from those estimated in the benchmark spread sensitivity table.


$ in thousands	At June 30, 2026
Change in Benchmark Spreads	Projected Increase (Decrease) in Net Portfolio Value		Percentage Change in Projected Net Portfolio Value
+1.00%	$	(12,839)	(0.39)	%
+0.50%	$	(6,047)	(0.19)	%
-0.50%	$	270	0.01	%
-1.00%	$	393	0.01	%

Certain assumptions have been made in calculating the market value risk sensitivities and, as such, there can be no assurance that assumed events will occur or that other events will not occur that would affect the outcomes. Furthermore, while the analysis reflects the estimated impact of benchmark spread increases and decreases on a static portfolio, we actively manage the size and composition of our investments, which can result in material changes to our benchmark spread risk portfolio.

Commercial real estate loans and loan participations that are collateral assets within the consolidated CLO Issuers are measured using the fair value of the more observable CLO notes as an indicator of the fair value of the CLO assets as a whole; therefore, fair values of CLO assets and liabilities will move in an offsetting direction. The difference between the consolidated CLO Issuers’ assets and the third-party liabilities is equivalent to the Company’s retained interest, which is eliminated in consolidation. The net changes in valuation of the CLO Issuers’ loan assets and third party notes impact the Company’s results of operations in an amount equivalent to its eliminated retained interests. The sensitivity analysis excludes retained interests in commercial real estate CLOs due to the absence of a reliable market benchmark and the structural variability of these positions, which limits the comparability and relevance of modeled outcomes.

Real Estate Risk

Commercial property values are subject to volatility and may be adversely affected by a number of factors, including: national, regional and local economic conditions; local real estate conditions; changes or continued weakness in specific industry segments; construction quality, age and design; demographic factors; and retroactive changes to building or similar codes and/or tax and legal considerations. Changes in commercial property values are difficult to predict with accuracy. We model a range of valuation scenarios and the resulting impacts to our business.

Currency Risk

Our commercial real estate loan investments and secured financing facility borrowings that are denominated in a foreign currency are subject to risks related to fluctuations in foreign currency exchange rates. We mitigate this risk by entering into a series of foreign currency forward contracts to fix the U.S. dollar amount of foreign currency denominated cash flows (primarily interest income and principal payments) we expect to receive from our foreign currency investments.

Although we expect to substantially reduce our exposure to changes in portfolio value related to changes in foreign currency exchange rates, there can be no assurance that our hedges will eliminate all of our currency risk. For example, if actual repayments of our foreign currency-denominated loans occur sooner or later than expected, the hedge instruments are unlikely to fully protect us from changes in the valuation of such foreign currency. Additionally, we may be required under certain circumstances to collateralize our currency hedges for the benefit of a hedge counterparty, which could adversely affect our liquidity.

Despite being economic hedges, we have elected not to treat our foreign currency forwards as hedges for accounting purposes and, therefore, the changes in the value of such instruments, including actual and accrued payments, are included in our net income.

The following table represents our assets and liabilities that are denominated in a foreign currency (amounts in thousands):


	June 30, 2026
	Euro		GBP
Foreign currency assets	€	394,804	£	567,896
Foreign currency liabilities	(315,181)		(446,557)
Foreign currency contracts - notional, net	(86,771)		(130,144)
Net exposure to exchange rate fluctuations	€	(7,148)	£	(8,805)
Net exposure to exchange rate fluctuations in USD(1)	$	(8,154)	$	(11,661)

(1) Represents the U.S. dollar equivalent based on the Euro closing rate of 1.14078 and GBP closing rate of 1.32432 as of June 30, 2026.

For further information regarding our foreign currency forward contracts, see Note 7 — “Derivatives and Hedging Activities” of our condensed consolidated financial statements in Part I, Item 1 of this Report.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

An evaluation of the effectiveness of the design and operation of our “disclosure controls and procedures” (as defined in Rule 13a-15(e) and 15(d)-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this Quarterly Report was made under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”). Based upon this evaluation, our CEO and CFO have concluded that as of the end of the period covered by this Quarterly Report our disclosure controls and procedures (a) are effective to reasonably ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by SEC rules and forms and (b) include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

Changes in Internal Controls over Financial Reporting

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. As of June 30, 2026, we were not involved in any material legal proceedings.

