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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
OR
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: 333-288565
J.P. Morgan Real Estate Income Trust, Inc.
(Exact Name of Registrant as Specified in its Charter)
Maryland87-3439916
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
390 Madison Avenue
New York, NY
10017
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (212) 270-6000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
NoneN/AN/A
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 filerAccelerated filer
Non-accelerated filerSmaller 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 12, 2026, the registrant had outstanding 1,016,912 shares of Class D common stock, 23,615,833 shares of Class I common stock, 9,933 shares of Class T common stock, 64,121,187 shares of Class E common stock and 12,183,017 shares of Class Y common stock. There were no outstanding shares of Class S or Class X common stock.


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Item 1. Financial Statements.
J.P. Morgan Real Estate Income Trust, Inc.
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands, except per-share data)
June 30, 2026December 31, 2025
ASSETS
Investments in real estate, net$1,219,081 $1,159,632 
Investments in real estate debt304,589 224,600 
Investments in real estate-related and other securities14,999 15,323 
Intangible assets, net73,445 58,548 
Cash and cash equivalents28,539 18,416 
Restricted cash6,085 4,689 
Deposits on real estate7,650  
Other assets, net35,372 22,310 
Total assets$1,689,760 $1,503,518 
LIABILITIES AND EQUITY
Mortgage notes, net$364,066 $359,445 
Repurchase facility, net227,883 167,863 
Unsecured revolving credit facility55,000 73,000 
Intangible liabilities, net7,135 8,435 
Mandatorily redeemable instruments 54,794 
Due to affiliates31,418 28,969 
Accounts payable, accrued expenses and other liabilities27,192 26,856 
Total liabilities712,694 719,362 
Commitments and contingencies (Note 17)  
Redeemable non-controlling interest952 864 
Equity
Common stock – Class D shares, $0.01 par value per share, 600,000 shares authorized, and 1,017 and 1,009 issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
10 10 
Common stock – Class I shares, $0.01 par value per share, 1,500,000 shares authorized, and 22,898 and 13,949 issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
229 139 
Common stock - Class T shares, $0.01 par value per share, 600,000 shares authorized, and 2 and 0 issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
  
Common stock – Class E shares, $0.01 par value per share, 600,000 shares authorized, and 63,510 and 55,790 issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
635 558 
Common stock – Class Y shares, $0.01 par value per share, 600,000 shares authorized, and 11,717 and 8,579 issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
117 86 
Additional paid-in capital1,059,266 844,236 
Accumulated deficit(98,144)(74,128)
Total stockholders’ equity962,113 770,901 
Non-controlling interests in consolidated joint ventures14,001 12,391 
Total equity976,114 783,292 
Total liabilities and equity$1,689,760 $1,503,518 
The accompanying notes are an integral part of these condensed consolidated financial statements.
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J.P. Morgan Real Estate Income Trust, Inc.
Condensed Consolidated Statements of Operations (Unaudited)
(in thousands, except per-share data)
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2026202520262025
Revenues
Rental revenue$29,339 $13,236 $59,010 $21,505 
Total revenues29,339 13,236 59,010 21,505 
Expenses
Rental property operating11,431 4,436 22,722 7,469 
General and administrative1,500 1,551 3,345 3,198 
Depreciation and amortization13,141 8,132 28,089 11,690 
Total expenses26,072 14,119 54,156 22,357 
Other income (expense), net
Income from investments in real estate debt4,836 2,084 10,018 3,562 
Income from investments in real estate-related and other securities160 1,053 183 2,134 
Mandatorily redeemable instruments interest costs(12)(1,552)(585)(2,738)
Interest expense(8,634)(2,992)(17,944)(5,480)
Other income, net1,391 2,230 1,505 4,973 
Total other (expense) income, net(2,259)823 (6,823)2,451 
Net income (loss) $1,008 $(60)$(1,969)$1,599 
Net loss attributable to non-controlling interests in consolidated joint ventures(76)(92)(275)(113)
Net income (loss) attributable to JPMREIT stockholders$1,084 $32 $(1,694)$1,712 
Net income (loss) per share of common stock – basic$0.01 $ $(0.02)$0.03 
Net income (loss) per share of common stock – diluted$0.01 $ $(0.02)$0.03 
Weighted-average shares of common stock outstanding – basic97,919 65,443 90,111 58,122 
Weighted-average shares of common stock outstanding – diluted97,925 65,449 90,111 58,127 
The accompanying notes are an integral part of these condensed consolidated financial statements.
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J.P. Morgan Real Estate Income Trust, Inc.
Condensed Consolidated Statements of Changes in Equity (Unaudited)
(in thousands, except per-share data)
Par Value
Common Stock
Class D
Common Stock
Class I
Common Stock
Class T
Common Stock
Class E
Common Stock
Class Y
Additional
Paid-In Capital
Accumulated DeficitTotal Stockholders'
Equity
Non-Controlling
Interests
Total Equity
Balance at March 31, 2026$10 $145 $ $581 $99 $889,548 $(87,071)$803,312 $12,297 $815,609 
Common stock issued, net of offering costs— 84 — 50 17 165,094 — 165,245 — 165,245 
Common stock repurchased— (1)— — — (2,077)— (2,078)— (2,078)
Distributions declared on common stock— — — — — — (12,157)(12,157)— (12,157)
Distribution reinvestments— 1 — 4 1 6,696 — 6,702 — 6,702 
Net income ($1 loss allocated to redeemable non-controlling interest)
— — — — — — 1,084 1,084 (75)1,009 
Contributions from non-controlling interests— — — — — — — — 2,039 2,039 
Distributions to non-controlling interests— — — — — — — — (260)(260)
Amortization of restricted stock grants— — — — — 27 — 27 — 27 
Allocation to redeemable non-controlling interest— — — — — (22)— (22)— (22)
Balance at June 30, 2026$10 $229 $ $635 $117 $1,059,266 $(98,144)$962,113 $14,001 $976,114 
Par Value
Common Stock
Class D
Common Stock
Class I
Common Stock
Class S
Common Stock
Class E
Common Stock
Class Y
Additional
Paid-In Capital
Accumulated DeficitTotal Stockholders'
Equity
Non-Controlling
Interests
Total Equity
Balance at March 31, 2025$10 $117 $ $427 $36 $626,545 $(37,826)$589,309 $7,637 $596,946 
Common stock issued, net of offering costs1 11 — 69 19 106,767 — 106,867 — 106,867 
Common stock repurchased— (1) — — (1,135)— (1,136)— (1,136)
Distributions declared on common stock— — — — — — (7,257)(7,257)— (7,257)
Distribution reinvestments— 1 — 2 — 3,231 — 3,234 — 3,234 
Net income (loss) ($2 income allocated to redeemable non-controlling interest)
— — — — — — 32 32 (94)(62)
Contributions from non-controlling interests— — — — — — — — 5,613 5,613 
Distributions to non-controlling interests— — — — — — — — (2,240)(2,240)
Amortization of restricted stock grants— — — — — 25 — 25 — 25 
Allocation to redeemable non-controlling interest— — — — — (12)— (12)— (12)
Balance at June 30, 2025$11 $128 $ $498 $55 $735,421 $(45,051)$691,062 $10,916 $701,978 
The accompanying notes are an integral part of these condensed consolidated financial statements.
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J.P. Morgan Real Estate Income Trust, Inc.
Condensed Consolidated Statements of Changes in Equity (Unaudited)
(in thousands, except per-share data)
Par Value
Common Stock
Class D
Common Stock
Class I
Common Stock
Class T
Common Stock
Class E
Common Stock
Class Y
Additional
Paid-In Capital
Accumulated DeficitTotal Stockholders'
Equity
Non-Controlling
Interests
Total Equity
Balance at December 31, 2025$10 $139 $ $558 $86 $844,236 $(74,128)$770,901 $12,391 $783,292 
Common stock issued, net of offering costs— 93 — 72 31 210,818 — 211,014 — 211,014 
Common stock repurchased— (5)— (2)(1)(7,948)— (7,956)— (7,956)
Distributions declared on common stock— — — — — — (22,322)(22,322)— (22,322)
Distribution reinvestments— 2 — 7 1 12,135 — 12,145 — 12,145 
Net loss ($2 loss allocated to redeemable non-controlling interest)
— — — — — — (1,694)(1,694)(273)(1,967)
Contributions from non-controlling interests— — — — — — — — 2,422 2,422 
Distributions to non-controlling interests— — — — — — — — (539)(539)
Amortization of restricted stock grants— — — — — 53 — 53 — 53 
Allocation to redeemable non-controlling interest— — — — — (28)— (28)— (28)
Balance at June 30, 2026$10 $229 $ $635 $117 $1,059,266 $(98,144)$962,113 $14,001 $976,114 
Par Value
Common Stock
Class D
Common Stock
Class I
Common Stock
Class S
Common Stock
Class E
Common Stock
Class Y
Additional
Paid-In Capital
Accumulated DeficitTotal Stockholders'
Equity
Non-Controlling
Interests
Total Equity
Balance at December 31, 2024$10 $101 $1 $186 $21 $329,600 $(33,780)$296,139 $4,430 $300,569 
Common stock issued, net of offering costs1 27 — 309 34 403,431 — 403,802 — 403,802 
Common stock repurchased— (2)(1)— — (2,996)— (2,999)— (2,999)
Distributions declared on common stock— — — — — — (12,983)(12,983)— (12,983)
Distribution reinvestments— 2 — 3 5,348 — 5,353 — 5,353 
Net income (loss) ($2 income allocated to redeemable non-controlling interest)
— — — — — — 1,712 1,712 (115)1,597 
Contributions from non-controlling interests— — — — — — — — 8,882 8,882 
Distributions to non-controlling interests— — — — — — — — (2,281)(2,281)
Amortization of restricted stock grants— — — — — 50 — 50 — 50 
Allocation to redeemable non-controlling interest— — — — — (12)— (12)— (12)
Balance at June 30, 2025$11 $128 $ $498 $55 $735,421 $(45,051)$691,062 $10,916 $701,978 
The accompanying notes are an integral part of these condensed consolidated financial statements.
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J.P. Morgan Real Estate Income Trust, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited) (in thousands)
For the Six Months Ended
June 30,
20262025
Cash flows from operating activities:
Net (loss) income$(1,969)$1,599 
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization28,089 11,690 
Amortization of above- and below-market lease intangibles, net(1,085)(792)
Straight-line rent amortization(2,457)(651)
Amortization of deferred financing costs1,592 358 
Amortization of discount on real estate-related and other securities (158)
Amortization of restricted stock grants52 50 
Realized gain on financial instruments (387)
Realized loss on sale of real estate43  
Unrealized gain on financial instruments(805)(264)
Redemption value adjustment on mandatorily redeemable instruments191 588 
Change in assets and liabilities:
Increase in other assets(1,690)(1,796)
Increase in due to affiliates2,336 2,251 
Increase in accounts payable, accrued expenses and other liabilities3,372 1,908 
Net cash provided by operating activities27,669 14,396 
Cash flows from investing activities:
Acquisitions of real estate(97,833)(462,984)
Capital improvements on real estate(11,756)(900)
Proceeds from sale of real estate1,706  
Origination of investments in real estate debt(80,000)(55,700)
Deposits on real estate acquisitions(8,650)(4,691)
Variation margin proceeds (payments) 188 
Proceeds from real estate-related and other securities 31,478 
Purchases of real-estate related and other securities (63,064)
Net cash used in investing activities(196,533)(555,673)
Cash flows from financing activities:
Proceeds from issuance of common stock212,380 405,523 
Repurchase of common stock(7,747)(2,999)
Repurchase of mandatorily redeemable instruments(61,070) 
Borrowings under unsecured revolving credit facility148,000  
Repayments under unsecured revolving credit facility(166,000) 
Contributions from non-controlling interests2,401 3,284 
Distributions paid on common stock(9,305)(6,217)
Distributions to non-controlling interests(536)(198)
Repurchase of redeemable non-controlling interest(1,287) 
Proceeds from mortgage notes and debt secured by real estate5,373 43,663 
Proceeds from repurchase facility60,000 41,775 
Principal repayments of mortgage notes and debt secured by real estate(1,623)(359)
Payment of deferred financing costs(203)(1,506)
Net cash provided by financing activities180,383 482,966 
Net change in cash, cash equivalents and restricted cash11,519 (58,311)
Cash, cash equivalents and restricted cash, at the beginning of the period23,105 128,392 
Cash, cash equivalents and restricted cash, at the end of the period$34,624 $70,081 
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J.P. Morgan Real Estate Income Trust, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited) (in thousands)
For the Six Months Ended
June 30,
20262025
Reconciliation of cash, cash equivalents and restricted cash to the Consolidated Balance Sheets:
Cash and cash equivalents$28,539 $68,387 
Restricted cash6,085 1,694 
Total cash, cash equivalents and restricted cash$34,624 $70,081 
Supplemental disclosure of cash flow information:
Cash paid for interest$16,310 $4,899 
Supplemental disclosure of non-cash investing and financing activities:
Assumption of mortgage note, net, in conjunction with acquisition of real estate$ $35,313 
Assumption of working capital in conjunction with acquisition of real estate$1,365 $3,226 
Accrued distributions$874 $1,414 
Distribution re-investments$12,146 $5,353 
Accrued capex$833 $ 
Reclassification of deposits to investments in real estate, net$1,000 $4,038 
Accrued stockholder servicing fee due to affiliate$2,159 $2,471 
Non-controlling interest contributions to investment in real estate, net$ $3,514 
Redeemable non-controlling interest issued as settlement for performance participation allocation$1,372 $810 
Sale of equity interest to non-controlling interest$ $2,083 
The accompanying notes are an integral part of these condensed consolidated financial statements.
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J.P. Morgan Real Estate Income Trust, Inc.
Condensed Notes to Consolidated Financial Statements (Unaudited)
June 30, 2026
1. Organization and Business Purpose
J.P. Morgan Real Estate Income Trust, Inc. (the “Company” or “JPMREIT”) was formed on November 5, 2021 as a Maryland corporation and qualifies as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. The Company invests primarily in stabilized, income-generating real estate properties, and to a lesser extent, real estate debt, real estate-related securities and other securities. The Company is the sole general partner of J.P. Morgan REIT Operating Partnership, L.P., a Delaware limited partnership (“Operating Partnership”). J.P. Morgan REIT OP Special Limited Partner, L.P. (the “Special Limited Partner”), an affiliate of J.P. Morgan Investment Management Inc. (the “Adviser” or “JPMIM” and together with its affiliates “J.P. Morgan”), owns a special limited partner interest in the Operating Partnership. Substantially all of the Company’s business is conducted through the Operating Partnership. The Company and the Operating Partnership are externally managed by JPMIM.
As of June 30, 2026, the Company owned 68 real estate properties consisting of 40 industrial properties, 17 multifamily properties, three retail properties, seven office properties and 126 single-family townhomes that are presented as a single property. The Company also has three commercial mortgage-backed securities (“CMBS”) investments and four real estate debt investments. The Company currently operates in six reportable segments: multifamily, industrial, single-family rental, retail, office and investments in real estate debt, real estate-related and other securities. See Note 15 for a description of the Company's segment reporting.
The Company depends on the Adviser and its affiliates for certain services that are essential to it, including acquisition and disposition decisions, and certain other responsibilities. If the Adviser and its affiliates were unable or unwilling to provide such services, the Company would be required to find alternative service providers.
2. Capitalization
On November 15, 2021, the Company was capitalized with a $0.2 million investment by the Adviser in exchange for 20,000 shares of the Company’s Class E common stock. The Adviser has agreed to not sell, transfer or dispose of the shares to any party other than an affiliate of the Adviser for so long as the Adviser or its affiliate performs an advisory function for the Company.
On July 22, 2022, the Company commenced its initial public offering of up to $5.0 billion in shares of common stock pursuant to a Registration Statement on Form S-11 filed with the Securities and Exchange Commission (the “SEC”), consisting of up to $4.0 billion in shares in its primary offering and up to $1.0 billion in shares pursuant to its distribution reinvestment plan. On July 8, 2025, the Company filed a Registration Statement on Form S-11 with the SEC for its second public offering of up to $4.8 billion in shares of common stock, consisting of up to $3.8 billion in shares of common stock in the primary offering and up to $1.0 billion in shares of common stock pursuant to the distribution reinvestment plan. On February 4, 2026, the initial public offering terminated and the Company commenced its second public offering, pursuant to which the Company is selling any combination of four classes of shares of its common stock, Class D shares, Class I shares, Class S shares and Class T shares, with a dollar value up to the maximum offering amount (the Company’s public offerings and together with the Company’s private offerings described below, the “Offerings”). The share classes have different upfront selling commissions and ongoing stockholder servicing fees. The purchase price per share for each class of the Company’s common stock will vary and will generally equal the prior month’s net asset value (“NAV”) per share for such class, as determined monthly, plus any applicable upfront selling commissions and dealer manager fees, provided that until the Company has any Class S shares outstanding, the per-share purchase price for the Company’s Class S shares will equal the most recently determined NAV per share for the Class E shares, plus applicable upfront selling commissions and dealer manager fees.
Pursuant to a separate private offering, as of June 30, 2026, the Company had sold $67.9 million in Class E shares and $94.2 million in Class E units of the Operating Partnership (“Class E units”), including $5.8 million in Class E shares and $94.2 million in Class E units purchased by JPMIM (the “JPM Initial Capitalization” and together with other Class E shares sold pursuant to such private offering, the “Initial Capitalization”). As of June 30, 2026, all shares and units issued in the JPM Initial Capitalization have been repurchased by the Company. See Note 13 for further details.
3. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements include the accounts of the Company, and in the opinion of management, include all necessary adjustments, consisting of only normal and recurring items, necessary for a fair statement of the Company’s financial position and results of operations for the interim period. These financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the applicable rules and regulations of the SEC. The
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accompanying unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 16, 2026.
Certain amounts on the Company’s Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025 have been reclassified to conform to the current period presentation. Such reclassifications have no effect on previously reported totals or subtotals on the Condensed Consolidated Statements of Cash Flows.
All intercompany balances and transactions have been eliminated in consolidation. The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the balance sheet. Actual results could differ from those estimates.
There is no other comprehensive income (loss) for the three and six months ended June 30, 2026 and 2025, resulting in comprehensive income (loss) equaling net income (loss). Accordingly, the statement of other comprehensive income (loss) is not presented.
Principles of Consolidation
The accompanying condensed consolidated financial statements include the accounts of the Company and the Company’s subsidiaries in which the Company has a controlling interest. For consolidated joint ventures, the non-controlling partner’s share of the assets, liabilities and operations of the joint ventures is included in non-controlling interests on the Company's Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations. The non-controlling partner’s interest is generally computed as the joint venture partner’s ownership percentage.
In determining whether the Company has a controlling financial interest in a partially owned entity and the requirement to consolidate the accounts of that entity, the Company considers whether the entity is a variable interest entity (“VIE”) and whether it is the primary beneficiary. The Company is the primary beneficiary of a VIE when it has (i) the power to direct the most significant activities impacting the economic performance of the VIE and (ii) the obligation to absorb losses or receive benefits significant to the VIE. Entities that do not qualify as VIEs are generally considered voting interest entities (“VOEs”) and are evaluated for consolidation under the voting interest model. VOEs are consolidated when the Company controls the entity through a majority voting interest or other means. When the requirements for consolidation are not met and the Company has significant influence over the operations of the entity, the investment is accounted for under the equity method of accounting. Equity method investments for which the Company has not elected a fair value option (“FVO”) are initially recorded at cost and subsequently adjusted for the Company’s pro rata share of net income, contributions and distributions. When the Company elects the FVO, the Company records its share of net asset value of the entity and any related unrealized gains and losses.
The Operating Partnership is considered to be a VIE. The Company consolidates the Operating Partnership because it has the ability to direct the most significant activities of the entities such as purchases, dispositions, financings, budgets, and overall operating plans.
Each of the Company’s joint ventures is considered to be a VIE. The Company consolidated these entities because it has the ability to direct the most significant activities of the joint venture. The total assets and liabilities of the Company’s consolidated VIEs were $525.6 million and $261.0 million and $423.3 million and $244.9 million as of June 30, 2026 and December 31, 2025, respectively. Such amounts are included on the Company’s Condensed Consolidated Balance Sheets.
Investments in Real Estate
The Company determines whether the acquisition of a property qualifies as a business combination, which requires that the assets acquired and liabilities assumed constitute a business. If the property acquired is not a business, the Company accounts for the transaction as an asset acquisition. All property acquisitions to date have been accounted for as asset acquisitions.
Whether the acquisition of a property is considered a business combination or asset acquisition, the Company recognizes the identifiable tangible and intangible assets acquired, the liabilities assumed, and any non-controlling interest in the acquired entity. In addition, for transactions that are business combinations, the Company evaluates the existence of goodwill or a gain from a bargain purchase. The Company expenses acquisition-related costs associated with business combinations as they are incurred and capitalizes acquisition-related costs associated with asset acquisitions.
Upon the acquisition of a property deemed to be an asset acquisition, the Company assesses the fair value of acquired tangible and intangible assets (including land, buildings, tenant improvements, above-market and below-market leases, acquired in-place leases, other identified intangible assets and assumed liabilities) and allocates the purchase price to the acquired assets and assumed liabilities. The Company assesses and considers fair value based on estimated cash flow projections that utilize discount and/or capitalization rates that it deems appropriate, as well as other available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known and anticipated trends and market and economic conditions.
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The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant. The Company also considers an allocation of purchase price of other acquired intangibles, including acquired in-place leases that may have a customer relationship intangible value, including, but not limited to, the nature and extent of the existing relationship with the tenants, the tenants’ credit quality and expectations of lease renewals.
The cost of buildings and improvements includes the purchase price of the Company’s properties and any acquisition-related costs, along with any subsequent capitalized improvements to such properties.
The Company’s investments in real estate are stated at cost and are generally depreciated on a straight-line basis over the estimated useful lives of the assets as follows:
DescriptionDepreciable Life
Buildings
15-40 years
Site improvements - buildings and land
2-20 years
Furniture, fixtures and equipment
5-15 years
Lease intangiblesOver lease term
Repairs and maintenance are expensed to operations as incurred and are included in property operating expenses on the Company’s Condensed Consolidated Statements of Operations. Significant improvements to properties are capitalized. When assets are sold or retired, their costs and related accumulated depreciation are removed from the accounts with the resulting gains or losses reflected in net income or loss for the period.
The Company records acquired above-market and below-market leases at their fair values (using a discount rate which reflects the risks associated with the leases acquired). In the case of an above-market lease, the excess payment (the difference between (1) the contractual amounts to be received pursuant to the lease and (2) management’s estimate of fair-market lease rates for the lease, measured over a period equal to the remaining term of the lease) is recorded as an asset on the Company’s Condensed Consolidated Balance Sheets. In the case of a below-market lease, the difference between (1) the contractual amounts to be received pursuant to the lease and (2) management’s estimate of fair-market lease rates for the lease, measured over a period equal to the initial term plus the term of any below-market fixed-rate renewal options is recorded as a liability on the Company’s Condensed Consolidated Balance Sheets. Other intangible assets acquired include amounts for in-place lease values that are based on the Company’s evaluation of the specific characteristics of each tenant’s lease. Factors to be considered include estimates of carrying costs during hypothetical expected lease-up periods considering current market conditions, and costs to execute similar leases. In estimating carrying costs, the Company includes real estate taxes, insurance and other operating expenses and estimates of lost rentals at market rates during the expected lease-up periods, depending on local market conditions.
In estimating costs to execute similar leases, the Company considers leasing commissions, legal and other related expenses. The amortization of acquired above-market and below-market leases is recorded as an adjustment to rental revenue on the Company’s Condensed Consolidated Statements of Operations. The amortization of in-place leases is recorded as an adjustment to depreciation and amortization expense on the Company’s Condensed Consolidated Statements of Operations.
The Company’s management reviews the Company’s real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. Since cash flows on real estate properties considered to be “long-lived assets to be held and used” are considered on an undiscounted basis to determine whether an asset has been impaired, the Company’s strategy of holding properties over the long term decreases the likelihood of recording an impairment loss. If the Company’s strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized and such loss could be material to the Company’s results. If the Company determines that an impairment has occurred, the affected assets must be reduced to their estimated fair value. During the three and six months ended June 30, 2026 and 2025, no such impairments occurred.

