Authorized Capital Stock

The Company is authorized to issue multiple classes of shares of common stock, which include Class A, Class AX, Class D, Class DX, Class I, Class IX, Class S, and Class T shares. As of June 30, 2026 and December 31, 2025, the Company’s authorized capital stock is summarized below. The Company terminated its Public Offering on April 30, 2026 and subsequently suspended the DRP.

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Limited Partnership Units of the Operating Partnership

The partnership interests in the Operating Partnership, excluding the special limited partner interest and general partner interest, are currently divided into ten classes: (1) Class A OP Units, (2) Class AX OP Units, (3) Class D OP Units, (4) Class DX OP Units, (5) Class I OP Units, (6) Class IX OP Units, (7) Class P OP Units, (8) Class PX OP Units, (9) Class S OP Units and (10) Class T OP Units. Except for Class P OP Units and Class PX OP Units, each class of the Operating Partnership’s units is intended to correspond on a one-for-one basis with the same class of the Company’s common stock. When the Company received proceeds from the sale of shares of its common stock, the Company contributed such proceeds to the Operating Partnership in exchange for OP Units of the same class. As a result, the Company generally holds OP Units proportionate to its outstanding common stock, with OP Units intended to be economically equivalent to the Company’s shares of common stock.

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On January 18, 2022, the Company commenced a private offering of Class P OP Units and Class PX OP Units (“OP Unit Offering”) in the Operating Partnership, to accredited investors only. Prior to the conclusion of this OP Unit Offering, which terminated concurrently with the start of the Public Offering, the Company raised aggregate proceeds of approximately $22,623,000 from the sale of approximately 2,034,853 Class P OP Units and 216,561 Class PX OP Units in the OP Unit Offering. The holders of Class P OP Units and Class PX OP Units may request to exchange their units on a one-for-one basis for Class I shares and Class IX shares, respectively, subject to the Company’s discretion.

As the sole general partner of the Operating Partnership, the Company has the exclusive power to manage and conduct the business of the Operating Partnership. Limited partners of any class do not have the right to participate in the management of the Operating Partnership. Holders of the Operating Partnership units are not required to make additional capital contributions to the Operating Partnership. Additionally, such unitholders do not have the right to make additional capital contributions or purchase additional units of limited partnership interest in the Operating Partnership without the Company’s consent. The voting rights of the limited partners of any class are generally limited to approval of specific types of amendments to the Operating Partnership agreement.

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As of June 30, 2026 and December 31, 2025, holders of Class P OP Units and Class PX OP Units owned an aggregate of 1,285,664 units and 1,349,716 units, representing 11.04% and 11.09%, of the Operating Partnership, respectively. The equity interests held by these unitholders are reflected as a component of noncontrolling interest in the Operating Partnership on the consolidated balance sheets.

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Cash Dividends and Distributions

The Board may authorize dividends or distributions to stockholders at its discretion, payable in cash, assets, or Company securities, including shares of one class to holders of another. To comply with the REIT provisions under the Code, the Company generally intends to distribute substantially all of its taxable income to its stockholders each year, which does not necessarily equal net income as calculated in accordance with GAAP.

For the three and six months ended June 30, 2026 and 2025, respectively, the following cash dividends and distributions were declared and paid or payable to stockholders and unitholders as follows:

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On April 30, 2026, the Company announced that, following payment of the April 2026 distributions to stockholders, the Company does not currently expect to pay regular cash distributions to its stockholders unless and until such time as the Board declares a distribution.

Dividends and Distribution Reinvestment Plan

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Under the Company’s charter and limited partnership agreement of the Operating Partnership, distributions to holders of Class AX shares, Class DX shares, Class IX shares, and Class PX OP Units are deemed distributed and then invested in additional shares of the same class at the applicable purchase price per share, net of any selling commissions and/or dealer manager fees associated with the applicable class (the “reinvestment plan”). Between the effective date and termination of the Public Offering, the Company adopted a DRP plan whereby Class D shares, Class I shares, Class S Shares and Class T shares would have their cash distributions automatically reinvested in additional shares of common stock unless shareholders elected to receive distributions in cash.

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For the three and six months ended June 30, 2026 and 2025, respectively, the following DRP dividends and distributions were declared and paid or payable to stockholders and unitholders as follows:

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Share Repurchase Program

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On September 1, 2023, the Board approved the Share Repurchase Program, allowing the Company to repurchase Class A shares, Class AX shares, Class I shares, and Class IX shares at the applicable price per share under the terms of the Share Repurchase Program. On October 24, 2024, the Company adopted the amended and restated Share Repurchase Program, whereby, subject to certain limitations, stockholders may request on a monthly basis that the Company repurchases all or any portion of the shares they own. The aggregate NAV of total repurchases of Class A shares, Class AX shares, Class D shares, Class DX shares, Class I shares, Class IX shares, Class S shares and Class T shares will be limited to no more than 1.67% of the aggregate NAV per month (with the first month of each calendar quarter limitation being 1.66% instead of 1.67%), which will be measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month, and no more than 5% of the aggregate NAV per calendar quarter, which will be measured using the average aggregate NAV attributable to stockholders as of the end of the immediately preceding three months.