ITEM 1A. RISK FACTORS

There were no material changes during the period covered by this Quarterly Report to the risk factors previously disclosed in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES, USE OF PROCEEDS, AND ISSUER PURCHASES OF EQUITY SECURITIES

Unregistered Sales of Equity Securities

The following table details the common shares issued under our distribution reinvestment plan for the three months ended June 30, 2026:


$ in thousands, except share and per share amounts	Issuance Date	Number of Shares	Price per Share		Total Value
Class S	April 15, 2026	773	$	24.8784	$	19
Class S-1	April 15, 2026	90,044	$	24.9856	$	2,250
Class D	April 15, 2026	72	$	24.8552	$	2
Class D-1	April 15, 2026	753	$	24.8887	$	19
Class I	April 15, 2026	35,499	$	24.9498	$	886
Class E	April 15, 2026	638	$	25.8025	$	16
Class F	April 15, 2026	55,821	$	25.9282	$	1,447
Class S	May 13, 2026	779	$	24.8694	$	19
Class S-1	May 13, 2026	94,782	$	24.9794	$	2,368
Class D	May 13, 2026	72	$	24.8460	$	2
Class D-1	May 13, 2026	759	$	24.8796	$	19
Class I	May 13, 2026	37,773	$	24.9424	$	942
Class E	May 13, 2026	650	$	25.8327	$	17
Class F	May 13, 2026	56,100	$	25.9583	$	1,456
Class S	June 12, 2026	786	$	24.8692	$	20
Class S-1	June 12, 2026	96,171	$	24.9801	$	2,402
Class D	June 12, 2026	73	$	24.8455	$	2
Class D-1	June 12, 2026	2,013	$	24.8794	$	50
Class I	June 12, 2026	40,093	$	24.9430	$	1,000
Class E	June 12, 2026	628	$	25.8768	$	15
Class F	June 12, 2026	56,361	$	25.9972	$	1,465

The transactions reflected above were exempt from the registration provisions of the Securities Act by virtue of Section 4(a)(2) thereof.

Issuer Purchases of Equity Securities

Share Repurchase Plan

We have adopted a share repurchase plan, whereby on a monthly basis, stockholders may request that we repurchase all or any portion of their shares of any class, subject to the terms and conditions of the share repurchase plan. We may choose to

repurchase all, some or none of the shares that have been requested to be repurchased in any month, in our discretion. In addition, our ability to fulfill repurchase requests is subject to a number of limitations. As a result, share repurchases may not be available each month. To the extent we choose to repurchase shares in any particular month, we will only repurchase shares as of the opening of the last calendar day of that quarter (each such date, a “Repurchase Date”). Repurchases will be made at the transaction price in effect on the applicable Repurchase Date, except that shares that have not been outstanding for at least one year will be repurchased at 95% of the transaction price (the “Early Repurchase Deduction”), as further described below.

While stockholders may request on a monthly basis that we repurchase all or any portion of their shares pursuant to our share repurchase plan, we are not obligated to repurchase any shares and may choose to repurchase only some, or even none, of the shares that have been requested to be repurchased in any particular month in the discretion of our board of trustees.

The total amount of shares that we will repurchase is limited, in any calendar month, to no more than 2% of our aggregate NAV (measured using the aggregate NAV as of the end of the immediately preceding month) and, in any calendar quarter, to no more than 5% of our aggregate NAV (measured using the average aggregate NAV as of the end of the immediately preceding three months).

If the transaction price for the applicable month is not made available by the tenth business day prior to the last business day of the month (or is changed after such date), then no repurchase requests will be accepted for such month and stockholders who wish to have their shares repurchased the following month must resubmit their repurchase requests.

In the event that any stockholder fails to maintain the minimum balance of $500 of shares of our common stock, we may seek to repurchase all of the shares held by that stockholder at the transaction price in effect on the date we determine that the stockholder has failed to meet the minimum balance, less any Early Repurchase Deduction.

Shares issued to the Adviser as payment of the management fee and performance fees are not subject to these repurchase limitations.

Early Repurchase Deduction

There is no minimum holding period for shares of our common stock and stockholders can request that we repurchase their shares at any time. However, subject to limited exceptions, shares that have not been outstanding for at least one year will be repurchased at 95% of the transaction price. This Early Repurchase Deduction will also generally apply to minimum account repurchases. The Early Repurchase Deduction will not apply to shares acquired through our distribution reinvestment plan.

The Early Repurchase Deduction will inure indirectly to the benefit of our remaining stockholders and is intended to offset the trading costs, market impact and other costs associated with short-term trading in our common stock. We may, from time to time, waive the Early Repurchase Deduction in the following circumstances (subject to certain conditions described below):

•repurchases resulting from death, qualifying disability or divorce; or

•in the event that a stockholder’s shares are repurchased because the stockholder has failed to maintain the $500 minimum account balance.