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Fair Value Measurements
Under normal market conditions, the fair value of an investment is the amount that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). Additionally, there is a hierarchical framework that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment and the state of the marketplace, including the existence and transparency of transactions between market participants. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Investments measured and reported at fair value are classified and disclosed in one of the following levels within the fair value hierarchy:
Level 1 — quoted prices are available in active markets for identical investments as of the measurement date. The Company does 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 assets and liabilities measured at fair value
The Company’s investments in real estate debt, real estate-related and other securities and derivatives are recorded at fair value. The Company generally determines the fair value of its investments by utilizing third-party pricing service providers. In determining the value of a particular real estate-related security, the pricing service providers 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 real estate-related securities usually consider the attributes applicable to a particular class of security (e.g., credit rating, 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.
Certain of the Company’s investments in real estate debt that consist of loans secured by real estate, such as commercial mortgage loans, are unlikely to have readily available market quotations. In such cases, the Company will generally determine the initial value based on the origination amount or acquisition price of the investment if acquired by the Company or the par value of the investment if originated by the Company. Following the initial measurement, the Company will determine fair value by utilizing or reviewing certain of the following inputs: (i) market yield data, (ii) discounted cash flow modeling, (iii) collateral asset performance, (iv) local or macro real estate performance, (v) capital market conditions, (vi) debt yield or loan-to-value ratios and (vii) borrower financial condition and performance.
The Company's derivative financial instruments consist of interest rate swaps. The fair value of the Company’s interest rate swaps are estimated using information provided by a third-party valuation service provider based on contractual cash flows and interest calculations using the appropriate discount rate.
Class E units held by the Adviser that were mandatorily redeemable and only subject to delays to the continuous obligation to ultimately redeem such units once sufficient availability exists under the share repurchase agreements (the “Mandatorily Redeemable Instruments”) were carried at their cash redemption value as if the units were repurchased or redeemable at the reporting date, which equals Class E NAV per unit at the reporting date. As of June 30, 2026, there are no outstanding Class E shares or Class E units held by the Adviser that are subject to mandatory repurchase requirements.
The carrying amounts of financial instruments such as other assets, accounts payable, accrued expenses and other liabilities approximate their fair values due to the short-term maturities and market rates of interest of these instruments.
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The following table details the Company’s assets and liabilities measured at fair value on a recurring basis ($ in thousands):
June 30, 2026December 31, 2025
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets:
Investments in real estate debt$ $ $304,589 $304,589 $ $ $224,600 $224,600 
Investments in real estate-related and other securities 14,999  14,999  15,323  15,323 
Interest rate swaps(1)
 858  858     
Total$ $15,857 $304,589 $320,446 $ $15,323 $224,600 $239,923 
Liabilities:
Mandatorily Redeemable Instruments$ $ $ $ $ $ $54,794 $54,794 
Interest rate swaps(2)
 72  72  354  354 
Total$ $72 $ $72 $ $354 $54,794 $55,148 
(1)Included in other assets, net on the Company’s Condensed Consolidated Balance Sheets.
(2) Included in accounts payable, accrued expenses and other liabilities on the Company’s Condensed Consolidated Balance Sheets.
The following table details the Company’s assets and liabilities measured at fair value on a recurring basis using Level 3 inputs ($ in thousands):
Investments in Real Estate Debt (asset)Mandatorily Redeemable Instruments (liability)
Balance at December 31, 2025$224,600 $54,794 
Additions80,000  
Repurchases (54,985)
Distributions declared 394 
Reclassify to distributions payable/paid (394)
Redemption value adjustment 191 
Fair value adjustment(11) 
Balance at June 30, 2026$304,589 $ 
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The following table contains the quantitative inputs and assumptions used for items categorized in Level 3 of the fair value hierarchy ($ in thousands):
June 30, 2026
Fair ValueValuation TechniqueUnobservable InputsWeighted - Average RateImpact to Valuation from an Increase in Input
Assets:
Investments in real estate debt$304,589 Discounted cash flowMarket credit spread
SOFR(1) + 2.54%
Decrease
December 31, 2025
Fair ValueValuation TechniqueUnobservable InputsWeighted - Average RateImpact to Valuation from an Increase in Input
Assets:
Investments in real estate debt$224,600 Discounted cash flowMarket credit spread
SOFR(2) + 2.69%
Decrease
Liabilities:
Mandatorily Redeemable Instruments(3)
$54,794 Discounted cash flowDiscount rate/
Exit capitalization rate/
Market yield
7.52%/
6.07%/
5.44%
Decrease
(1)SOFR” refers to the Secured Overnight Financing Rate at June 30, 2026.
(2)SOFR” refers to the Secured Overnight Financing Rate at December 31, 2025.
(3)Mandatorily Redeemable Instruments are carried at the NAV of the Class E units, which is determined monthly in accordance with the Company's valuation guidelines.
Valuation of assets and liabilities not measured at fair value
The fair value of the Company’s financial instruments (other than mortgage notes, repurchase facility and the unsecured revolving credit facility), including cash and cash equivalents and other financial instruments, approximate their carrying or contract value. The fair value of the Company’s indebtedness is estimated by modeling the cash flows required by the Company’s debt agreements and discounting them back to the present value using an appropriate discount rate. Additionally, the Company considers current market rates and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The inputs used in determining the fair value of the Company’s indebtedness are considered Level 3.
The following table presents the carrying value and fair value of financial instruments that are not carried at fair value on the Condensed Consolidated Balance Sheets ($ in thousands):
June 30, 2026December 31, 2025
Carrying Value(1)
Fair Value
Carrying Value(1)
Fair Value
Mortgage notes$369,390 $366,606 $365,641 $366,381 
Repurchase facility228,450 228,450 168,450 168,450 
Unsecured revolving credit facility55,000 55,000 73,000 73,000 
Total$652,840 $650,056 $607,091 $607,831 
(1)Excludes deferred financing costs and discounts.
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Recent Accounting Pronouncements
In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03.
In December 2025, FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements, which amends the guidance in ASC 815, Derivatives and Hedging. The update refines certain hedge accounting requirements, including clarifications to the designation and documentation criteria for hedge relationships, improvements to the assessment of hedge effectiveness, and enhanced disclosures intended to provide greater transparency into an entity’s risk management activities involving derivatives. ASU 2025-09 is effective for annual periods beginning after December 15, 2026, including interim periods within those annual periods, and early adoption is permitted. The Company is currently evaluating the potential impact of the guidance and potential additional disclosures required.
In December 2025, FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements (“ASU 2025-11”). ASU 2025-11 is intended to clarify and improve certain aspects of interim financial reporting, including the requirements for interim disclosures and the application of recognition and measurement guidance in interim periods. ASU 2025-11 is effective for interim reporting periods within annual reporting periods beginning after December 15, 2026. The Company is currently evaluating the potential impact of the guidance and potential additional disclosures required.
4. Investments in Real Estate
Investments in real estate, net consisted of the following ($ in thousands):
June 30, 2026December 31, 2025
Building and building improvements$904,135 $844,419 
Land and land improvements364,140 345,103 
Furniture, fixtures and equipment8,805 8,355 
Total1,277,080 1,197,877 
Accumulated depreciation(57,999)(38,245)
Investments in real estate, net$1,219,081 $1,159,632 
Acquisitions
On April 24, 2026, the Company acquired a 114-unit, 55+ active adult mid-rise rental community located in the Philadelphia, Pennsylvania Metropolitan Statistical Area for $28.7 million, excluding closing costs.
On June 25, 2026, the Company acquired a seven-building office portfolio in the Boston, Massachusetts Metropolitan Statistical Area. The total purchase price was $61.0 million, excluding closing costs. The portfolio was acquired through a joint venture, of which the Company owns 97.5%.
The following table provides details of the properties acquired during the six months ended June 30, 2026 ($ and square feet in thousands):
Property Type(1)
Purchase Price(2)
Number of TransactionsNumber of PropertiesSq. Ft./Units
Multifamily$28,982 11114 units
Office(3)
61,571 17958 sq. ft
Total$90,553 28
(1) Excludes investment in a joint venture, of which the Company owns 98%, to originate construction loans to develop single-tenant, net leased, retail properties. During the six months ended June 30, 2026, the Company contributed $13.3 million, net of distributions, to the joint venture.
(2) Purchase price is inclusive of acquisition-related costs.
(3) Includes $8.5 million related to certain sales-type leases that were recorded as investments in real estate, net and subsequently reclassified to other assets, net on the Company’s Condensed Consolidated Balance Sheets.
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The following table details the purchase price allocation for the properties acquired during the six months ended June 30, 2026 ($ in thousands):
For the six months ended June 30, 2026
Building and building improvements$41,211 
Land and land improvements19,786 
Furniture, fixtures and equipment197 
In-place lease and above market intangibles29,412 
Below-market lease intangibles(53)
Total purchase price90,553 
Net working capital assumed(1,365)
Deposit applied(1,000)
Contributions from non-controlling interests(1,544)
Net purchase price$86,644 
5. Investments in Real Estate Debt
The following table details the Company’s investments in real estate debt ($ in thousands):
June 30, 2026December 31, 2025
Real Estate DebtNumber of PositionsCredit RatingWeighted-Average
Coupon
Weighted-Average Maturity DateCost BasisFair ValueCost BasisFair Value
Commercial Mortgage Loan4Not Rated
SOFR + 2.52%
December 15, 2027$304,600 $304,589 $224,600 $224,600 
Originations
On January 14, 2026, the Company originated an $84.0 million whole loan, of which $80.0 million has been funded, for the acquisition and renovation of a 198-unit, 1986-vintage, townhome style multifamily property in the San Diego, California Metropolitan Statistical Area.
The following table details the amounts recognized for the Company's investments in real estate debt ($ in thousands):
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2026202520262025
Interest income$4,820 $2,126 $10,030 $3,606 
Unrealized gain (loss)16 (42)(12)(44)
Total$4,836 $2,084 $10,018 $3,562 
6. Investments in Real Estate-Related and Other Securities
The following table details the Company’s investments in real estate-related and other securities ($ in thousands):
June 30, 2026December 31, 2025
Real Estate-Related and Other SecuritiesWeighted-Average
 Coupon
Weighted-Average Maturity DateFace AmountCost
 Basis
Fair
 Value
Face AmountCost
 Basis
Fair
 Value
CMBS6.8%August 19, 2039$15,000 $15,107 $14,999 $15,000 $15,107 $15,323 
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The following table details the amounts recognized for the Company's investments in real estate-related and other securities ($ in thousands):
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2026202520262025
Interest income$256 $885 $507 $1,437 
Unrealized (loss) gain(96)(168)(324)361 
Realized gain 336  336 
Total$160 $1,053 $183 $2,134 
7. Intangibles
The gross carrying amount and accumulated amortization of the Company’s intangible assets and liabilities consisted of the following ($ in thousands):
June 30, 2026December 31, 2025
Intangible assets:
In-place lease intangibles$97,244 $77,750 
Above-market lease intangibles7,127 3,124 
Total intangible assets104,371 80,874 
Accumulated amortization:
In-place lease amortization(29,781)(21,448)
Above-market lease amortization(1,145)(878)
Total accumulated amortization(30,926)(22,326)
Intangible assets, net$73,445 $58,548 
Intangible liabilities:
Below-market lease intangibles$(11,575)$(11,522)
Accumulated amortization:
Below-market lease amortization4,440 3,087 
Intangible liabilities, net$(7,135)$(8,435)
The estimated future amortization on the Company’s intangibles for each of the next five years and thereafter as of June 30, 2026 is as follows ($ in thousands):
In-place
Lease Intangibles
Above-market
Lease Intangibles
Below-market
Lease Intangibles
2026 (remaining)$6,928 $589 $(1,040)
202712,264 1,171 (1,595)
202810,835 1,136 (1,331)
20299,342 1,039 (789)
20308,318 895 (671)
Thereafter19,776 1,152 (1,709)
Total$67,463 $5,982 $(7,135)
The in-place lease intangible amortization is recorded in depreciation and amortization while the above-market and below-market intangible amortization is recorded in rental revenue on the Company's Condensed Consolidated Statements of Operations.
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8. Mortgage Notes, Repurchase Facility and Unsecured Revolving Credit Facility
Mortgage notes
The following is a summary of the mortgage notes secured by the Company’s properties ($ in thousands):
Principal Balance Outstanding
IndebtednessInterest RateMaturity DateJune 30, 2026December 31, 2025
Fixed rate debt secured by our properties
Caroline West Gray5.44%December 1, 2029$45,911 $45,911 
Caroline Post Oak5.44%December 1, 202940,528 40,528 
Coda on Centre4.28%May 1, 202927,582 27,860 
The Elmstead(1)
4.30%April 1, 203121,188 21,245 
Bass Lofts3.95%September 5, 202714,710 14,902 
One Brooklyn4.35%July 1, 20286,600 6,600 
Charleston5.08%September 1, 203059,728 59,728 
Baker Chocolate3.91%January 1, 202823,500 23,500 
Total fixed rate239,747 240,274 
Variable rate debt secured by our properties
6200 Bristol(2)
SOFR + 2.05%
April 1, 202910,000 10,000 
Norfolk Industrial Portfolio(3)
SOFR + 1.75%
June 19, 203043,700 43,700 
Preserve at Pine Valley(4)
SOFR + 1.50%
December 10, 203021,200 21,200 
Vineyard Commons(5)
SOFR + 1.40%
January 1, 203045,175 45,175 
Stablewood(6)
SOFR + 3.75%
August 8, 20289,568 5,292 
Total variable rate129,643 125,367 
Total loans secured by real estate369,390 365,641 
Deferred financing costs, net(3,761)(4,327)
Mortgage discount, net(1,563)(1,869)
Total debt secured by our properties$364,066 $359,445 
(1)This loan is comprised of a senior and a mezzanine loan. The interest rate and maturity date presented are the weighted average.
(2)The Company entered into an interest rate swap that was not designated as a hedge, which fixed the rate at 6.26%.
(3)The Company entered into an interest rate swap that was not designated as a hedge, which fixed the rate at 5.41%.
(4)The Company entered into an interest rate swap that was not designated as a hedge, which fixed the rate at 4.90%.
(5)The Company entered into an interest rate swap that was not designated as a hedge, which fixed the rate at 4.88%.
(6)Represents a line of credit secured by real estate with a maximum facility size of $50 million.
The following table details the future principal payments due under the Company’s mortgage notes as of June 30, 2026 ($ in thousands):
YearMortgage Notes
2026 (remaining)$648 
202715,458 
202841,856 
2029125,273 
2030166,662 
Thereafter19,493 
Total future principal payments$369,390 
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Repurchase Facility
On August 22, 2024, the Company entered into a Master Repurchase Agreement (the “Repurchase Facility”). The Repurchase Facility initially provided for a maximum aggregate purchase price of $150 million and has a three-year term plus two, one-year extension options. Subject to the terms and conditions thereof, the Repurchase Facility provides for the purchase, sale and repurchase of senior mortgage loans and participation interests in performing senior mortgage loans satisfying certain conditions set forth in the Repurchase Facility. On November 14, 2025, the Repurchase Facility was amended to increase maximum aggregate purchase price from $150 million to $250 million.
Advances under the Repurchase Facility accrue interest at a per annum rate equal to the Term SOFR Base Rate (as defined in the Repurchase Facility) for a one-month period plus a margin as agreed upon for each transaction. The Repurchase Facility contains affirmative and negative covenants and provisions regarding events of default. The Operating Partnership has agreed to provide a limited guarantee of the obligations of the Company under the Repurchase Facility.
Borrowings from the Repurchase Facility were used to originate the commercial mortgage loans (see Note 5).
The Company’s borrowings from the Repurchase Facility as of June 30, 2026 and December 31, 2025 are detailed in the following table ($ in thousands):
Borrowings Outstanding
Maximum Facility SizeWeighted-Average Interest RateWeighted-Average Maturity DateJune 30, 2026December 31, 2025
Repurchase Facility$250,000 
SOFR + 1.52%
August 22, 2027$228,450 $168,450 
Less: Unamortized deferred financing costs(567)(587)
$250,000 $227,883 $167,863 
The Company is subject to various financial and operational covenants under certain of its mortgage notes and the Repurchase Facility. These covenants require the Company to maintain certain financial ratios, which may include leverage, debt yield, and debt service coverage, among others. As of June 30, 2026, the Company was in compliance with its loan covenants.
Unsecured revolving credit facility
On July 15, 2025, the Operating Partnership, as a borrower and certain subsidiaries of the Operating Partnership party thereto from time to time, as designated borrowers, entered into a credit agreement (the “Credit Agreement”) with Truist Bank (“Truist”), as the administrative agent and a letter of credit issuer, and each lender party thereto from time to time (the “Lenders”). The Credit Agreement provides for unsecured revolving credit commitments in an aggregate amount of up to $325.0 million for revolving loans and letter of credit issuances, with an accordion feature pursuant to which the borrowers may request to increase the revolving commitments and create new term loan tranches in an additional aggregate amount of up to $675.0 million, subject to the satisfaction of certain conditions (the “Credit Facility”). The proceeds of the Credit Facility will be used for general business purposes, including, debt refinancing, property acquisitions, new construction, renovations, capital expenditures, expansions, tenant improvements, leasing commissions, refinancing of existing lines, financing acquisition of permitted investments, dividends, redemptions, closing costs and equity investments primarily associated with commercial real estate property acquisitions or refinancings. The Credit Facility is guaranteed by the Company and certain subsidiaries of the Operating Partnership.
At the Operating Partnership’s election, revolving loans advanced under the Credit Agreement shall bear interest at a rate per annum equal to (a) a forward-looking term rate based on the secured overnight financing rate for the applicable interest period (“Term SOFR”), as selected by the Operating Partnership, plus an applicable margin ranging between 1.30% and 1.80% per annum (“Term SOFR Margin”), or (b) the highest of (i) the federal funds rate plus 0.50%, (ii) Truist’s prime rate, (iii) Term SOFR for a one month tenor in effect on such day plus 1.00%, and (iv) 1.00% (“Base Rate”), plus an applicable margin ranging between 0.30% and 0.80% per annum (“Base Rate Margin”). Letters of credit issued under the Credit Facility will accrue a letter of credit fee equal to the applicable Term SOFR Margin times the daily amount available to be drawn under such letter of credit.
Revolving loans and letters of credit under the Credit Facility will mature on July 15, 2028, subject to any earlier termination in accordance with the terms of the Credit Agreement and to certain extension options detailed therein.
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The Company’s borrowings from the Credit Facility as of June 30, 2026 and December 31, 2025 are detailed in the following table ($ in thousands):
Borrowings Outstanding
Maximum Facility SizeWeighted-Average Interest RateMaturity DateJune 30, 2026December 31, 2025
Credit Facility$325,000 
SOFR + 1.40%
July 15, 2028$55,000 $73,000 
Pursuant to the Credit Agreement, the Company has made certain representations and warranties and must comply with various covenants and reporting requirements. The Credit Agreement contains events of default for financings of this type. Upon the occurrence of certain events of default, Truist, as administrative agent, may, and at the instruction of the Lenders will, among other remedies, suspend the commitments of the Lenders and any obligation of the letter of credit issuers to make letter of credit extensions, terminate the commitments of the Lenders and any obligation of the letter of credit issuer to make letter of credit extensions, demand that existing letters of credit be cash collateralized, and declare the outstanding loans and other obligations under the Credit Facility immediately due and payable. As of June 30, 2026, the Company was in compliance with its loan covenants.
9. Related Party Transactions
Due to Affiliates
The following table details the components of due to affiliates ($ in thousands):
June 30, 2026December 31, 2025
Operating expenses$14,911 $14,254 
Organization and offering costs4,615 5,366 
Stockholder servicing fees8,459 6,301 
Management fee3,148 1,683 
Accrued performance participation allocation285 1,365 
Total$31,418 $28,969 
Operating expenses
The Adviser has advanced $14.9 million and $14.3 million of operating expenses on the Company’s behalf as of June 30, 2026 and December 31, 2025, respectively. Pursuant to the advisory agreement among the Company, the Operating Partnership and the Adviser (the “Advisory Agreement”), the Company began to reimburse the Adviser for all advanced operating expenses ratably over the 60 months starting May 1, 2026. For the three and six months ended June 30, 2026, the Adviser was entitled to be reimbursed $0.5 million and $0.5 million, respectively.
Organization and offering costs
Pursuant to the Advisory Agreement, the Adviser advanced amounts totaling $7.5 million of organization and offering costs (including legal, accounting, and other expenses attributable to the Company’s organization, but excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) on behalf of the Company through July 22, 2024. Commencing on July 22, 2024, the Company began reimbursing the Adviser for all such advanced costs ratably over a 60-month period. During three and six months ended June 30, 2026, the Company reimbursed $0.4 million and $0.8 million, respectively, to the Adviser.
The outstanding organization and offering expenses due to the Adviser were $4.6 million and $5.4 million as of June 30, 2026 and December 31, 2025, respectively.
Stockholder servicing fees
J.P. Morgan Institutional Investments Inc., a registered broker-dealer affiliated with the Adviser (the “Dealer Manager”), receives a stockholder servicing fee of 0.25%, 0.85%, 0.85% and 0.85% per annum of the aggregate NAV of the Company’s outstanding Class D shares, Class S shares, Class T shares and Class Y shares, respectively. The Company will cease paying the stockholder servicing fee with respect to any Class D share, Class S share, Class T share, and Class Y share sold in the primary offering (in the case of the Class D shares, Class S shares and Class T shares) and in the primary portion of the Class Y private offering (in the case of the Class Y shares) at the end of the month in which the total selling commissions, dealer manager fees and stockholder servicing fees paid with respect to the shares held by such stockholder would exceed 8.75% (or, in the case of Class T shares sold through certain participating broker-dealers, a lower limit as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer) of the gross proceeds from the sale of such shares (including the gross proceeds of any shares issued under the distribution reinvestment plan
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with respect thereto). At the end of such month, such Class D share, Class S share, Class T share or Class Y share (and any shares issued under the distribution reinvestment plan with respect thereto) will convert into a number of Class I shares (including any fractional shares) with an equivalent aggregate NAV of such share. The Company will accrue the cost of the lifetime stockholder servicing fee as an offering cost at the time each Class D, Class S and Class T share is sold during the primary offering, and, in the case of Class Y shares, at the time each Class Y share is sold during the private offering of Class Y shares. The Company’s obligations to pay stockholder servicing fees with respect to the Class D, Class S, Class T, and Class Y shares distributed in the Offerings will survive until such shares are no longer outstanding (including because such shares converted into Class I shares). As of June 30, 2026, the Company had accrued stockholder servicing fees of $8.5 million. Stockholder servicing fees are recorded as a component of due to affiliates on the Company’s Condensed Consolidated Balance Sheets.
There is no stockholder servicing fee with respect to Class E, Class I or Class X shares.
Management fee
The Company and the Operating Partnership entered into the Advisory Agreement with the Adviser on May 31, 2022, which was last amended and restated on August 10, 2026. Pursuant to the Advisory Agreement, the Adviser is responsible for sourcing, evaluating and monitoring the Company’s investment opportunities and making decisions related to the acquisition, management, financing and disposition of the Company’s assets, in accordance with the Company’s investment objectives, guidelines, policies and limitations, subject to oversight by the Company’s board of directors.
The Adviser and certain of its Affiliates receive fees and compensation in connection with the ongoing management of the assets of the Company. The Adviser is paid a management fee equal to 1.00% of NAV per annum for Class D, Class I, Class S and Class T shares and 0.75% of NAV per annum for Class X and Class Y shares, payable monthly. The management fee is paid, at the Adviser’s election, in cash, Class E shares, or Class E units. The Class E shares are not subject to the management fee.
For the three months ended June 30, 2026 and 2025, the Company incurred management fees of $0.9 million and $0.5 million, respectively. For the six months ended June 30, 2026 and 2025, the Company incurred management fees of $1.5 million and $0.8 million, respectively. Management fees are recorded as a component of general and administrative expenses on the Company's Condensed Consolidated Statements of Operations. As of June 30, 2026, the Company had accrued management fees of $3.1 million. Management fees are recorded as a component of due to affiliates on the Company’s Condensed Consolidated Balance Sheets.
Accrued performance participation allocation
The Company, as general partner, and the Special Limited Partner entered into the Limited Partnership Agreement of the Operating Partnership on June 3, 2022, which was most recently amended and restated on August 10, 2026.
The Special Limited Partner holds a performance participation interest in the Operating Partnership that entitles it to receive an allocation from the Operating Partnership equal to (i) 12.5% of the annual Total Return, subject to a 5% annual Hurdle Amount and a High-Water Mark, with a Catch-Up (each term as defined in the Operating Partnership limited partnership agreement) with respect to Class D, I, S, and T units of the Operating Partnership and (ii) 10.0% of the annual Class X and Y Total Return, subject to a 7% Class X and Y Hurdle Amount and a Class X and Y High-Water Mark, with a 50% Class X and Y Catch-Up (each term as defined in the Operating Partnership’s limited partnership agreement) with respect to Class X units of the Operating Partnership and Class Y units of the Operating Partnership, respectively. Such allocation is measured on a calendar year basis, settled quarterly and accrued monthly. The performance participation interest is not paid on the Class E shares and Class E units. For the three months ended June 30, 2026, the Company did not incur any performance participation allocation. For the six months ended June 30, 2026, the Company incurred $0.3 million of performance participation allocation. For the three and six months ended June 30, 2025, the Company did not incur any performance participation allocation. The performance participation allocation is recorded as a component of general and administrative expenses on the Company's Condensed Consolidated Statements of Operations. As of June 30, 2026, the Company had accrued performance participation allocation of $0.3 million. The performance participation allocation is recorded as a component of due to affiliates on the Company’s Condensed Consolidated Balance Sheets.
The Company may retain certain of the Adviser’s affiliates for necessary services relating to the Company’s investments or its operations, including any administrative services, construction, special servicing, leasing, development, property oversight and other property management services, as well as services related to mortgage servicing, group purchasing, healthcare, consulting/brokerage, capital markets/credit origination, loan servicing, property, title or other types of insurance, management consulting and other similar operational matters.
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JPMIM Investment
Pursuant to a subscription agreement dated February 23, 2022, JPMIM agreed to purchase an aggregate of $100 million in Class E shares or Class E units, provided that, if the Company receives capital commitments from investors in the private placement of Class E shares exceeding $100 million (“Other Seed Investor Commitments”), JPMIM’s commitment may, in JPMIM’s discretion, be reduced by an amount equal to (i) the aggregate amount of Other Seed Investor Commitments, minus (ii) $100 million, provided that such reduction amount will not exceed $75 million.
On May 26, 2022, JPMIM’s Subscription Agreement dated February 23, 2022 for Class E shares or Class E units was amended to provide that the expiration of the JPMIM commitment was August 23, 2023; provided, that following such date JPMIM may, in its discretion, elect to purchase additional Class E shares or Class E units until July 22, 2025.
On July 14, 2025, the Company entered into a Second Amendment to the Subscription Agreement (the “Amendment”) by and among the Company, the Operating Partnership and the Adviser to amend the repurchase terms for shares of the Company and units of the Operating Partnership purchased by the Adviser. Pursuant to the Amendment, following the end of each month after the earlier of (i) the first date that the Company’s net asset value reaches $1.5 billion and (ii) July 22, 2025, the Company and/or the Operating Partnership will automatically, and without any further action by the Company, the Adviser or any affiliate thereof, repurchase or redeem, as applicable, from the Adviser a number of securities in an amount equal to 80% of the net monthly proceeds from the Offerings, but not to exceed 80% of any remaining availability of repurchases under the Company’s share repurchase plan, after fulfilling any third-party stockholder repurchase requests with respect to such month pursuant thereto. As of June 30, 2026, all Class E shares and Class E units issued in the JPM Initial Capitalization have been repurchased by the Company. See Note 13 for further details.
10. Other Assets and Liabilities
The following table summarizes the components of other assets ($ in thousands):
June 30, 2026December 31, 2025
Lease inducement asset$10,498 $10,874 
Investment in sales-type leases, net8,511  
Straight-line rent receivable5,781 3,275 
Deferred financing costs, net2,064 2,565 
Prepaid expenses2,054 1,244 
Tenant receivables1,718 2,400 
Pre-acquisition costs1,671 352 
Interest receivable1,518 1,226 
Other1,557 374 
Total$35,372 $22,310 
The following table summarizes the components of accounts payable, accrued expenses and other liabilities ($ in thousands):
June 30, 2026December 31, 2025
Accrued expenses7,475 5,947 
Real estate taxes payable4,574 1,582 
Distributions payable4,105 3,433 
Tenant security deposits3,976 2,786 
Deferred rental income2,691 3,180 
Accounts payable2,331 2,194 
Redemptions payable(1)
1,075 6,955 
Other965 779 
Total$27,192 $26,856 
(1)Includes $6.1 million relating to Mandatorily Redeemable Instruments held by the Adviser as of December 31, 2025.
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11. Leases
Lessor
The Company’s rental revenue primarily consists of rent earned from operating leases at the Company’s multifamily, single-family rental, retail, office and net lease industrial properties. Leases at the Company’s retail, office and industrial properties include a fixed base rent, and a variable rent component that consists of the reimbursement of operating expenses such as real estate taxes, insurance, and common area maintenance costs. Rental revenue earned from leases at the Company’s multifamily and single-family properties primarily consist of a fixed base rent, and certain leases contain a variable component that allows for the pass-through of certain operating expenses such as utilities.
The leases at the Company’s net lease retail, office and industrial properties are longer-term and contain extension and termination options at the lessee’s election. The leases do not have material variable payments, material residual value guarantees or material restrictive covenants. Leases at the Company’s multifamily and single-family rental properties are short-term in nature, generally not greater than 12 months in length.
The following table details the components of operating lease income ($ in thousands):
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2026202520262025
Fixed lease payments$25,652 $11,613 $50,657 $18,668 
Variable lease payments3,686 1,622 8,353 2,837 
Rental revenue$29,339 $13,236 $59,010 $21,505 
The following table presents the Company's expected future minimum rents under operating leases from its retail, office and industrial properties as of June 30, 2026 ($ in thousands):
YearAmount
2026 (remaining)$24,523 
202748,123 
202844,626 
202938,570 
203033,008 
Thereafter141,905 
Total$330,755 

