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Starwood Real Estate Income Trust, Inc.: Form 10-Q for the period ended Jun 30, 2026

Filed with the SEC on Aug 12, 2026 and accepted by EDGAR at Aug 12, 2026, 13:02 ET.

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Management's discussion and analysis

As filed, 74,701 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

References herein to “Starwood Real Estate Income Trust, Inc.,” “Company,” “we,” “us,” or “our” refer to Starwood Real Estate Income Trust, Inc. and its subsidiaries 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. In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Our actual results may differ materially from those in this discussion as a result of various factors, including but not limited to those discussed under Item 1A. “Risk Factors” in our Annual Report on Form 10-K filed with the SEC on March 20, 2026 and elsewhere in this Quarterly Report on Form 10-Q. We do not undertake to revise or update any forward-looking statements.

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements include statements about our business, including, in particular, statements about our plans, strategies and objectives. Forward-looking statements can generally be identified 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 for repurchases, 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.

Although we believe the assumptions underlying the forward-looking statements, and the forward-looking statements themselves, are reasonable, any of the assumptions could be inaccurate and, therefore, there can be no assurance that these forward-looking statements will prove to be accurate and our actual results, performance and achievements may be materially different from that expressed or implied by these forward-looking statements. In light of the significant uncertainties inherent in these forward looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans, which we consider to be reasonable, will be achieved.

You should carefully review Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, and elsewhere in this Quarterly Report on Form 10-Q for a discussion of the risks and uncertainties that we believe are material to our business, operating results, prospects and financial condition. Except as otherwise required by federal securities laws, we do not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Overview

We were formed on June 22, 2017 as a Maryland corporation to invest primarily in stabilized, income-oriented commercial real estate and debt secured by commercial real estate. Our portfolio is principally comprised of properties located in the United States and is diversified on a global basis through investments in properties outside of the United States, with a focus on Europe. To a lesser extent, we also invest in real estate debt, including loans secured by real estate and real estate-related securities. We are an externally advised, perpetual-life REIT. We own all or substantially all of our assets through the Operating Partnership, of which we are the sole general partner. We and the Operating Partnership are externally managed by the Advisor.

Our board of directors has at all times oversight and policy-making authority over us, including responsibility for governance, financial controls, compliance and disclosure. Pursuant to an advisory agreement among the Advisor, the Operating Partnership and us (the “Advisory Agreement”), we have delegated to the Advisor 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.

We have elected to be taxed as a REIT under the Code for U.S. federal income tax purposes, commencing with our taxable year ended December 31, 2019. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent we annually distribute all of our net taxable income (determined without regard to our net capital gain and dividends-paid deduction) to stockholders and maintain our qualification as a REIT.

Public Offerings

On December 27, 2017, we commenced our initial public offering of up to $5.0 billion in shares of our common stock. On June 2, 2021, our initial public offering terminated and we commenced our follow-on public offering of up to $10.0 billion in shares of common stock.

On February 4, 2026, our third public offering terminated, and we commenced our fourth public offering of up to $10.0 billion in shares of common stock, consisting of up to $9.5 billion in shares in our primary offering and up to $0.5 billion in shares pursuant to our distribution reinvestment plan. We intend to continue selling shares in our fourth public offering on a monthly basis.

As of August 12, 2026, we had received net proceeds of $14.3 billion from the sale of our common stock through our public offerings. We have contributed the net proceeds from our public offerings to the Operating Partnership in exchange for a corresponding number of Class T, Class S, Class D and Class I units. The Operating Partnership has primarily used the net proceeds to make investments in real estate and real estate debt as further described below under “Portfolio.”

DST Program

In April 2024, we, through the Operating Partnership, commenced the DST Program to issue and sell up to a maximum aggregate offering amount of $1.0 billion of DST Interests in specific DSTs holding one or more DST Properties. These DST Interests will be issued and sold to “accredited investors,” as that term is defined under Regulation D promulgated by the SEC under the Securities Act, in private placements exempt from registration pursuant to Section 4(a)(2) of the Securities Act (the “DST Offerings”).