As set forth above, we may waive the Early Repurchase Deduction in respect of repurchase of shares resulting from the death, qualifying disability (as such term is defined in Section 72(m)(7) of the Code) or divorce of a stockholder who is a natural person, including shares held by such stockholder through a trust or an individual retirement account or other retirement or profit-sharing plan, after (1) in the case of death, receiving written notice from the estate of the stockholder, the recipient of the shares through bequest or inheritance, or, in the case of a trust, the trustee of such trust, who shall have the sole ability to request repurchase on behalf of the trust, (2) in the case of qualified disability, receiving written notice from such stockholder, provided that the condition causing the qualifying disability was not pre-existing on the date that the stockholder became a stockholder or (3) in the case of divorce, receiving written notice from the stockholder of the divorce and the stockholder’s instructions to effect a transfer of the shares (through the repurchase of the shares by us and the subsequent purchase by the stockholder) to a different account held by the stockholder (including trust or an individual retirement account or other retirement or profit-sharing plan). We must receive the written repurchase request within 12 months after the death of the stockholder, the initial determination of the stockholder’s disability or divorce in order for the requesting party to rely on any of the special treatment described above that may be afforded in the event of the death, disability or divorce of a stockholder. In the case of death, such a written request must be accompanied by a certified copy of the official death certificate of the stockholder. If spouses are joint registered holders of shares, the request to have the shares repurchased may be made if either of the registered holders dies or acquires a qualified disability. If the stockholder is not a natural person, such as certain trusts or

a partnership, corporation or other similar entity, the right to waiver of the Early Repurchase Deduction upon death, disability or divorce does not apply.

Our board of directors has designated the following persons as “Key Persons” under our share repurchase plan: Chase Bolding, Scott Dennis, Courtney Popelka, Charlie Rose, Yorick Starr, and Teresa Zien, and any individual that replaces such persons. Our share repurchase plan provides that, upon a Key Person Triggering Event, then the Early Repurchase Deduction will be waived with respect to shares that have been purchased in the 12 months preceding the expiration of five business days after the public disclosure of the occurrence of such Key Person Triggering Event until the completion of six full calendar months from the time the Key Person Triggering Event is publicly disclosed. The waiver of the Early Repurchase Deduction set forth in this paragraph will not apply to shares acquired through our distribution reinvestment plan.

During the three months ended June 30, 2026, we repurchased shares of our common stock in the following amounts:


Month of:	Total Number of Shares Repurchased	Average Price Paid per Share(1)		Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs(2)	Maximum Number of Shares Pending Repurchase Pursuant to Publicly Announced Plans or Programs (3)
April 2026	179,741	$	24.95	179,741	—
May 2026(4)	180,794	$	25.19	139,303	—
June 2026	141,930	$	25.27	141,930	—
	502,465	$	25.13	460,974	—

(1)Shares repurchased within one year of the date of issuance generally will be repurchased at 95% of the current transaction price, subject to certain limited exceptions.

(2)Number of shares repurchased as part of publicly announced plans or programs include share repurchases, if any, under our share repurchase plan.

(3)All repurchase requests under our share repurchase plan were satisfied.

(4)The Total Number of Shares Repurchased and Average Price Paid per Share includes 41,491 shares of our redeemable common stock held by the Adviser repurchased outside of the share repurchase plan, with an average price paid per share of $25.88, related to shares that were previously issued to the Adviser as payment for management fees.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

Amended and Restated Advisory Agreement

On August 7, 2026, we entered into an Amended and Restated Advisory Agreement with the Adviser to make permanent the decrease in the amount of loan arrangement fees payable to the Adviser from 50% of any loan arrangement fee charged to borrowers in connection with the origination of each new loan (not to exceed 0.50% of the whole loan on a fully-funded basis) to 25% of any loan arrangement fee charged to borrowers in connection with the origination of each new loan (not to exceed 0.25% of the whole loan on a fully-funded basis).

The summary of the Amended and Restated Advisory Agreement set forth above does not purport to be complete and is qualified in its entirety by reference to the Amended and Restated Advisory Agreement, a copy of which is filed herewith and incorporated by reference.

Rule 10b5-1 Trading Plans

During the fiscal quarter ended June 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408 of Regulation S-K.

ITEM 6. EXHIBITS


Exhibit No.						Description

3.1						Articles of Amendment and Restatement of the Company, incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form 10, filed with the SEC on June 29, 2023.

3.2						Articles of Amendment of the Company, incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form 10/A, filed with the SEC on August 25, 2023.

3.3						Articles of Amendment of the Company, incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K, filed with the SEC on August 21, 2024.
3.4						Certificate of Correction to the Articles of Amendment and Restatement of the Company, incorporated by reference to Exhibit 3.4 of our Quarterly Report on Form 10-Q, filed with the SEC on November 13, 2024.