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12. Equity and Redeemable Non-Controlling Interest
Authorized capital
The Company is authorized to issue preferred stock and seven classes of common stock consisting of Class D shares, Class I shares, Class S shares, Class T shares, Class E shares, Class X shares and Class Y shares. The differences among the common share classes relate to management fees, upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees. See Note 2 for additional detail on each share class.
As of June 30, 2026, in accordance with the Charter, the Company had authority to issue 5.5 billion shares, consisting of the following (shares in thousands):
ClassificationNumber of SharesPar Value
Class D Shares600,000$0.01 
Class I Shares1,500,0000.01 
Class S Shares1,000,0000.01 
Class T Shares600,0000.01 
Class E Shares600,0000.01 
Class X Shares500,0000.01 
Class Y Shares600,0000.01 
Preferred Stock100,0000.01 
Total5,500,000
Common Stock
The following table details the movement in the Company’s outstanding shares of common stock (in thousands). There were no outstanding Class S or Class X shares as of June 30, 2026:
For the Three Months Ended June 30, 2026
Class DClass IClass SClass TClass EClass XClass YTotal
Beginning balance1,013 14,542   58,083  9,846 83,484 
Common stock issued10 8,326  2 5,068  1,850 15,256 
Distribution reinvestment10 145   374  67 596 
Common stock repurchased(16)(115)  (15) (46)(192)
Ending balance1,017 22,898  2 63,510  11,717 99,144 
For the Six Months Ended June 30, 2026
Class DClass IClass SClass TClass EClass XClass YTotal
Beginning balance1,009 13,949   55,790  8,579 79,327 
Common stock issued15 9,191  2 7,173  3,089 19,470 
Distribution reinvestment20 227   709  124 1,080 
Common stock repurchased(27)(469)  (162) (75)(733)
Ending balance1,017 22,898  2 63,510  11,717 99,144 