Under the DST Program, each DST Property may be sourced from our real properties or from third parties, which will be held in a DST are leased-back to a wholly owned subsidiary of the Operating Partnership on a long-term basis through January 2, 2031, unless sooner terminated pursuant to master lease agreements. Each master lease agreement will be guaranteed by the Operating Partnership, which will retain a fair market value option (the “FMV Option”), giving it the right, but not the obligation, to acquire the DST Interests in the applicable DST from the investors in exchange for Operating Partnership units or cash, at the Operating Partnership’s discretion. Such FMV Option shall be exercisable any time after two years from the closing of the applicable DST Offering. The Operating Partnership, in its sole and absolute discretion, may assign its rights in the FMV Option to a subsidiary, an affiliate, a successor entity to the Operating Partnership or the acquiror of a majority of the Operating Partnership’s assets. After a one-year holding period, investors who acquire Operating Partnership units pursuant to the FMV Option generally have the right to cause the Operating Partnership to redeem all or a portion of their Operating Partnership units for, at our sole discretion, shares of our common stock, cash, or a combination of both.

We expect that the DST Program will give us the opportunity to expand and diversify our capital-raising strategies by offering what we believe to be an attractive investment product for investors that may be seeking like-kind replacement properties to complete tax-deferred exchange transactions under Section 1031 of the Code. Affiliates of the Advisor are expected to receive fees in connection with the sale of the DST Interests and the management of the DSTs. We intend to use the net offering proceeds from the DST Program to make investments in accordance with our investment strategy and policies, reduce our borrowings, repay indebtedness, fund the repurchase of shares of all classes of our common stock under our share repurchase plan and for other corporate purposes.

As of June 30, 2026, we have raised approximately $66.2 million in gross offering proceeds through the DST Program.

Investment Objectives

Our investment objectives are to invest in assets that will enable us to:

  • provide current income in the form of regular, stable cash distributions to achieve an attractive distribution yield;
  • 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 commercial real estate with lower volatility than publicly traded real estate companies.

We cannot assure you that we will achieve our investment objectives. See Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 for additional details.

Recent Developments

Portfolio Update

During the second quarter of 2026, we completed a comprehensive strategic review of the Company and began implementing a multi-step action plan designed to strengthen our financial position, improve liquidity and position the portfolio for long-term performance. Throughout our review, we remained focused on protecting the long-term value of the portfolio for all stockholders. Given the continued challenges in the transaction market, we determined that broad asset sales were not the appropriate path to rebuilding liquidity. Accordingly, in April 2026, we suspended our share repurchase program to preserve liquidity and help protect net asset value for all stockholders, and reduced our monthly distribution to better align the distribution rate with the portfolio's current income.

Subsequent to quarter-end, on August 3, 2026, we closed on a $1.02 billion strategic partnership with Apollo Global Management, pursuant to which Apollo acquired a 41.5% non-controlling interest in a newly formed joint venture that indirectly owns approximately 120 of our affordable housing properties. We retained a 58.5% ownership interest, full operational control of the properties and a call option to repurchase Apollo's interest beginning in the fifth year following closing, subject to the terms of the transaction. The transaction was completed at the current net asset value of the contributed portfolio. The proceeds are expected to be used primarily to repay a significant portion of our corporate revolving credit facility, which had been utilized to fund stockholder repurchases and support distributions during a period of elevated redemption activity and challenging capital markets. Repaying this borrowing with long-term equity capital is expected to immediately reduce interest expense, improve operating cash flow and lower leverage.

In addition, we completed a five-year extension of our corporate revolving credit facility and, since the beginning of 2025, refinanced approximately $6.5 billion of property-level mortgage debt, extending the average remaining term of our property-level debt to approximately five years while lowering financing spreads. Collectively, these actions have substantially addressed our near-term debt maturities, reduced refinancing risk, lowered leverage and enhanced our financial flexibility.

