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NOTE 13 – RELATED PARTY TRANSACTIONS

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Effective January 1, 2021, Trustmark Enterprises, Inc. was formed to act as the holding company for Sterling Management, LLC and GOLDMARK Property Management, Inc. In connection with this restructuring transaction, the owners of Trustmark Enterprises, Inc. indirectly own Sterling Management, LLC and GOLDMARK Property Management, Inc. Trustmark Enterprises, Inc. is owned in part by the Trust’s Chief Executive Officer and Trustee Mr. Kenneth P. Regan, by Trustee Mr. James S. Wieland, by President, Chief Financial Officer and Treasurer Megan E. Schreiner, by General Counsel and Secretary Michael P. Carlson, by Chief Investment Officer Luke B. Swenson, and by Vice President David F. Perkins. In addition, Messrs. Regan, Wieland, Carlson, Swenson, Perkins, and Ms. Schreiner all serve on the Board of Governors of the Advisor and the Board of Directors of GOLDMARK Property Management, Inc.

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Sterling Management, LLC (the “Advisor”), is a North Dakota limited liability company formed in November 2002. The Advisor is responsible for managing day-to-day affairs, overseeing capital projects, and identifying, acquiring, and disposing investments on behalf of the Trust.

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GOLDMARK Property Management, Inc., is a North Dakota corporation formed in 1981. GOLDMARK Property Management, Inc. performs property management services for the Trust.

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We have a historical and ongoing relationship with Bell Bank. Bell Bank has provided the Trust certain financial services throughout the relationship. Mr. Wieland, a Trustee, also serves as a Board Member of Bell Bank. Mr. Wieland could have an indirect material interest in any such engagement and related transactions.

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Property Management Fees

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We paid fees to GOLDMARK Property Management, Inc. related to the management of properties, on-site staff costs and other miscellaneous fees required to run the property. Management fees paid were approximately 5% of net collected rent. In addition, we paid repair and maintenance expenses, and payroll related expenses to GOLDMARK Property Management, Inc.  

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Advisory Agreement

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We are an externally managed trust and as such, although we have a Board of Trustees and Executive Officers responsible for our management, we have no paid employees. The following is a brief description of the current fees and compensation that may be and was received by the Advisor under the Advisory Agreement, which must be renewed on an annual basis and approved by a majority of the independent trustees. The Advisory Agreement was approved by the Board of Trustees (including all the independent Trustees) on March 19, 2026, and is effective until March 31, 2027.

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The below table summarizes the fees incurred to our Advisor.

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The below table summarizes the fees payable to our Advisor.

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Operating Partnership Units Issued in Connection with Acquisitions

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During the three months ended September 30, 2026, there were no Operating Partnership units issued. During the three months ended September 30, 2025, there were 438,000 Operating Partnerships units to an entity affiliated with Mr. Regan, one of our trustees. The aggregate value of these units was $10,518. During the nine months ended September 30, 2026, there were  158,000 Operating Partnership units issued to an entity affiliated with Messrs. Regan and Wieland, two of our trustees, in connection with an acquisition. The aggregate value of these units was $4,017. During the nine months ended September 30, 2025, there were 438,000 Operating Partnerships units issued to an entity affiliated with Mr. Regan, one of our trustees, in connection to an acquisition. The aggregate value of these units was $10,518.

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Commissions

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During the three months ended September 30, 2026, there were no real estate commissions paid to GOLDMARK Commercial Real Estate, Inc., in which Messrs. Regan and Wieland jointly own an interest. During the three months ended September 30, 2025, we incurred real estate commissions of $100 paid to GOLDMARK Commercial Real Estate, Inc. During the nine months ended September 30, 2026, we incurred real estate commissions of $456 paid to GOLDMARK Commercial Real Estate, Inc., in which Messrs. Regan and Wieland jointly own an interest. During the nine months ended September 30, 2025, we incurred real estate commissions of $100 paid to GOLDMARK Commercial Real Estate, Inc. As of September 30, 2026 and December 31, 2025, there were no unpaid commissions to GOLDMARK Commercial Real Estate, Inc.

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During the three months ended September 30, 2026, there were no commissions paid to GOLDMARK Property Management, in which Messrs. Regan and Wieland jointly own an interest. During the three months ended September 30, 2025, there were no commissions paid to GOLDMARK Property Management. During the nine months ended September 30, 2026, we incurred real estate commissions of $100 paid to GOLDMARK Property Management, in which Messrs. Regan and Wieland jointly own an interest. During the nine months ended September 30, 2025, there were no commissions paid to GOLDMARK Property Management. As of September 30, 2026 and December 31, 2025, there were no unpaid commissions to GOLDMARK Property Management.

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Rental Income

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Due to Related Parties

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As of September 30, 2026, and December 31, 2025, the Trust had $352 and $616, respectively, for other related party payables.

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Debt Financing

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At September 30, 2026 and December 31, 2025, the Trust had $76,586 and $53,797, respectively, of outstanding principal on loans entered into with Bell Bank. During the three months ended September 30, 2026 and 2025, the Trust incurred interest expense on debt held with Bell Bank of $926 and $596, respectively. During the nine months ended September 30, 2026 and 2025, the Trust incurred interest expense on debt held with Bell Bank of $2,398 and $1,756 , respectively. Accrued interest as of September 30, 2026 and December 31, 2025 related to this debt was $183  and $128, respectively.

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At September 30, 2026 and December 31, 2025, the Trust had an outstanding principal balance of $16,000 and $10,000, respectively, on a loan entered into with Sterling Office and Industrial Properties, LLLP. During the three months ended September 30, 2026 and 2025, the Trust incurred interest expense on debt held with Sterling Office and Industrial Properties, LLLP of $164 and $66, respectively. During the nine months ended September 30, 2026 and 2025, the Trust incurred interest expense on debt held with Sterling Office and Industrial Properties, LLLP of $215 and $200, respectively. Accrued interest as of September 30, 2026 and December 31, 2025 related to this debt was $59 and $39, respectively.

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Mezzanine Financing

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The Trust offers mezzanine financing to joint ventures. See Note 6 for investment in unconsolidated affiliates. At September 30, 2026 and December 31, 2025, Sterling issued $2,294 and $2,294 respectively, in second mortgage financing to related entities.

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During the three months ended September 30, 2026 and 2025, the Trust earned interest income related to second mortgage financing of $65 and $121, respectively. During the nine months ended September 30, 2026 and 2025, the Trust earned interest income related to second mortgage financing of $194 and $407, respectively.

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Insurance Services

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The Trust retains insurance services from Bell Insurance. Policies provided by these services provide insurance coverage for the Trust’s Commercial and Residential Segment as well as Director and Officer general and liability coverage. For the three months ended September 30, 2026, there were no premiums incurred for this policy. For the three months ended September 30, 2025, there were no premiums incurred for this policy. For the nine months ended September 30, 2026 and 2025, total premiums incurred for this policy were $63 and $65, respectively. At September 30, 2026 and December 31, 2025, there were no outstanding liabilities for this policy.