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The following table details the movement in the Company’s outstanding shares of common stock (in thousands). There were no outstanding Class S, Class T or Class X shares as of June 30, 2025:
For the Three Months Ended June 30, 2025
Class DClass IClass SClass TClass EClass XClass YTotal
Beginning balance1,050 11,695   42,734  3,557 59,036 
Common stock issued(1)
88 1,195   7,038  1,916 10,237 
Common stock repurchased (107)    (2)(109)
Ending balance1,138 12,783   49,772  5,471 69,164 
For the Six Months Ended June 30, 2025
Class DClass IClass SClass TClass EClass XClass YTotal
Beginning balance993 10,146 56  18,566  2,131 31,892 
Common stock issued(1)
148 2,857   31,209  3,342 37,556 
Common stock repurchased(3)(220)(56) (3) (2)(284)
Ending balance1,138 12,783   49,772  5,471 69,164 
(1) Common stock issued includes conversions between share classes.
There was no outstanding preferred stock as of June 30, 2026 and December 31, 2025, respectively.
Share repurchases
The Company repurchased shares of its common stock for $2.1 million and $8.0 million during the three and six months ended June 30, 2026, respectively. The Company had no unfulfilled repurchase requests during the three and six months ended June 30, 2026, respectively. See Note 13 for further details on repurchases of Mandatorily Redeemable Instruments.
Distribution reinvestment plan
The Company has adopted a distribution reinvestment plan whereby holders of shares of common stock will have the cash distributions attributable to the shares they own reinvested in additional shares; provided, however, that clients of certain participating broker-dealers that do not permit automatic enrollment in the distribution reinvestment plan and stockholders that are residents of certain states that do not permit automatic enrollment in the distribution reinvestment plan will automatically receive their distributions in cash unless they elect to participate in the distribution reinvestment plan.
The purchase price for shares of the Company's common stock purchased pursuant to the distribution reinvestment plan will be equal to the transaction price for the applicable class of shares at the time the distribution is payable (which will generally be equal to the Company’s prior month’s NAV per share). Stockholders will not pay upfront selling commissions or dealer manager fees when purchasing shares of common stock pursuant to the distribution reinvestment plan. The stockholder servicing fees with respect to Class D shares, Class S shares, Class T shares and Class Y shares are calculated based on the Company’s NAV for those shares and may reduce the NAV and the distributions payable with respect to shares of each such class, including shares issued in respect of distributions on such shares under the distribution reinvestment plan. Shares acquired under the distribution reinvestment plan will entitle the participant to the same rights and be treated in the same manner as shares purchased in the Offerings.

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Distributions
The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Internal Revenue Code of 1986, as amended (the “Code”). Shares of each class of common stock receive the same gross distribution per share. The net distribution varies for shares of 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.
The following tables detail the distributions declared for shares of each applicable class of common stock:
Three Months Ended June 30, 2026
Class DClass IClass SClass TClass EClass XClass Y
Aggregate gross distributions declared per share of common stock$0.1269 $0.1269 $ $0.0423 $0.1269 $ $0.1269 
Stockholder servicing fee per share of common stock(1)
   (0.008)  (0.0240)
Net distributions declared per share of common stock$0.1269 $0.1269 $ $0.0343 $0.1269 $ $0.1029 
Six Months Ended June 30, 2026
Class DClass IClass SClass TClass EClass XClass Y
Aggregate gross distributions declared per share of common stock$0.2533 $0.2533 $ $0.0423 $0.2533 $ $0.2533 
Stockholder servicing fee per share of common stock(1)
   (0.008)  (0.0475)
Net distributions declared per share of common stock$0.2533 $0.2533 $ $0.0343 $0.2533 $ $0.2058 
(1)Stockholder servicing fees only apply to Class D, Class S, Class T and Class Y shares. For purposes of NAV, the Company recognizes the stockholder servicing fee as a reduction of NAV on a monthly basis as such fee is incurred. Under GAAP, the Company accrues the full cost of the stockholder servicing fee as an offering cost at the time the Company sells Class D, Class S, Class T and Class Y shares. The stockholder servicing fee on Class D shares was waived as of June 30, 2026, and the NAV attributable to current holders of Class D shares will not be included in the computation of stockholder servicing fees charged on Class D shares in perpetuity. The Company accrued stockholder servicing fees of $8.5 million and $6.3 million as of June 30, 2026 and December 31, 2025, respectively.
Redeemable Non-Controlling Interest
The Special Limited Partner holds a performance participation interest in the Operating Partnership that entitles it to receive an allocation from the Operating Partnership in Class E units. See Note 9 for further details of the Special Limited Partner’s performance participation interest. Because the Special Limited Partner has the ability to redeem its Class E units for cash, at its election, the Company has classified these Class E units as redeemable non-controlling interest in mezzanine equity on the Company’s Condensed Consolidated Balance Sheets. The redeemable non-controlling interest is recorded at the greater of the carrying amount, adjusted for its share of the allocation of income or loss and distributions, or the redemption value, which is equivalent to fair value, of such units at the end of each measurement period which was $1.0 million and $0.9 million as of June 30, 2026 and December 31, 2025, respectively.