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On September 1, 2023, the Board also approved the OP Unit Repurchase Program allowing the Company to repurchase Class P OP and Class PX OP Units at the applicable price per share in accordance with the terms of the OP Unit Share Repurchase Program. The OP Unit Repurchase Program generally follows the same terms as the Share Repurchase Program (the “OP Unit Share Repurchase Program” together with the Share Repurchase Program, the “Repurchase Programs”).

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In connection with its efforts to preserve capital and enhance liquidity while the Company explores strategic alternatives, on April 28, 2026, the Board approved a suspension of the Repurchase Programs, other than for repurchases in connection with qualifying disability and death. The Repurchase Programs shall remain suspended unless and until such time as the Board approves their reinstatement. The Board will continue to evaluate the Company’s Repurchase Program on a quarterly basis to determine if and when it is in the Company’s and its stockholders’ and its unitholders’ best interests to reinstate the Repurchase Program. As of June 30, 2026, there were outstanding and unfulfilled repurchase requests aggregating to $18,343,321 worth of shares of common stock and $2,556,707 OP units based on the June 2026 NAV, which are not recognized in Redemptions payable in the consolidated balance sheet due to the suspension of the Repurchase Programs.

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For the three months ended June 30, 2026 and 2025, the Company repurchased 4,803 and 499,763 shares for $46,810 and $5,119,477, respectively. For the six months ended June 30, 2026 and 2025, the Company repurchased 538,509 and 882,975 shares for $5,395,071 and $9,065,132, respectively. Additionally, for the three months ended June 30, 2026 and 2025, the Company repurchased an aggregate of 0 and 82,731 OP units held by third parties for $0 and $852,249, respectively. For the six months ended June 30, 2026 and 2025, the Company repurchased an aggregate of 66,402 and 87,731 OP units held by third parties for $670,112 and $904,276, respectively.

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Share Cancellation by StratCap Investment Management, LLC

On September 26, 2025, the Board approved a program pursuant to which the Sponsor may, over the course of twelve months, periodically cancel certain shares of common stock of the Company held by the Sponsor for no consideration (the “Cancellation Program”). For the period from September 26, 2025 through December 31, 2025, the Board accepted the (i) cancellation of 1,150,000 Class I shares held by the Sponsor for no consideration and (ii) a corresponding number of Class I OP Units in the Operating Partnership in connection with the Cancellation Program. For the three and six months ended June 30, 2026, the Board did not accept any cancellations in connection with the Cancellation Program.

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Public Offering Share Purchase Prices

During the Public Offering, which terminated on April 30, 2026, the Board approved an estimated NAV per share for each class of common stock with outstanding shares each month from December 2024 consistent with the Advisor’s determination. In the Public Offering, each class of common stock was sold at the “transaction price”, which generally equaled the NAV per share of each class of common stock, plus applicable upfront selling commissions and dealer manager fees.

Selling Commissions and Dealer Manager Fees

During the Public Offering, which terminated on April 30, 2026, the dealer manager was entitled to receive selling commissions of 1.5% on Class D shares, 3.0% on Class T shares, and 3.5% on Class S shares based on the transaction price of each applicable class of shares sold in the Public Offering. Class I shares did not incur selling commissions. The dealer manager was also entitled to receive dealer manager fees of 0.5% on Class T shares based on the transaction price of each applicable class of shares sold in the Public Offering. Class D shares, Class I shares, and Class S shares did not incur dealer manager fees. The dealer manager is also entitled to receive a stockholder servicing fee of 0.25%, 0.85%, 0.85% per annum of the aggregate NAV of the Company’s outstanding Class D shares, Class S shares, and Class T shares, respectively. The stockholder servicing fee with respect to Class T shares consists of an investment professional stockholder servicing fee of 0.65% per annum, and a dealer stockholder servicing fee of 0.20% per annum; however, with respect to Class T shares sold through certain participating broker-dealers, the investment professional stockholder servicing fee and the dealer stockholder servicing fee may be other amounts, provided that the sum of such fees will always equal 0.85% per annum of the NAV of such shares. There was no stockholder servicing fee with respect to Class I shares. The Company accrued the full cost of the stockholder servicing fee as an offering cost at the time a Class T share was issued during the Public Offering. The Company did not issue any Class S or Class D shares of common stock.

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Net Loss Attributable to Company’s Stockholders

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The following table provides the amounts attributable to Company’s stockholders:

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