3.5						Articles Supplementary Classifying and Designating a Class of Common Stock as Class S-1 Common Stock and Fixing Distribution and Other Preferences and Rights of Such Class, incorporated by reference to Exhibit 3.4 to the Company’s Registration Statement on Form 10/A, filed with the SEC on August 25, 2023.

3.6						Articles Supplementary filed with the State Department of Assessments and Taxation of Maryland effective on October 16, 2023, incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K, filed with the SEC on October 19, 2023.

3.7						Articles Supplementary Classifying and Designating a Class of Common Stock as Class F Common Stock and Fixing Distribution and Other Preferences and Rights of Such Class, incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K, filed with the SEC on December 11, 2023.

3.8						Articles Supplementary Classifying and Designating a Class of Common Stock as Class D-1 Common Stock and Fixing Distribution and Other Preferences and Rights of Such Class, incorporated by reference to Exhibit 3.2 of our Current Report on Form 8-K, filed with the SEC on August 21, 2024.

3.9						Articles Supplementary Classifying and Designating a Class of Preferred Stock as 12.5% Series A Cumulative Redeemable Preferred Stock and Fixing Distribution and Other Preferences and Rights of Such Class, incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form 10, filed with the SEC on June 29, 2023.

3.10						Articles Supplementary Classifying and Designating a Class of Preferred Stock as 12.5% Series A Cumulative Redeemable Preferred Stock and Fixing Distribution and Other Preferences and Rights of Such Class, incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on October 19, 2023.

3.11						Bylaws of the Company, incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form 10, filed with the SEC on June 29, 2023.

4.1						Second Amended and Restated Distribution Reinvestment Plan adopted by the Company, effective as of August 20, 2024, incorporated by reference to Exhibit 4.1 of our Current Report on Form 8-K, filed with the SEC on August 21, 2024.

10.1*						Amended and Restated Advisory Agreement dated as of June 10, 2026, among Invesco Commercial Real Estate Finance Trust, Inc. Invesco Commercial Real Estate Finance Investments, LP and Invesco Advisers, Inc.

10.2*						Amended and Restated Advisory Agreement dated as of August 7, 2026, among Invesco Commercial Real Estate Finance Trust, Inc., Invesco Commercial Real Estate Finance Investments, LP, and Invesco Advisers, Inc.

10.3*+						Revolving Credit Agreement dated May 7, 2026, between the Invesco Commercial Real Estate Finance In vestmen ts, LP, Invesco Commercial Real Estate Finance Trust Investments GP, LLC, Invesco Commercial Real Estate Financ e Trust, Inc., Invesco Ad visers, Inc., and NatWest Markets PLC.

10.4*						Indenture, dated June 16, 2026, by and among INCREF 2026-FL2 LLC, Invesco Commercial Real Estate Finance Investments, LP, Wilmington Trust, National Association, and Computershare Trust Company, National Association.

10.5*						Collateral Interest Purchase Agreement, dated June 16, 2026, among INCREF 2026-FL2 LLC, INCREF CLO Seller LLC, Invesco Commercial Real Estate Finance Investments, LP and, solely with regard to certain tax covenants, INCREF Sub-REIT LLC.

10.6*						Collateral Management Agreement, dated June 16, 2026, by and among the Company, INCREF 2026-FL2 LLC, and Invesco Advisers, Inc.

10.7*						Servicing Agreement, dated June 16, 2026, by and among INCREF 2026-FL2 LLC, Invesco Advisers, Inc., KeyBank National Association, Bellwether Asset Services, LLC, Invesco Commercial Real Estate Finance Investments, LP, Wilmington Trust, National Association, and Computershare Trust Company, National Association.



31.1*						Certification of Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*						Certification of Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1**						Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2**						Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101						The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, formatted in iXBRL (inline eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets; (ii) Condensed Consolidated Statements of Comprehensive Income; (iii) Condensed Consolidated Statements of Changes in Equity and Redeemable Equity Instruments; and (iv) Condensed Consolidated Statements of Cash Flows

104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith ** Furnished herewith + Certain identified confidential information has been redacted from this exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.

The agreements and other documents filed as exhibits to this Quarterly Report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.


	INVESCO COMMERCIAL REAL ESTATE FINANCE TRUST, INC.
August 10, 2026	By:	/s/ Charlie Rose
		Charlie Rose
		Chief Executive Officer and President
		(Principal Executive Officer)

August 10, 2026	By:	/s/ Courtney Popelka
		Courtney Popelka
		Chief Financial Officer and Treasurer
		(Principal Financial Officer)