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13. Mandatorily Redeemable Instruments
The Class E units held by JPMIM and purchased pursuant to the Initial Capitalization are mandatorily redeemable, and only subject to delays to the continuous obligation to ultimately redeem the instruments once sufficient availability exists under share repurchase agreements. Therefore, the Mandatorily Redeemable Instruments held by JPMIM are classified as a liability pursuant to Topic 480 — Distinguishing Liabilities from Equity and are presented as Mandatorily Redeemable Instruments at the initial funding amount received, which is equivalent to fair value at the issuance dates. Subsequently, the Mandatorily Redeemable Instruments are carried at their cash redemption value as if the Class E units were repurchased or redeemable at the reporting date, which equals NAV per Class E unit. The change in carrying value (changes in NAV per Class E unit) is classified as Mandatorily Redeemable Instruments interest costs along with any cash distributions declared in the Condensed Consolidated Statements of Operations. During the six months ended June 30, 2026, the Company recorded $0.6 million of Mandatorily Redeemable Instruments interest costs in the Condensed Consolidated Statements of Operations, which consisted of redemption value adjustments of $0.2 million and distribution expenses of $0.4 million, respectively. During the six months ended June 30, 2025, the Company recorded $2.7 million of Mandatorily Redeemable Instruments interest costs in the Condensed Consolidated Statements of Operations, which consisted of a redemption value adjustment of $0.6 million and distribution expenses of $2.1 million, respectively.
As an investor in Class E units, JPMIM's interest does not have any voting rights but is entitled to receive distributions at the same rate applicable to other classes of units.
Operating Partnership units also carry a protective exchange feature whereby in a liquidation, dilution or winding up, each unit will convert into a number of Class I units (or fraction thereof) having an equivalent NAV. Such feature is designed to carry over NAV into a new form of security immediately prior to liquidation and is not deemed a substantive conversion feature as it is only applicable upon liquidation or upon a listing event which is not the intent of this public, non-listed REIT structure.
As of December 31, 2025, the Company had sold 9.0 million Class E units and 0.5 million Class E shares to the Adviser for an aggregate purchase price of $94.2 million and $5.8 million, respectively. During the six months ended June 30, 2026, the Company did not sell any Class E units or Class E shares to the Adviser that are subject to mandatory repurchase requirements (see Note 2). During the six months ended June 30, 2026, the Company repurchased 4.8 million Class E units amounting to $55.0 million. As of June 30, 2026, there are no outstanding Class E shares or Class E units held by the Adviser that are subject to mandatory repurchase requirements.
The following table details the Mandatorily Redeemable Instruments activity for the six months ended June 30, 2026 ($ in thousands):
Amount
Balance at the beginning of the year$54,794 
Repurchases(54,985)
Distributions declared394 
Reclassification to distributions payable/paid(394)
Redemption value adjustment191 
Ending balance$ 
Redemption features
JPMIM agreed to hold all the Class E shares and Class E units it purchased pursuant to the JPM Initial Capitalization until July 22, 2025. Following such date, each month the Company has been repurchasing, without further action by JPMIM, a number of Class E shares or Class E units from JPMIM in an amount equal to 80% of the net monthly proceeds from the Offerings, but not to exceed 80% of any remaining availability of repurchases under the Company’s share repurchase plan, after fulfilling any third-party stockholder repurchase requests with respect to such month pursuant thereto until such time as the JPM Initial Capitalization has been fully repurchased; provided, that the number of shares subject to each JPM Mandatory Repurchase may be reduced where other holders of Class E shares that were issued pursuant to the Initial Capitalization and are not subject to repurchase under the share repurchase plan request repurchase of their shares, in which case the Class E shares and Class E units held by JPMIM and such other investors will be repurchased on a pro rata basis based on their respective percentage ownership in the Company immediately prior to such repurchase (not to exceed an aggregate number of shares equal to the amount available under the share repurchase plan’s 2% monthly and 5% quarterly caps). Notwithstanding the foregoing, the Company will not effect any JPM Mandatory Repurchase during any month in which the full amount of all shares requested to be repurchased by stockholders other than JPMIM under the share repurchase plan is not repurchased or when the share repurchase plan has been suspended.
In addition, subject to certain exceptions, where the shares of the Company’s common stock and Operating Partnership units owned by the Adviser, together with any such shares and units owned by the Adviser and its affiliates, including any
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shares or units issued in lieu of cash management fees payable to the Adviser or the performance participation payable to the Special Limited Partner (such aggregate ownership, the “JPM Interest”), represent a 24.99% or lesser interest in the Company, the Company will, or will cause the Operating Partnership to, automatically and without further action by the Adviser, repurchase or redeem, as applicable, an amount of shares or units from the Adviser as may be necessary to cause the JPM Interest to remain equal to or less than 24.99% (each such repurchase or redemption, a “JPM Regulatory Repurchase”). To the extent the Adviser elects to receive its management fee in shares of the Company’s common stock or Operating Partnership units, the Company may repurchase those shares or units without regard to the limitations described above or the early repurchase deduction.
Distributions
The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Code. The Mandatorily Redeemable Instruments receive the same gross distribution per share as the Class E common stock. For the six months ended June 30, 2026 and 2025, distributions declared on the Mandatorily Redeemable Instruments totaled $0.4 million and $2.1 million, respectively. When a distribution is declared, the Company records a distribution expense as a component of Mandatorily Redeemable Instruments interest cost in the Condensed Consolidated Statements of Operations. A distribution payable is also recorded within accounts payable, accrued expenses and other liabilities on the Company's Condensed Consolidated Balance Sheets until the distribution is paid. There was no distribution payable for Mandatorily Redeemable Instruments as of June 30, 2026. The distribution payable for Mandatorily Redeemable Instruments was $0.2 million as of December 31, 2025.
14. Earnings Per Share
The Company's net income (loss) and weighted-average number of shares outstanding for the three and six months ended June 30, 2026 and 2025 consist of the following ($ and shares in thousands):
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2026202520262025
Net income (loss) attributable to JPMREIT stockholders$1,084 $32 $(1,694)$1,712 
Weighted-average shares of common stock outstanding, basic97,919 65,443 90,111 58,122 
Weighted-average shares of common stock outstanding, diluted97,925 65,449 90,111 58,127 
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The calculation of basic and diluted net (loss) income per share amounts for the three and six months ended June 30, 2026 and 2025 consists of the following ($ and shares in thousands except per-share numbers):
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2026202520262025
Basic Net Income (Loss) per Share Attributable to JPMREIT Stockholders
Numerator:
Net income (loss) attributable to JPMREIT stockholders$1,084 $32 $(1,694)$1,712 
Denominator:
Weighted-average shares of common stock outstanding97,919 65,443 90,111 58,122 
Basic net income (loss) per share of common stock$0.01 $ $(0.02)$0.03 
Diluted Net Income (Loss) per Share Attributable to JPMREIT Stockholders
Numerator:
Net income (loss) attributable to JPMREIT stockholders$1,084 $32 $(1,694)$1,712 
Denominator:
Weighted-average shares of common stock outstanding97,925 65,449 90,111 58,127 
Diluted net income (loss) per share of common stock$0.01 $ $(0.02)$0.03 
For the six months ended June 30, 2026, unvested Class E shares awarded to the Company's independent directors as compensation for their service are excluded from the calculation of diluted earnings per share as the inclusion of such potential common shares in the calculations would be anti-dilutive for the period. There were no other potentially dilutive, unvested common shares for the three and six months ended June 30, 2026 and 2025.
15. Segment Reporting
The Chief Executive Officer, as the chief operating decision maker (the “CODM”), allocates resources and evaluates results based on the performance of each of the Company's six reportable segments: multifamily, industrial, single-family rental, retail, office and investments in real estate debt, real estate-related and other securities. The Company and the CODM believe that segment net operating income is the key performance metric that captures the unique operating characteristics of each segment. The significant expense categories and amounts presented below align with the segment-level information that is regularly provided to the CODM.
The following table details the total assets by segment ($ in thousands):
June 30, 2026December 31, 2025
Multifamily$673,641 $649,339 
Industrial429,996 438,750 
Single-family rental43,080 43,671 
Retail132,957 122,873 
Office63,490  
Investments in real estate debt, real estate-related and other securities321,103 241,220 
Other (corporate)25,493 7,665 
Total assets$1,689,760 $1,503,518 
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The following table details the financial results by segment for the three months ended June 30, 2026 ($ in thousands):
MultifamilyIndustrialSingle-family rentalRetailOfficeInvestments in real estate debt, real estate-related and other securitiesTotal
Revenues
Rental revenue$16,381 $8,731 $852 $3,086 $289 $— $29,339 
Total revenues16,381 8,731 852 3,086 289 — 29,339 
Expenses
Rental property operating7,969 1,600 539 1,253 70  11,431 
Total expenses7,969 1,600 539 1,253 70  11,431 
Income from investments in real estate debt     4,836 4,836 
Income from investments in real estate-related and other securities     160 160 
Segment net operating income$8,412 $7,131 $313 $1,833 $219 $4,996 $22,904 
Depreciation and amortization$(5,926)$(5,380)$(385)$(1,450)$ $ $(13,141)
General and administrative(1,500)
Mandatorily redeemable instruments interest costs(12)
Interest expense(8,634)
Other income, net1,391 
Net income$1,008 
Net loss attributable to non-controlling interests in consolidated joint ventures(76)
Net income attributable to JPMREIT stockholders$1,084 

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The following table details the financial results by segment for the three months ended June 30, 2025 ($ in thousands):
MultifamilyIndustrialSingle-family rentalRetailInvestments in real estate debt, real estate-related and other securitiesTotal
Revenues
Rental revenue$6,350 $4,487 $726 $1,673 $— $13,236 
Total revenues6,350 4,487 726 1,673 — 13,236 
Expenses
Rental property operating2,684 656 474 622  4,436 
Total expenses2,684 656 474 622  4,436 
Income from investments in real estate debt    2,084 2,084 
Income from investments in real estate-related and other securities    1,053 1,053 
Segment net operating income$3,666 $3,831 $252 $1,051 $3,137 $11,937 
Depreciation and amortization$(3,127)$(3354)$(384)$(1267)$ $(8,132)
General and administrative(1,551)
Mandatorily redeemable instruments interest costs(1,552)
Interest expense(2,992)
Other income, net2,230 
Net loss$(60)
Net loss attributable to non-controlling interests in consolidated joint ventures(92)
Net income attributable to JPMREIT stockholders$32 

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The following table details the financial results by segment for six months ended June 30, 2026 ($ in thousands):
MultifamilyIndustrialSingle-family rentalRetailOfficeInvestments in real estate debt, real estate-related and other securitiesTotal
Revenues
Rental revenue$32,190 $18,338 $1,871 $6,323 $288 $— $59,010 
Total revenues32,190 18,338 1,871 6,323 288 — 59,010 
Expenses
Rental property operating15,433 3,652 1,028 2,539 70  22,722 
Total expenses15,433 3,652 1,028 2,539 70  22,722 
Income from investments in real estate debt     10,018 10,018 
Income from investments in real estate-related and other securities     183 183 
Segment net operating income$16,757 $14,686 $843 $3,784 $218 $10,201 $46,489 
Depreciation and amortization$(13,093)$(11,234)$(769)$(2,993)$ $ $(28,089)
General and administrative(3,345)
Mandatorily redeemable instruments interest costs(585)
Interest expense(17,944)
Other income, net1,505 
Net loss$(1,969)
Net loss attributable to non-controlling interests in consolidated joint ventures(275)
Net loss attributable to JPMREIT stockholders$(1,694)
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The following table details the financial results by segment for the six months ended June 30, 2025 ($ in thousands):
MultifamilyIndustrialSingle-family rentalRetailInvestments in real estate debt, real estate-related and other securitiesTotal
Revenues
Rental revenue$10,544 $6,450 $1329 $3,182 $ $21,505 
Total revenues10,544 6,450 1,329 3,182  21,505 
Expenses
Rental property operating4,269 956 958 1,286  7,469 
Total expenses4,269 956 958 1,286  7,469 
Income from investments in real estate debt    3,562 3,562 
Income from investments in real estate-related and other securities    2,134 2,134 
Segment net operating income$6,275 $5,494 $371 $1,896 $5,696 $19,732 
Depreciation and amortization$(4,762)$(4303)$(769)$(1856)$ $(11,690)
General and administrative(3,198)
Mandatorily redeemable instruments interest costs(2,738)
Interest expense(5,480)
Other income, net4,973 
Net income$1,599 
Net loss attributable to non-controlling interests in consolidated joint ventures(113)
Net income attributable to JPMREIT stockholders$1,712 
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16. Derivatives
The Company uses derivative financial instruments to minimize the risks and costs associated with the Company's investments and financing transactions. The Company has not designated any of its derivative financial instruments as hedges as defined under GAAP.
Derivatives not designated as hedges are not speculative and are used to manage the Company's exposure to interest rate movements and other identified risks.
The use of derivative financial instruments involves certain risks, including the risk that counterparties do not perform as agreed. To mitigate this risk, the Company enters into derivative financial instruments with counterparties it believes to have appropriate credit ratings and that are major financial institutions with which the Company and its affiliates may also have other financial relationships.
Interest rate contracts
Certain of the Company's transactions expose the Company to interest rate risk on loans secured by the Company's real estate. The Company uses derivative financial instruments which includes interest rate swaps to limit the Company's exposure to interest rate fluctuations.
The following table details the Company’s outstanding interest rate swaps that were non-designated hedges of interest rate risk (notional amount in thousands):
June 30, 2026
Interest rate swapNumber of InstrumentsNotional AmountWeighted-Average Strike RateIndexWeighted-Average Maturity (Years)Weighted-Average Commencement DateWeighted-Average Maturity Date
Interest rate swaps – mortgage notes4$120,100 3.59%SOFR2.3August 17, 2025October 19, 2028
December 31, 2025
Interest rate swapNumber of InstrumentsNotional AmountWeighted-Average Strike RateIndexWeighted-Average Maturity (Years)Weighted-Average Commencement DateWeighted-Average Maturity Date
Interest rate swaps – mortgage notes4$120,100 3.59%SOFR2.8August 17, 2025October 19, 2028
The following table details the fair value of the Company's derivative financial instruments ($ in thousands):
Fair Value of Derivatives(1)
June 30, 2026December 31, 2025
Interest rate swaps - Asset$858 $ 
Interest rate swaps - Liability(72)(354)
(1)The derivative asset and liability balances as of June 30, 2026 and December 31, 2025 are included in other assets and accounts payable, accrued expenses and other liabilities, respectively.

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17. Commitments and Contingencies
Litigation
From time to time, the Company 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.
18. Subsequent Events
The Company evaluated subsequent events through the issuance date of the financial statements, and determined that except as otherwise disclosed herein there were no additional material subsequent events requiring disclosure.
Real estate acquisitions and origination of real estate debt
On July 1, 2026, the Company originated a $60.0 million mortgage loan, of which $54.0 million has been funded, to finance the acquisition of a neighborhood shopping center in Dallas, Texas Metropolitan Statistical Area. The mortgage loan has an initial term of three years and two one-year extension options.
On July 2, 2026, the Company acquired a 132,282 square foot neighborhood retail center located in Dallas, Texas Metropolitan Statistical Area for $41.5 million, excluding closing costs.
On July 7, 2026, the Company acquired a 290,503 square foot industrial facility in Miami, Florida Metropolitan Statistical Area for $65.0 million, excluding closing costs.
Amendment to the Repurchase Facility
On July 13, 2026, the Repurchase Facility was amended to increase the maximum aggregate purchase price from $250 million to $400 million. All other material terms of the Repurchase Facility remain the same.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
References herein to the “Company,” “we,” “us,” or “our” refer to J.P. Morgan Real Estate Income Trust, Inc. together with its consolidated subsidiaries, including J.P. Morgan REIT Operating Partnership, L.P. (the “Operating Partnership”), a Delaware limited partnership of which we are the general partner, unless the context specifically requires otherwise.
The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q.
Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements about our business, including, in particular, statements about our plans, strategies and objectives. You can generally identify forward-looking statements by our use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” or other similar words. These statements include our plans and objectives for future operations, including plans and objectives relating to future growth and availability of funds, and are based on current expectations that involve numerous risks and uncertainties. Assumptions relating to these statements involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to accurately predict and many of which are beyond our control. Such forward-looking statements are inherently uncertain and there are or may be important factors that could cause actual outcomes or results to differ materially from those indicated in such statements. We believe these factors also include those described under the section entitled “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, which is accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document (or our prospectus and other filings). Except as otherwise required by federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.
Overview
We are a Maryland corporation formed on November 5, 2021. We were formed to invest primarily in stabilized, income-generating real properties. We are an externally advised, perpetual-life REIT formed to pursue the following investment objectives:
provide attractive current income in the form of regular, stable cash distributions;
preserve and protect invested capital;
realize appreciation in NAV from proactive investment management and asset management; and
provide an investment alternative for stockholders seeking to allocate a portion of their long-term investment portfolios to real estate.
We cannot assure you that we will achieve our investment objectives. In particular, we note that our NAV may be subject to volatility related to changes in the values of our assets.
We currently qualify, and intend to continue to qualify, as a REIT for federal income tax purposes. We own all or substantially all of our assets through the Operating Partnership, of which we are the sole general partner.
Our board of directors at all times has ultimate oversight and policymaking authority over us, including responsibility for governance, financial controls, compliance and disclosure. Pursuant to the Advisory Agreement, however, we have delegated to the Adviser the authority to source, evaluate and monitor our investment opportunities and make decisions related to the acquisition, management, financing and disposition of our assets, in accordance with our investment objectives, guidelines, policies and limitations, subject to oversight by our board of directors.
Our initial public offering of our common stock commenced on July 22, 2022. We acquired our first investment on September 2, 2022.
On July 8, 2025, we filed a Registration Statement on Form S-11 (File No. 333-288565) for our second public offering to register up to $4.8 billion of shares of common stock, consisting of up to $3.8 billion in shares of common stock in our primary offering and up to $1.0 billion in shares pursuant to our distribution reinvestment plan. On February 4, 2026, we commenced our second public offering and our initial public offering automatically terminated. In addition to our public offerings, we are conducting several private offerings.
We intend to contribute the net proceeds from the Offerings which are not used or retained to pay the fees and expenses attributable to our operations to the Operating Partnership. The Operating Partnership will use the net proceeds received from us to make investments in accordance with our investment strategy and policies.
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The number and type of properties or real estate-related and other investments that we acquire will depend upon real estate market conditions, the amount of proceeds we raise in the Offerings and other circumstances existing at the time we are acquiring such assets.
We are not aware of any material trends or uncertainties, favorable or unfavorable, other than national economic conditions affecting real estate generally, that may be reasonably anticipated to have a material impact on either capital resources or the revenue or income to be derived from acquiring properties, real estate debt and real estate-related or other securities.
Q2 2026 Highlights
Capital raising and distributions
Raised net proceeds of $174.1 million from the sale of shares of our common stock, including shares issued under our distribution reinvestment plan, during the three months ended June 30, 2026.
Declared distributions totaling $12.2 million for the three months ended June 30, 2026.
The details of the average annualized distribution rates and total returns as of June 30, 2026 are shown in the following table:
Class DClass IClass EClass Y
Average annualized distribution rate(1)
4.80%4.78%4.41%3.65%
Year-to-date total return, without upfront selling commissions(2)
2.45%2.43%3.22%2.43%
Year-to-date total return, assuming maximum upfront selling commissions(2)
0.94%2.43%3.22%(1.02)%
Inception-to-date total return, without upfront selling commissions(2) (3)
5.95%6.00%7.89%5.74%
Inception-to-date total return, assuming maximum upfront selling commissions(2) (3)
5.50%6.00%7.89%4.30%
(1)Average annualized distribution rate is calculated as the current month's distribution annualized and divided by the prior month's NAV, which is inclusive of all fees and expenses.
(2)Total return is calculated as the change in NAV per share during the respective period plus any distributions per share declared in the period and assumes any distributions are reinvested in accordance with our distribution reinvestment plan. Inception-to-date total return is annualized.
(3)The inception date was January 3, 2023 for Class D shares, November 1, 2023 for Class I shares, August 1, 2022 for Class E shares and January 1, 2024 for Class Y shares.
Investing
Acquired one multi-family and seven office properties for $89.7 million, excluding closing costs during the three months ended June 30, 2026.
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Portfolio
The following chart outlines the percentage of our assets across investments in real estate, real estate debt and real estate-related and other securities based on fair value by category as of June 30, 2026:
Asset Allocation(1)
1569
(1)Real estate includes our direct property investments; real estate debt includes commercial mortgage loans; and real estate-related and other securities consists of our CMBS investments.
The following charts further describe the composition of our investments in real estate based on estimated fair value as of June 30, 2026:
18861887
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Investments in real estate
As of June 30, 2026, we owned 68 real estate properties which are summarized in the following table ($ in thousands):
Property typeNumber of Properties
Sq. Ft. (in thousands)/
Number of Units(1)
Occupancy Rate(1)(2)
Gross Asset
Value(3)
Revenue(4)
% of
 Revenue
Multifamily17 3,117 units 90%$1,037,462 $32,190 55%
Single-family rental(5)
1 126 units 86%46,809 1,871 3%
Industrial(6)
40 5,664 sq. ft. 99%468,625 18,338 31%
Retail(7)
3 236 sq. ft. 95%135,830 6,323 11%
Office7 958 sq. ft. 62%61,786 288 
Total68$1,750,512 $59,010 100%
(1)Excludes properties under development related to one of our retail investments.
(2)Reflects real estate operating property investments only. Occupancy for our multifamily and single-family rental properties is measured monthly by dividing property market rent for occupied units by the gross market rent potential of all units. Gross market rent potential is the average monthly market rent of all units at the property. For our retail, office and industrial properties, occupancy represents the percentage of all leased square footage divided by the total available square footage as indicated. An operating property is an existing property that was purchased, regardless of current occupancy. For a newly developed property, operating is defined as reaching 60% occupancy or having been available for occupancy for a year from its certificate of occupancy.
(3)Based on fair value as of June 30, 2026.
(4)Revenue includes tenant recoveries, straight-line rent, above-market lease amortization and below-market lease amortization.
(5)Represents 126 townhomes that are presented as a single property in the number of properties.
(6)Includes 3.7 million square feet of land related to industrial outdoor storage and 2.0 million square feet of buildings related to other industrial properties.
(7)Includes five retail developments that are represented as a single property in the number of properties.