Operationally, we are encouraged by what we are seeing across our portfolio. We built SREIT for the long-term, with 90% of its assets invested in affordable and market-rate apartments, logistics assets, self-storage properties, and real estate loans. These are strong sectors that we believe can weather economic cycles and technological change. We intentionally invested in growth markets primarily in the Sunbelt states of the U.S. As of June 30, 2026, occupancy remained strong at 94% across our 598-property portfolio, and the supply pressures that have weighed on our market-rate apartment portfolio are beginning to ease. While it is still early, we are seeing encouraging signs that fundamentals are improving, with leasing trends moving in the right direction and conditions beginning to support a recovery in rent growth. Meanwhile, our operating teams at the property level continue to drive efficiencies and embrace new technology, all to drive stronger performance for our investors.

We remain focused on pursuing additional equity capital and strategic partnerships while continuing to evaluate selective asset sales where they create value for stockholders. As liquidity is rebuilt, we expect to invest in compelling opportunities that we believe will enhance the portfolio's performance and growth prospects. We intend to reinstate the share repurchase program when we believe it can be done in a sustainable manner and in the best interests of all stockholders.

Q2 2026 Highlights

Operating Results:

  • Declared monthly net distributions totaling $86.4 million for the three months ended June 30, 2026. The details of the average annualized distribution rates and total returns are shown in the following table:
Class T Shares Class S Shares Class D Shares Class I Shares
Average Annualized Distribution Rate 3.9% 3.8% 4.5% 4.7%
Annualized Year-to-Date Total Return, without upfront selling commissions and dealer manager fees 0.1% 0.1% 0.7% 0.9%
Annualized Inception-to-Date Total Return, without upfront selling commissions and dealer manager fees 4.4% 4.3% 4.7% 5.1%
Annualized Inception-to-Date Total Return, assuming full upfront selling commissions and dealer manager fees 3.9% 3.9% 4.5% N/A

Financing Activity:

  • Refinanced and closed an aggregate of $168.6 million in property-level financing.

Portfolio

Summary of Portfolio

The following chart outlines the percentage of our assets across investments in real estate and our investment in a real estate loan based on fair value as of June 30, 2026:

The following charts further describe the composition of our investments in real estate and our investment in a real estate loan based on fair value as of June 30, 2026:

(1) Investments in real estate includes our direct property investments and our unconsolidated investments. Our investment in a real estate loan includes our term loan.

(2) Includes our direct property investments, our unconsolidated investments and our investment in a term loan.

(3) Geography weighting includes our term loan. Geography weighting is measured as the asset value of real estate properties, unconsolidated real estate ventures, and our investment in a real estate loan for each geographical category against the total value of all (i) real estate properties, (ii) unconsolidated real estate ventures, and (iii) our investment in a real estate loan.

Investments in Real Estate

The following table provides a summary of our portfolio as of June 30, 2026 ($ in thousands):

Segment Number of Consolidated Properties Sq. Feet (in millions) / Number of Units/Keys Occupancy Rate (1) Gross Asset Value (2) Segment Revenue for the six months ended June 30, 2026 Percentage of Segment Revenue
Multifamily 271 63,233 units 95% $15,401,300 $590,387 75%
Industrial 81 15.79 sq. ft. 90% 2,695,701 80,255 10%
Office 20 3.90 sq. ft. 91% 1,535,261 82,690 10%
Other Properties(3)(4) 30 N/A (5) N/A 933,200 36,902 5%
Total 402 $20,565,462 $790,234 100%

(1) The occupancy rate for our multifamily investments is defined as the number of leased units divided by the total unit count as of June 30, 2026. The occupancy rate for our industrial and office investments is defined as all leased square footage divided by the total available square footage as of June 30, 2026.

(2) Based on fair value as of June 30, 2026.

(3) Includes a 100% interest in a subsidiary with 19 single-family rental units and a 95% interest in a consolidated joint venture with 858 single-family rental units. These are excluded from the number of consolidated properties count.