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The following table provides information regarding our real estate properties as of June 30, 2026:
Property Type and InvestmentNumber of Properties
Location(1)
Acquisition Date
Ownership
Interest(2)
Sq. ft. (in thousands)/Number of Units(3)
Occupancy(4)
Multifamily:
Caroline West Gray1Houston, TXNovember 202295%275 units91%
Caroline Post Oak1Houston, TXNovember 202295%238 units87%
Coda on Centre1Pittsburgh, PADecember 2022100%175 units75%
Preserve at Pine Valley1Wilmington, NCFebruary 202590%219 units94%
Bass Lofts1Atlanta, GAMarch 2025100%133 units92%
The Elmstead1Providence, RIMay 2025100%100 units93%
The Kensley1Jacksonville, FLJune 2025100%300 units87%
Echelon Oswego1Chicago, ILJune 2025100%312 units93%
Reflections at Red Mountain1Mesa, AZJune 2025100%256 units89%
Charleston Darby Portfolio5Charleston, SCAugust 202590%647 units93%
Vineyard Commons1Kingston, NYAugust 2025100%185 units98%
Baker Chocolate Factory1Boston, MAOctober 202595%133 units83%
Harrison Hill1 Philadelphia, PA April 2026100% 144 units 91%
Total multifamily173,117 units
Single-family rental:
Fiore(5)
1Sarasota, FLDecember 2023 - September 2024100%126 units78%
Total single-family rental1126 units
Industrial:
Industrial outdoor storage
6200 Bristol1Philadelphia, PAOctober 2022100%424 sq. ft.100%
Industrial outdoor storage portfolio17
Various(6)
June and September 2025100%3,284 sq. ft.100%
Total industrial outdoor storage 183,708 sq. ft.
Other industrial
Savannah Truck Terminal1Savannah, GAJuly 2023100%136 sq. ft.100%
PODS2
Various(7)
November 2024100%154 sq. ft.100%
Norfolk Industrial Portfolio7
Various(8)
April 202588%581 sq. ft.82%
Dallas Infill Portfolio9Dallas, TXMay and July 2025100%553 sq. ft.98%
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Property Type and InvestmentNumber of Properties
Location(1)
Acquisition Date
Ownership
Interest(2)
Sq. ft. (in thousands)/Number of Units(3)
Occupancy(4)
One Brooklyn1New York, NYJuly 2025100%76 sq. ft.100%
11801 Industry1Jacksonville, FLJuly 2025100%257 sq. ft.100%
125 Fisher Street1Worcester, MADecember 2025100%199 sq. ft.90%
Total other industrial221,956 sq. ft.
Total industrial40
Retail:
Shops at Grand Avenue1New York, NYMay 202495%100 sq. ft.88%
Stablewood1
Various(9)
Various98%
Shoppes at Heron Lakes1Miami, FLNovember 2025100%136 sq. ft.100%
Total retail3236 sq. ft.
Office:
The Edge portfolio7 Boston, MA  June 2026 98% 958 sq. ft. 62%
Total office7958 sq. ft.
(1)Refers to the metropolitan statistical area.
(2)Certain of the joint venture agreements entered into by us provide the other partner a profits interest based on certain internal rate of return hurdles being achieved.
(3)Excludes properties under development related to one of our retail investments.
(4)Reflects real estate operating property investments only. Occupancy for our multifamily properties is measured monthly by dividing property market rent for occupied units by the gross market rent potential of all units. Gross market rent potential is the average monthly market rent of all units at the property. For our retail, office and industrial investments, occupancy represents the percentage of all leased square footage divided by the total available square footage as indicated. An operating property is an existing property that was purchased, regardless of current occupancy. For a newly developed property, operating is defined as reaching 60% occupancy or having been available for occupancy for a year from its certificate of occupancy.
(5)Represents 126 townhomes that are presented as a single property in the number of properties.
(6)Includes five properties located in Illinois, three properties located in New Jersey, two properties in each of Pennsylvania, New York and Wisconsin and one property in each of California, Connecticut and Washington.
(7)Represents one property located in Tampa, Florida and one located in Pinellas Park, Florida.
(8)Represents six properties located in Norfolk, Virginia and one located in Rockledge, Florida.
(9)Represents five retail developments including one in Greenville, South Carolina, one in Denver, Colorado, one in Holland, Michigan, one in Greeley, Colorado and one in Oklahoma City, Oklahoma.
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Lease expirations
The following table details the expiring operating leases at our retail and industrial properties by annualized base rent as of June 30, 2026 ($ in thousands). The table below excludes our multifamily and single-family rental properties as substantially all leases at such properties expire within 12 months:
YearNumber of Expiring Leases
Annualized Rent(1)
% of Total Annualized Rent Expiring
2026 (remaining)11$1,413 3%
2027194,216 9%
2028306,569 14%
2029204,965 10%
2030247,723 16%
2031174,558 9%
203274,432 9%
203352,467 5%
20344577 1%
203531,407 3%
Thereafter2110,145 21%
Total161$48,472 100%
(1)Represents annualized base rent as of June 30, 2026 and excludes tenant recoveries.
Investments in real estate debt
The following table summarizes our investments in real estate debt as of June 30, 2026 and December 31, 2025 ($ in thousands):
June 30, 2026December 31, 2025
Real Estate DebtNumber of PositionsCredit RatingWeighted-Average
Coupon
Weighted-Average Maturity DateCost BasisFair ValueCost BasisFair Value
Commercial Mortgage Loan4Not Rated
SOFR(1) + 2.52%
December 15, 2027$304,600 $304,589 $224,600 $224,600 
(1)“SOFR” refers to the Secured Overnight Financing Rate as of June 30, 2026.
Investments in real estate-related and other securities
The following table summarizes our investments in real estate-related and other securities as of June 30, 2026 and December 31, 2025 ($ in thousands):
June 30, 2026December 31, 2025
Real Estate-Related and Other SecuritiesWeighted-Average
 Coupon
Weighted-Average Maturity DateFace AmountCost
 Basis
Fair
 Value
Face AmountCost
 Basis
Fair
 Value
CMBS6.8%August 19, 2039$15,000 $15,107 $14,999 $15,000 $15,107 $15,323 
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Results of Operations
The following tables set forth information regarding our consolidated results of operations ($ in thousands, except per share data):
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
20262025Change20262025Change
Revenues
Rental revenue$29,339 $13,236 $16,103 $59,010 $21,505 $37,505 
Total revenues29,33913,23616,10359,01021,50537,505
Expenses
Rental property operating11,4314,4366,99522,7227,46915,253
General and administrative1,5001,551(51)3,3453,198147
Depreciation and amortization13,1418,1325,00928,08911,69016,399
Total expenses26,07214,11911,95354,15622,35731,799
Other income (expense), net
Income from investments in real estate debt4,8362,0842,75210,0183,5626,456
Income from investments in real estate-related and other securities1601,053(893)1832,134(1,951)
Mandatorily redeemable instruments interest costs(12)(1,552)1,540(585)(2,738)2,153
Interest expense(8,634)(2,992)(5,642)(17,944)(5,480)(12,464)
Other income, net1,3912,230(839)1,5054,973(3,468)
Total other (expense) income, net(2,259)823(3,082)(6,823)2,451(9,274)
Net income (loss)$1,008 $(60)$1,068 $(1,969)$1,599 $(3,568)
Net loss attributable to non-controlling interests in consolidated joint ventures(76)(92)16(275)(113)(162)
Net income (loss) attributable to JPMREIT stockholders$1,084 $32 $1,052 $(1,694)$1,712 $(3,406)
Net income (loss) per share of common stock – basic$0.01 $— $0.01 $(0.02)$0.03 $(0.05)
Net income (loss) per share of common stock – diluted$0.01 $— $0.01 $(0.02)$0.03 $(0.05)
Weighted-average shares of common stock outstanding – basic97,919 65,443 32,476 90,111 58,122 31,989 
Weighted-average shares of common stock outstanding – diluted97,925 65,449 32,476 90,111 58,127 31,984 
Rental revenue
Due to our acquisitions of real estate since June 30, 2025, our rental revenue for the three and six months ended June 30, 2026 and June 30, 2025 is not comparable. Rental revenue primarily consists of base rent arising from tenant leases at our multifamily, single-family rental, industrial, office and retail properties. Rental revenue, aside from short-term leases generally less than one year in term, is recognized on a straight-line basis over the life of the lease, including any fixed and measurable rent escalations and abatements.
Rental property operating expenses
Rental property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of rental property operating expenses include insurance, utilities, real estate taxes and repair and maintenance expenses. Due to our acquisitions of real estate since June 30, 2025, our rental property operating expenses for the three and six months ended June 30, 2026 and June 30, 2025 are not comparable.
Depreciation and amortization expenses
Depreciation and amortization expenses are impacted by the fair values assigned to buildings, personal property and in-place lease assets as part of the initial purchase price allocation. During the three and six months ended June 30, 2026,
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depreciation and amortization expenses increased by $5.0 million and $16.4 million, respectively, in comparison to the corresponding period in 2025. Depreciation and amortization expense increased as compared to the corresponding periods in 2025 due to our acquisitions of real estate since June 30, 2025.
Income from investments in real estate debt
During the three and six months ended June 30, 2026, income from investments in real estate debt increased by $2.8 million and $6.5 million, respectively, in comparison to the corresponding period in 2025 primarily due to the $186.5 million of real estate debt originated since June 30, 2025, partially offset by $16.8 million of repayments.
Income from investments in real estate-related and other securities
During the three and six months ended June 30, 2026, income from investments in real estate-related and other securities decreased by $0.9 million and $2.0 million, respectively, in comparison to the corresponding period in 2025. For the three months ended June 30, 2026, the decrease was primarily due to a decrease in interest income of $0.6 million and a decrease in realized gain of $0.3 million. For the six months ended June 30, 2026, the decrease was due to a decrease in interest income of $0.9 million.
Mandatorily redeemable instruments interest costs
During the three and six months ended June 30, 2026, mandatorily redeemable instruments interest costs decreased by $1.5 million and $2.2 million, respectively, in comparison to the corresponding period in 2025. For the three months ended June 30, 2026, the decrease was primarily due to a decrease in distributions declared of $1.0 million and a decrease in redemption value adjustment of $0.5 million due to repurchases of Mandatorily Redeemable Instruments during the year. For the six months ended June 30, 2026, the decrease was primarily due to a decrease in distributions declared of $1.8 million and a decrease in redemption value adjustment of $0.4 million due to repurchases of Mandatorily Redeemable Instruments during the year.
Interest expense
During the three and six months ended June 30, 2026, interest expense increased by $5.6 million and $12.5 million, respectively, in comparison to the corresponding period in 2025. Interest expense consists of interest expense incurred on our mortgage notes, Repurchase Facility and the Credit Facility. The change in interest expense was primarily attributable to an increase in interest expense relating to our new mortgage notes and an increase in borrowings under the Repurchase Facility and the Credit Facility since June 30, 2025.
Other income, net
During the three and six months ended June 30, 2026, other income, net decreased by $0.8 million and $3.5 million, respectively, in comparison to the corresponding period in 2025.
For the three months ended June 30, 2026, the decrease was primarily due to a $3.8 million decrease in interest income from our investment in a money market fund partially offset by a $1.2 million increase in interest income and an increase of $1.3 million in unrealized gains on derivatives instruments.
For the six months ended June 30, 2026, the decrease was primarily due to a $3.8 million decrease in interest income from our investment in a money market fund and a $1.2 million decrease in interest income partially offset by an increase of $1.2 million in unrealized gains on derivatives instruments.

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Funds from Operations and Adjusted Funds from Operations
We believe funds from operations (“FFO”) is a meaningful supplemental non-GAAP operating measure, which should be considered along with, but not as an alternative to, net income (loss) as a measure of operating performance. Our condensed consolidated financial statements are presented under historical cost accounting which, among other things, requires depreciation of real estate investments to be calculated on a straight-line basis. As a result, our operating results imply that the value of our real estate investments will decrease evenly over a set time period. However, we believe that the value of real estate investments will change over time based on market conditions and as such, depreciation under historical cost accounting may be less informative. FFO is a standard REIT industry measure defined by the National Association of Real Estate Investment Trusts (“Nareit”).
FFO, as defined by Nareit and presented below, is calculated as net income or loss (computed in accordance with GAAP), excluding (i) depreciation and amortization, (ii) impairment of investments in real estate, (iii) net gains or losses from sales of real estate, (iv) net gains or losses from change in control, and (v) similar adjustments for non-controlling interests and unconsolidated entities.
We also believe that adjusted FFO (“AFFO”) is a meaningful supplemental non-GAAP disclosure of our operating results. AFFO further adjusts FFO in order for our operating results to reflect the specific characteristics of our business by adjusting for items we believe are not related to our core operations. Our adjustments to FFO to arrive at AFFO include removing the impact of (i) straight-line rental income and expense, (ii) amortization of above- and below-market lease intangibles, net, (iii) unrealized gains or losses in fair value of financial instruments, (iv) non-cash performance participation allocation, (v) organization costs, (vi) amortization of deferred financing costs, (vii) amortization of restricted stock awards, (viii) amortization of mortgage premium/discount, and (ix) similar adjustments for unconsolidated joint ventures. AFFO is not defined by Nareit and our calculation of AFFO may not be comparable to disclosures made by other REITs.
The following table presents a reconciliation of net loss attributable to stockholders to FFO and AFFO ($ in thousands):
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2026202520262025
Net income (loss) attributable to JPMREIT stockholders$1,084 $32 $(1,694)$1,712 
Adjustments to arrive at FFO:
Real estate depreciation and amortization13,1418,13228,08911,690
Net gains or losses from sales of real estate4343
Amount attributable to non-controlling interests for above adjustments(342)(366)(846)(480)
FFO attributable to stockholders13,9267,79825,59212,922
Adjustments to arrive at AFFO:
Straight-line rental income(1,296)(435)(2,457)(651)
Amortization of above-and below-market lease intangibles(388)(777)(1,085)(792)
Changes in fair value of financial instruments, net(1,090)513(615)(63)
Performance Participation Allocation(131)285
Amortization of deferred financing costs6551441,287245
Amortization of stock based compensation awards27255350
Accretion of mortgage discount15279305113
Amount attributable to non-controlling interests for above adjustments86 73 145 78 
AFFO attributable to JPMREIT stockholders$11,941 $7,420 $23,510 $11,902 

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Liquidity and Capital Resources
Liquidity
Our primary needs for liquidity and capital resources are to fund our investments, to make distributions to our stockholders, to repurchase shares of our common stock pursuant to our share repurchase plan, to pay our offering and operating fees and expenses and to pay interest on any outstanding indebtedness we may incur. Our offering and operating fees and expenses include the management fee we pay to the Adviser, the performance participation allocation that the Operating Partnership pay to the Special Limited Partner, stockholder servicing fees we pay to the Dealer Manager, legal, audit, tax and valuation expenses, federal and state filing fees, printing expenses, administrative fees, transfer agent fees, marketing and distribution expenses and fees related to acquiring, financing, appraising and managing our properties. We do not have any office or personnel expenses as we do not have any employees.
Over time, we generally intend to fund our cash needs for items other than asset acquisitions from operations. Our cash needs for acquisitions will be funded primarily from the sale of shares of our common stock, through the assumption or incurrence of secured or unsecured financings from banks or other lenders and from proceeds from the sales of assets. If necessary, we may use financings or other sources of capital in the event of unforeseen significant capital expenditures.
If we are unable to raise substantial funds, we will make fewer investments, resulting in less diversification in terms of the type, number and size of investments we make and the value of an investment in us will fluctuate with the performance of the specific assets we acquire. Further, we have certain fixed operating expenses, including certain expenses as a publicly offered REIT, regardless of whether we are able to raise substantial funds. Our inability to raise substantial funds would increase our fixed operating expenses as a percentage of gross income, reducing our net income and limiting our ability to make distributions.

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Capital resources
The following table is a summary of our indebtedness as of June 30, 2026 and December 31, 2025 ($ in thousands):
Principal Balance Outstanding
IndebtednessInterest RateMaturity DateMaximum
Facility Size
June 30, 2026December 31, 2025
Fixed rate debt secured by our properties
Caroline West Gray5.44%December 1, 2029N/A$45,911 $45,911 
Caroline Post Oak5.44%December 1, 2029N/A40,528 40,528 
Coda on Centre4.28%May 1, 2029N/A27,582 27,860 
The Elmstead(1)
4.30%April 1, 2031N/A21,188 21,245 
Bass Lofts3.95%September 5, 2027N/A14,710 14,902 
One Brooklyn4.35%July 1, 2028N/A6,600 6,600 
Charleston5.08%September 1, 2030N/A59,728 59,728 
Baker Chocolate3.91%January 1, 2028N/A23,500 23,500 
       Total fixed rate239,747 240,274 
Variable rate debt secured by our properties
6200 Bristol(2)
SOFR + 2.05%April 1, 2029N/A10,000 10,000 
Norfolk Industrial Portfolio(3)
SOFR + 1.75%June 19, 2030N/A43,700 43,700 
Preserve at Pine Valley(4)
SOFR + 1.50%December 10, 2030N/A21,200 21,200 
Vineyard Commons(5)
SOFR + 1.40%January 1, 2030N/A45,175 45,175 
StablewoodSOFR + 3.75%August 8, 2028$50,000 9,568 5,292 
       Total variable rate129,643 125,367 
Total debt secured by real estate369,390 365,641 
Repurchase Facility SOFR + 1.52% August 22, 2027$250,000 228,450 168,450 
Unsecured revolving credit facility SOFR + 1.40% July 15, 2028$325,000 55,000 73,000 
Total indebtedness$652,840 $607,091 
(1)This loan is comprised of a senior and mezzanine loan. The interest rate and maturity date presented are the weighted average.
(2)We entered into an interest rate swap that was not designated as a hedge, which fixed the rate at 6.26%.
(3)We entered into an interest rate swap that was not designated as a hedge, which fixed the rate at 5.41%.
(4)We entered into an interest rate swap that was not designated as a hedge, which fixed the rate at 4.90%.
(5)We entered into an interest rate swap that was not designated as a hedge, which fixed the rate at 4.88%.
Cash Flows
The following table provides a breakdown of the net change in our cash and cash equivalents and restricted cash ($ in thousands):
For the Six Months Ended
June 30, 2026June 30, 2025Change
Net cash provided by operating activities$27,669 $14,396 $13,273 
Net cash used in investing activities(196,533)(555,673)359,140 
Net cash provided by financing activities180,383 482,966 (302,583)
Net change in cash, cash equivalents and restricted cash$11,519 $(58,311)$69,830 
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Cash flows provided by operating activities increased by $13.3 million for the six months ended June 30, 2026 compared to the corresponding period in 2025 primarily due to an increase in cash flows from operations from our investments in real estate as a result of growth in the size of our portfolio.
Cash flows used in investing activities decreased by $359.1 million for the six months ended June 30, 2026 compared to the corresponding period in 2025 primarily due to a decrease of $365.2 million in real estate acquisitions and a decrease of $63.1 million in purchase of real-estate related and other securities, partially offset by an increase of $24.3 million in the origination of investments in real estate debt.
Cash flows provided by financing activities decreased by $302.6 million for the six months ended June 30, 2026 compared to the corresponding period in 2025 primarily due to a decrease of net proceeds from the issuance of common stock of $193.1 million, an increase of $65.8 million in repurchases of common stock and Mandatorily Redeemable Instruments and a decrease of $38.3 million in proceeds from mortgage notes, partially offset by an increase of $18.2 million in proceeds from the Repurchase Facility.
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. Each class of common stock receives the same gross distribution per share. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share.
The following tables detail the aggregate distributions declared for each applicable class of common stock:
For the Three Months Ended June 30, 2026
Class DClass IClass SClass TClass EClass XClass Y
Aggregate gross distributions declared per share of common stock$0.1269 $0.1269 $— $0.0423 $0.1269 $— $0.1269 
Stockholder servicing fee per share of common stock(1)
— — — (0.008)— — (0.0240)
Net distributions declared per share of common stock$0.1269 $0.1269 $— $0.0343 $0.1269 $— $0.1029 
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For the Six Months Ended June 30, 2026
Class DClass IClass SClass TClass EClass XClass Y
Aggregate gross distributions declared per share of common stock$0.2533 $0.2533 $— $0.0423 $0.2533 $— $0.2533 
Stockholder servicing fee per share of common stock(1)
— — — (0.008)— — (0.0475)
Net distributions declared per share of common stock$0.2533 $0.2533 $— $0.0343 $0.2533 $— $0.2058 
(1) Stockholder servicing fees only apply to Class D, Class S, Class T and Class Y shares. For purposes of NAV, the Company recognizes the stockholder servicing fee as a reduction of NAV on a monthly basis as such fee is incurred. Under GAAP, the Company accrues the full cost of the stockholder servicing fee as an offering cost at the time the Company sells Class D, Class S, Class T and Class Y shares. The stockholder servicing fee on Class D shares was waived as of June 30, 2026, and the NAV attributable to current holders of Class D shares will not be included in the computation of stockholder servicing fees charged on Class D shares in perpetuity. The Company accrued stockholder servicing fees of $8.5 million and $6.3 million as of June 30, 2026 and December 31, 2025, respectively.
The following tables summarize our distributions paid on our shares of common stock ($ in thousands):
For The Three Months Ended June 30, 2026For The Three Months Ended June 30, 2025
AmountPercentageAmountPercentage
Distributions
Paid in cash$4,797 42%$3,616 53%
Reinvested in shares6,702 58%3,234 47%
Total distributions$11,499 100%$6,850 100%
Source of Distributions
Cash flows from operating activities11,499 100%6,850 100%
Offering proceeds— 
Total sources of distributions$11,499 100%$6,850 100%
Cash flows from operating activities$15,931 $8,890 
Funds from Operations$13,926 $7,798 
Adjusted Funds from Operations$11,941 $7,420 
For The Six Months Ended June 30, 2026For The Six Months Ended June 30, 2025
AmountPercentageAmountPercentage
Distributions
Paid in cash$9,305 43%$6,217 54%
Reinvested in shares12,14657%5,35346%
Total distributions$21,451 100%$11,570 100%
Source of Distributions
Cash flows from operating activities$21,451 100%$11,570 100%
Offering proceeds
Total sources of distributions$21,451 100%$11,570 100%
Cash flows from operating activities$27,669 $14,396 
Funds from Operations$25,592 $12,922 
Adjusted Funds from Operations$23,510 $11,902 

In addition to the distributions paid on our common stock, during the three and six months ended June 30, 2026 and 2025, we paid $0.1 million, $0.6 million, $1.1 million and $2.1 million, respectively, for Mandatorily Redeemable Instruments.
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Such amounts are recorded in Mandatorily Redeemable Instruments interest costs on our Condensed Consolidated Statements of Operations.
Net Asset Value
Our board of directors, including a majority of our independent directors, has adopted valuation guidelines that contain a comprehensive set of methodologies to be used by the Adviser and our independent valuation advisor in connection with estimating the values of our assets and liabilities for purposes of our NAV calculation. The overarching principle of these guidelines is to produce a valuation that represents a fair and accurate estimate of the value of our investments or the price that would be received for our investments in an arm’s-length transaction between a willing buyer and a willing seller in possession of all material information about our investments. These valuation guidelines are largely based upon standard industry practices used by private, open-end real estate funds and other public, non-listed REITs, and are administered by the Adviser.
As a public company, we are required to issue financial statements based on historical cost in accordance with GAAP, which are subject to an independent audit. To calculate our NAV for purposes of establishing a purchase and repurchase price for our shares, we have adopted a model, as explained below, that adjusts the value of our assets from historical cost to fair value in accordance with the GAAP principles set forth in FASB Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosures. However, our valuation procedures and our NAV are not subject to GAAP and are not subject to independent audit. Our NAV may differ from equity reflected on our audited financial statements, even if we are required to adopt a fair value basis of accounting for GAAP financial statement purposes in the future. Because these fair value calculations involve significant professional judgment in the application of both observable and unobservable attributes, the calculated fair value of our assets may differ from their actual realizable value or future fair value. While we believe our NAV calculation methodologies are consistent with standard industry practices, there is no rule or regulation that requires that we calculate NAV in a certain way. As a result, other public, non-listed REITs may use different methodologies or assumptions to determine NAV.
The following valuation methods are used for purposes of calculating our NAV:
Investments in real property are valued by our independent valuation advisor and independent third-party appraisal firms using the income approach’s discounted cash flow method. The discounted cash flow method takes into consideration contractual rent payments over the life of the lease term offset by any capitalized expenditures. Our independent valuation advisor and independent third-party appraisers may supplement the discounted cash flow analysis with a sales comparison approach and the income approach’s direct capitalization method, but typically reconcile exclusively to the discounted cash flow method.
In general, investments in real estate debt are valued by an independent debt valuation services firm using a variety of methods, including but not limited to, market quotations and/or discounted cash flow method. Our independent debt valuation services firm calculates the fair value of loans in accordance with GAAP and by considering all relevant calculations and scenarios that a market participant would consider in evaluating the financial instrument. Most loans held as an investment are valued by discounting debt service cash flows using a market yield.
Investments in real estate-related and other securities consists of investments in commercial mortgage-backed securities. We classify real estate-related and other securities as trading securities which the Adviser generally values on the basis of publicly available market quotations or at fair value determined in accordance with GAAP.
Interest rate swaps are valued using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves.
Treasury note futures contracts are valued based on quoted market prices for identical instruments.
Liabilities include the fees payable to the Adviser and the Dealer Manager, accounts payable, accrued operating expenses, property-level mortgages, the Repurchase Facility, any portfolio-level credit facilities and other liabilities, where applicable. Other than property-level mortgages and the Repurchase Facility, we include the cost basis of our liabilities as part of NAV, which approximates fair value. These carrying amounts are meant to reasonably approximate fair value due to the liquid and short-term nature of the instruments. We include as part of NAV the fair value of our property-level mortgages and Repurchase Facility, which are valued monthly by an independent valuation services firm. For most loans valued from the borrower’s perspective, our independent debt valuation services firm utilizes a discounted cash flow analysis in evaluating its fair value conclusions. Additional
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inputs or adjustments to fair value conclusions may be applicable based on observations of market participant behavior.
In accordance with the valuation guidelines, our fund administrator calculates our NAV per share for each class of our common stock as of the last calendar day of each month, using a process that reflects several components (each as described above), including the estimated fair value of (1) each of our properties based upon individual appraisal reports provided quarterly by third-party independent valuation firms or our independent valuation advisor, (2) our real estate-related assets for which third-party market quotes are available, (3) our other real estate-related assets, if any, and (4) our other assets and liabilities. The NAV per share for the share classes we are offering to the public may differ because stockholder servicing fees, management fees and the performance participation allocable to a specific class of shares are only included in the NAV calculation for that class.
At the end of each month, before taking into consideration additional issuances of shares of capital stock, share repurchases or class-specific expense accruals for that month, any change in our aggregate NAV (whether an increase or decrease) is allocated among each class of shares based on each class’s relative percentage of the previous aggregate NAV plus issuances of shares that were effective on the first calendar day of such month. The NAV calculation is available generally within 15 calendar days after the end of the applicable month. Changes in our monthly NAV include accruals of our net portfolio income, interest expense, the management fee, any accrued performance participation, distributions, unrealized/realized gains and losses on assets, any applicable organization and offering costs and any expense reimbursements. Changes in our monthly NAV also include material non-recurring events, such as capital expenditures and material property acquisitions and dispositions occurring during the month. Notwithstanding anything herein to the contrary, the Adviser may in its discretion consider material market data and other information that becomes available after the end of the applicable month in valuing our assets and liabilities and calculating our NAV for a particular month. On an ongoing basis, the Adviser will adjust the accruals to reflect actual operating results and the outstanding receivable, payable and other account balances resulting from the accumulation of monthly accruals for which financial information is available.
The Adviser advanced our organization and offering expenses on our behalf (other than upfront selling commissions, dealer manager fees and stockholder servicing fees) through July 22, 2024. On such date, we began reimbursing the Adviser for all such advanced costs ratably over a period that will continue until 60 months following such date. For purposes of calculating our NAV, the organization and offering expenses paid by the Adviser through July 22, 2024 will not be recognized as expenses, or as a component of equity and reflected in our NAV, until we reimburse the Adviser for these expenses. In addition, the operating expenses paid by the Adviser through April 30, 2026 will not be recognized as expenses and reflected in our NAV, until we reimburse the Adviser for these expenses.
Following the aggregation of the net asset values of our investments, the addition of any other assets (such as cash on hand) and the deduction of any other liabilities, our fund administrator incorporates any class-specific adjustments to our NAV, including additional issuances and repurchases of our common stock and accruals of class-specific stockholder servicing fees, management fees and any accrued performance participation. For each applicable class of shares, each of the stockholder servicing fee and the management fee is calculated as a percentage of the aggregate NAV for such class of shares. At the close of business on the record date for any declared distribution, our NAV for each class will be reduced to reflect the accrual of our liability to pay any distribution to our stockholders of record of such class. NAV per share for each class is calculated by dividing such class’s NAV at the end of each month by the number of shares outstanding for that class at the end of such month.

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We calculate NAV per share in accordance with the valuation guidelines that have been approved by our board of directors. We believe our NAV is a meaningful supplemental non-GAAP operating metric. The following table provides a breakdown of the major components of our NAV as of June 30, 2026 ($ and shares/units in thousands):
Components of NAVJune 30, 2026
Investments in real estate$1,445,923 
Investments in real estate debt304,589 
Investments in real estate-related and other securities14,999 
Cash and cash equivalents28,539 
Restricted cash6,085 
Other assets17,273 
Debt obligations(650,056)
Other liabilities(28,399)
Accrued performance participation allocation(285)
Stockholder servicing fees payable the following month(1)
(93)
Non-controlling interests in joint ventures(19,006)
Net Asset Value$1,119,569 
Number of outstanding shares/units99,227
(1)Stockholder servicing fees only apply to Class T, Class S, Class D and Class Y shares. For purposes of NAV, we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis as such fee is paid. Under accounting principles generally accepted in the United States of America (“GAAP”), we accrue the lifetime cost of the stockholder servicing fee as an offering cost at the time we sell Class T, Class S, Class D and Class Y shares. The stockholder servicing fee on Class D shares was waived as of June 30, 2026, and the NAV attributable to current holders of Class D shares will not be included in the computation of stockholder servicing fees charged on Class D shares in perpetuity. As of June 30, 2026, we had accrued under GAAP stockholder servicing fees of $8.5 million.
The following table provides a breakdown of our total NAV and NAV per share/unit by class as of June 30, 2026 ($ and shares/units in thousands except per-share/unit data):
Share Class/UnitNet asset valueNumber of outstanding
shares/units
NAV per
 share/unit
Class D Shares$10,747 1,017 $10.56 
Class I Shares242,996 22,898 10.61 
Class S Shares— — — 
Class T Shares23 11.50 
Class E Shares732,358 63,510 11.53 
Class X Shares— — — 
Class Y Shares132,493 11,717 11.31 
Operating Partnership Units(1)
952 83 11.53 
Total$1,119,569 99,227 
(1)Class E units held by the Special Limited Partner.
Set forth below are the weighted averages of the key assumptions in the discounted cash flow methodology used in the June 30, 2026 valuations, based on property types. Once we own more than one single-family rental or more than one office property, we will include the key assumptions for such property types.
Property TypeDiscount RateExit Capitalization Rate
Multifamily7.32%5.86%
Industrial7.94%6.43%
Retail7.52%6.63%
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These assumptions are determined by our independent valuation advisor and reviewed by the Adviser. A change in these assumptions would impact the calculation of the values of our property investments. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our investment values:
InputHypothetical ChangeMultifamily Investment ValuesIndustrial Investment ValuesRetail Investment Values
Discount Rate0.25% decrease1.91%1.86%2.01%
(weighted average)0.25% increase(1.91)%(1.90)%(1.82)%
Exit Capitalization Rate0.25% decrease2.68%2.41%2.28%
(weighted average)0.25% increase(2.52)%(2.29)%(2.10)%
The following table reconciles stockholders’ equity per our Condensed Consolidated Balance Sheets to our NAV as of June 30, 2026 ($ in thousands):
Reconciliation of Stockholders’ Equity to NAV June 30, 2026
Stockholders’ equity under GAAP$962,113 
Redeemable non-controlling interest952 
Total stockholders’ equity and Operating Partnership units963,065 
Adjustments:
Organization, offering costs and operating expenses(1)
8,140 
Accrued stockholder servicing fees(2)
8,366 
Unrealized real estate and borrowings appreciation, net(3)
55,481 
Accumulated depreciation and amortization(4)
90,298 
Straight-line rent receivable(5)
(5,781)
NAV$1,119,569 
(1)The Adviser advanced our organization and offering expenses on our behalf (other than upfront selling commissions and stockholder servicing fees) through July 22, 2024. On such date, we began reimbursing the Adviser for all such advanced costs ratably over a period that will continue until 60 months following such date. During the three months ended June 30, 2026, we reimbursed $0.4 million to the Adviser. In addition, the Adviser advanced on our behalf certain of our operating expenses through April 30, 2026. Starting May 1, 2026, we began reimbursing the Adviser for all such advanced expenses ratably over a period that will continue until 60 months following such date. Under GAAP, organization costs are expensed as incurred and offering costs are charged to equity as such amounts are incurred. For the purposes of calculating NAV, such costs will be recognized as a reduction to NAV as they are reimbursed ratably over the respective 60-month reimbursement periods.
(2)Stockholder servicing fees only apply to Class D, Class S, Class T and Class Y shares. For purposes of NAV, we recognize the stockholder servicing fee as a reduction to our NAV on a monthly basis as such fee is paid. Under GAAP, we accrue the lifetime cost of the stockholder servicing fee as an offering cost at the time we sell Class D, Class S, Class T and Class Y shares. The stockholder servicing fee on Class D shares was waived as of June 30, 2026, and the NAV attributable to current holders of Class D shares will not be included in the computation of stockholder servicing fees charged on Class D shares in perpetuity.
(3)Our investments in real estate are presented at historical cost in our GAAP condensed consolidated financial statements. Additionally, our mortgage notes, Repurchase Facility and the Credit Facility (“Borrowings”) are presented at their carrying values in our condensed consolidated financial statements. As such, any changes in the fair market values of our investments in real estate or our Borrowings are not included in our GAAP results. For purposes of determining our NAV, our investments in real estate and our Borrowings are recorded at fair value.
(4)In accordance with GAAP, we depreciate our investments in real estate and amortize certain other assets and liabilities. Such depreciation and amortization is not recorded for purposes of determining our NAV.
(5)We record straight-line rent in accordance with GAAP. Any resulting straight-line rent receivable or liability is excluded for purposes of determining our NAV.

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Critical Accounting Policies
The preparation of the financial statements in accordance with GAAP involves significant judgments and assumptions and requires estimates about matters that are inherently uncertain. These judgments will affect our reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our financial statements.
Purchase price allocation of acquired investments in real estate
Upon the acquisition of a property, we assess the fair value of acquired tangible and intangible assets and liabilities (including land, buildings, tenant improvements, above-market and below-market leases, acquired in-place leases, other identified intangible assets and assumed liabilities) and allocate the purchase price to the acquired assets and assumed liabilities on a relative fair value basis in accordance with ASC 805, Business Combinations. All expenses related to asset acquisitions are capitalized and allocated among the identified assets. Generally, the most significant portion of the allocation is to the building and land and requires the use of market-based estimates and assumptions.
We assess and consider fair value based on estimated cash flow projections that utilize appropriate discount and/or capitalization rates, as well as other available market information. Estimates of future cash flows are based on a number of factors, including the historical operating results, known and anticipated trends, and market and economic conditions. The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant.
Acquired above-market and below-market leases are recorded at their fair values (using a discount rate which reflects the risks associated with the leases acquired) equal to the difference between (1) the contractual amounts to be paid pursuant to each in-place lease and (2) management’s estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the term of any below-market fixed-rate renewal options for below-market leases. Other intangible assets acquired include amounts for in place lease values that are based on our evaluation of the specific characteristics of each tenant’s lease. Factors to be considered include estimates of carrying costs during hypothetical expected lease-up periods considering current market conditions, and costs to execute similar leases. In estimating carrying costs, we include real estate taxes, insurance and other operating expenses and estimates of lost rentals at market rates during the expected lease-up periods, depending on local market conditions. In estimating costs to execute similar leases, we consider leasing commissions, legal and other related expenses. A change in any of the assumptions above, which are subjective, could have a material impact on our results of operations.
The allocation of the purchase price directly affects the following in our condensed consolidated financial statements:
the amount of purchase price allocated to the various tangible and intangible assets and liabilities on our Condensed Consolidated Balance Sheets;
the amounts allocated to above-market and below-market leases are amortized to rental income over the remaining non-cancelable terms of the respective leases. The amounts allocated to all other tangible and intangible assets are amortized to depreciation or amortization expense. Thus, depending on the amounts allocated between land and depreciable assets, changes in the purchase price allocation among our assets could have a material impact on our net income; and
the period of time over which tangible and intangible assets are depreciated varies greatly, and thus, changes in the amounts allocated to these assets will have a direct impact on our results of operations. Intangible assets are generally amortized over the respective lives of the leases. Also, we depreciate our buildings over a maximum of 40 years, but do not depreciate our land. These differences in timing could have a material impact on our results of operations.
Impairment of long-lived assets
We review real estate properties (including any related amortizable intangible assets or liabilities) for impairment each quarter or when there is an indicator, including, but not limited to, property operating performance, changes in anticipated holding period and general market conditions, that the value of the real estate properties may be impaired. Our estimate of the expected future cash flows in testing for impairment is subjective and based on, among other things, our estimates regarding future market conditions, rental rates, occupancy levels, costs of tenant improvements, assumptions regarding the residual value of our properties at the end of our anticipated holding period, discount rates, exit capitalization rates and the length of our anticipated holding period. In preparing the projection of undiscounted future cash flows, we estimate exit capitalization rates and market rental rates using information that we obtain from market comparability studies and other comparable sources and apply the undiscounted cash flows against our expected holding period. These assumptions could differ materially from actual results. If changes in our strategy or the market conditions result in a reduction in the holding period and an earlier sale date, an impairment loss could be recognized and such loss could be material. If impairment was indicated, the carrying value of the property would be written down to its estimated fair value based on our best estimate of
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the property's discounted future cash flows using market derived capitalization rates, discount rates and market rental rates applied against our expected hold period.
We evaluated our portfolio, as of June 30, 2026 and December 31, 2025, for impairment indicators. We did not record any impairment losses for the three and six months ended June 30, 2026 or year ended December 31, 2025.
Mandatorily Redeemable Instruments
We report our Mandatorily Redeemable Instruments as a liability on our Condensed Consolidated Balance Sheets at JPMIM’s cash redemption value. JPMIM’s cash redemption value is determined based on our NAV per Class E unit as of our balance sheet date. For purposes of determining our NAV, our investments in real estate are recorded at fair value based on independent third-party valuations prepared by licensed appraisers in accordance with standard industry practice or in the case of real estate-related and other securities using readily available actively quoted prices.
These fair value estimates of our investments in real estate are particularly important as they are used for the calculation of NAV, which determines the adjustment to the carrying value of our Mandatorily Redeemable Instruments. Significant differences in the fair value of our Mandatorily Redeemable Instruments may result from changes in market conditions that cause our NAV, and thus JPMIM’s redemption value, to increase or decrease during the period which is recorded as a component of Mandatorily redeemable instruments interest costs on our Condensed Consolidated Statements of Operations.
Investments in real estate debt
Our investments in real estate debt consist of investments in commercial mortgage loans. Our investments in real estate debt are carried at fair value as we elected the fair value option. Investments with readily available, actively quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.
Our real estate debt investments are unlikely to have readily available market quotations. As such, we determine fair value by utilizing or reviewing certain of the following (i) market yield data, (ii) discounted cash flow modeling, (iii) collateral asset performance, (iv) local or macro real estate performance, (v) capital market conditions, (vi) debt yield or loan-to-value ratios and (vii) borrower financial condition and performance. We classify these investments as Level 3 within the valuation hierarchy. Judgments used to determine the fair values of Level 3 instruments are more significant than those required when determining the fair value of instruments classified as Level 1 or 2 due to the inherent uncertainty of the estimates and judgments used. These values may differ materially from the values that would have been used had a ready market for these investments existed. External factors may cause those values and the values of those investments for which readily observable inputs exist, to increase or decrease over time, impacting the value of our investment which is recorded in income from investments in real estate debt on the Condensed Consolidated Statements of Operations.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Interest rate risk
We are exposed to interest rate risk with respect to our variable-rate indebtedness, where an increase in interest rates would directly result in higher interest expense costs. We may seek to manage or mitigate our exposure to interest risk through interest rate protection agreements to fix or cap a portion of our variable rate debt. As of June 30, 2026, the outstanding principal balance of our variable rate indebtedness was $293.0 million.
Certain of our mortgage loans and other indebtedness are variable rate and indexed to SOFR. For the three and six months ended June 30, 2026, a 10% increase in SOFR would have resulted in an increase in interest expense of $0.3 million and $0.5 million, respectively. We have executed interest rate swaps with an aggregate notional amount of $120.1 million as of June 30, 2026, to hedge the risk of increasing interest rates.
We have invested a portion of our portfolio in floating-rate investments in real estate debt and intend to invest in both fixed- and floating-rate real estate debt investments in the future. For floating-rate investments in real estate debt, our net income will increase or decrease depending on interest rate movements. For the three and six months ended June 30, 2026, a 10% decrease in the reference rate would have resulted in a decrease in interest income of $0.3 million and $0.6 million, respectively. Additionally, interest rate movement can impact the valuation of real estate debt depending on various aspects of the instrument, including the credit rating, duration and structure of the interest rate payments.
Credit risk
We are exposed to credit risk with respect to the tenants that occupy properties we own. To mitigate this risk, we undertake a credit evaluation of major tenants prior to making an investment. This analysis includes extensive due diligence of a
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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.
Additionally, 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 the underlying credit quality. In addition, we re-evaluate the credit risk inherent in our investments 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.
Finally, 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 will seek to minimize the credit risk in derivative instruments by entering into transactions with high-quality counterparties.
Real estate market value risk
Real estate property values are subject to volatility and may be adversely affected by a number of factors, including national, regional and local economic conditions (which may be adversely affected by industry slowdowns and other factors); 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.
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) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this Quarterly Report on Form 10-Q 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 our disclosure controls and procedures (a) are effective to 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 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.
Changes in Internal Controls over Financial Reporting
There have been no changes in our “internal control over financial reporting” (as defined in Rule 13a-15(f) of the Exchange Act) that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II—OTHER INFORMATION
Item 1. Legal Proceedings.
We are not currently involved in any material litigation.
Item 1A. Risk Factors.
In addition to the other information set forth in this report, you should carefully consider the risk factors discussed in Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”). The risks described in our 2025 Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition, and operating results. There have been no material changes to the risk factors disclosed in our 2025 Form 10-K.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Unregistered sales of equity securities
All sales of unregistered securities during the three months ended June 30, 2026 were previously disclosed.
Share repurchase plan
We adopted a share repurchase plan, whereby on a monthly basis, stockholders may request that we repurchase all or any portion of their shares. We may choose to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any particular month, in our discretion, subject to any limitations in the share repurchase plan. The total amount of aggregate repurchases of our shares is limited to 2% of the aggregate NAV per month (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month) and 5% of the aggregate NAV per calendar quarter (measured using the average aggregate NAV attributable to stockholders as of the end of the immediately preceding three months). Shares are repurchased at a price equal to the transaction price on the applicable repurchase date, subject to any early repurchase deduction. Shares that have not been outstanding for at least one year are repurchased at 98% of the transaction price. In the event we determine to repurchase some but not all of the shares submitted for repurchase during any month, shares submitted for repurchase during such month will be repurchased on a pro rata basis based on the amount requested after we have repurchased all shares for which repurchase was requested due to death or disability and other limited exceptions. All unsatisfied repurchase requests must be resubmitted after the start of the next month or quarter, or upon the recommencement of the share repurchase plan, as applicable. Due to the illiquid nature of investments in real estate, we may not have sufficient liquid resources to fund repurchase requests and have established limitations on the amount of funds we may use for repurchase during any calendar month and quarter. See Note 3 “— Share Repurchase Plan” to our 2025 Form 10-K for additional detail regarding our share repurchase plan.
During the three months ended June 30, 2026, we repurchased shares of our common stock in the following amounts, which represented all of the share repurchase requests received for the same period.
PeriodTotal Number
 of Shares Repurchased
Repurchases as a Percentage of NAV(1)
Average Price Paid Per ShareTotal Number of Shares Repurchased as Part of Publicly Announced Plans or ProgramsMaximum Number (or Approximate Dollar Value) of Shares that May Yet be Repurchased Under the Publicly Announced Plans or Programs
April 2026$64,820 0.07%$10.65 $64,820 
May 2026$28,244 0.03%11.15$28,244 
June 2026$98,634 0.10%10.90$98,634 
Total$191,698 $191,698 
(1)Represents aggregate NAV of shares repurchased under our share repurchase plan over aggregate NAV of all shares outstanding, in each case, based on the NAV as of the last calendar day of the prior month.

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Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
Fifth Amended and Restated Advisory Agreement
On August 10, 2026, we, the Operating Partnership, and our Adviser entered into that certain Fifth Amended and Restated Advisory Agreement (the “Fifth A&R Advisory Agreement”). The Fifth A&R Advisory Agreement amends and restates the prior version of the agreement to make certain updates requested by a state securities examiner.
Fourth Amended and Restated Limited Partnership Agreement
On August 10, 2026, we, the Special Limited Partner, and the limited partners party thereto entered into that certain Fourth Amended and Restated Limited Partnership Agreement (the “Fourth A&R Limited Partnership Agreement”). The Fourth A&R Limited Partnership Agreement amends and restates the Third Amended and Restated Limited Partnership Agreement dated April 17, 2026 to make certain updates requested by a state securities examiner.
Trading Arrangements
None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the three months ended June 30, 2026.
Unregistered sales of equity securities
On August 1, 2026, the Company, pursuant to the Company's distribution reinvestment plan, issued 131,306, 11,380 and 25,194 Class E, Class I, and Class Y shares of common stock at prices per share of $11.53, $10.61 and $11.31, respectively, to accredited investors for aggregate purchase prices of $1.51 million, $0.12 million and $0.28 million, respectively.
On August 1, 2026, the Company issued 48,163 and 83,311 Class E and Class Y shares of common stock at prices per share of $11.53 and $11.52, respectively, to accredited investors in private placements for aggregate purchase prices of $0.56 million and $0.96 million, respectively. The aggregate commissions paid in connection with the sale of Class Y shares were $0.02 million.
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Item 6. Exhibits.
Exhibit
Number
Description
3.1
3.2
3.3
3.4
3.5
3.6
3.7
3.8
4.1
10.1*
10.2*
10.3*
10.4*
31.1*
31.2*
32.1**
32.2**
101.INSInline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
104Cover page formatted as Inline XBRL and contained in Exhibit 101
* Filed herewith.
** Furnished herewith.
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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.
J.P. Morgan Real Estate Income Trust, Inc.
Date: August 12, 2026
By:/s/ Chad Tredway
Chad Tredway
Chairperson of the Board and Chief Executive Officer
(Principal Executive Officer)
Date: August 12, 2026
By:/s/ Lawrence A. Goodfield, Jr.
Lawrence A. Goodfield, Jr.
Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)
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