(4) Excludes our investments in unconsolidated real estate ventures.

(5) Includes approximately 2.3 million sq. ft. across our self-storage, medical office and retail properties, 150 keys at our consolidated hospitality property and 877 single-family rental units.

Average Effective Annual Base Rents

The following table provides a summary of the average effective annual base rents across our portfolio as of June 30, 2026:

Property Type Average Effective Annual Base Rent per Leased Square Foot / Units
Multifamily(1) $18,268
Industrial(2) $8.64
Office(2) $34.83

(1) For multifamily properties, average effective annual base rent per leased unit represents the annualized base rent for the six months ended June 30, 2026. The average effective annual base rent includes the effects of rent concessions and abatements and excludes tenant recoveries, straight-line rent and above-market and below-market lease amortization.

(2) For industrial and office properties, average effective annual base rent represents the annualized base rent per leased square foot for the six months ended June 30, 2026. The average effective annual base rent includes the effects of rent concessions and abatements and excludes tenant recoveries, straight-line rent and above-market and below-market lease amortization.

The following table provides information regarding our portfolio of real estate properties as of June 30, 2026:

Segment and Investment Multifamily: Number of Properties Location Acquisition Date Ownership Interest (1) Sq. Feet (in millions) / Number of Units/Keys Occupancy(2)
Florida Multifamily Portfolio 4 Jacksonville/Naples, FL January 2019 100% 1,150 96%
Phoenix Property 1 Mesa, AZ January 2019 100% 256 95%
Columbus Multifamily 2 Columbus, OH October 2019 96% 516 95%
Cascades Apartments(3) 1 Charlotte, NC October 2019 45% 570 95%
Exchange on Erwin 1 Durham, NC November 2019 100% 265 81%
Avida Apartments 1 Salt Lake City, UT December 2019 100% 400 93%
Southeast Affordable Housing Portfolio 22 Various Various 2020 100% 4,384 92%
Florida Affordable Housing Portfolio II 4 Jacksonville, FL October 2020 100% 958 95%
Mid-Atlantic Affordable Housing Portfolio 28 Various October 2020 100% 3,660 96%
Kalina Way(3) 1 Salt Lake City, UT December 2020 45% 264 95%
Southeast Affordable Housing Portfolio II 9 DC, FL, GA, MD, SC, VA May 2021 100% 1,642 95%
Azalea Multifamily Portfolio 14 TX, FL, NC, MD, TN, GA June/July 2021 100% 4,548 95%
Keystone Castle Hills 1 Dallas, TX July 2021 100% 690 94%
Greater Boston Affordable Portfolio 5 Boston, MA August/September 2021 98% 842 94%
Columbus Preferred Portfolio 2 Columbus, OH September 2021 96% 400 94%
The Palmer Dadeland 1 Dadeland, FL September 2021 100% 844 96%
Seven Springs Apartments 1 Burlington, MA September 2021 100% 331 97%
Maison’s Landing 1 Taylorsville, UT September 2021 100% 492 96%
Sawyer Flats 1 Gaithersburg, MD October 2021 100% 648 97%
Raleigh Multifamily Portfolio 6 Raleigh, NC November 2021 95% 2,291 95%
SEG Multifamily Portfolio 57 Various November 2021 100% 14,066 95%
South Florida Multifamily Portfolio 3 Various November 2021 95% 1,150 94%
Florida Affordable Housing Portfolio III 16 Various November 2021 100% 2,660 97%
Central Park Portfolio 9 Denver, CO December 2021 100% 1,444 94%
National Affordable Housing Portfolio 17 Various December 2021 100% 3,264 94%
Phoenix Affordable Housing Portfolio 7 Phoenix, AZ April/May 2022 100% 1,462 92%
Mid-Atlantic Affordable Housing Portfolio II 8 DC, GA April 2022 100% 1,449 93%
Texas and North Carolina Multifamily Portfolio 5 TX, NC April/June 2022 95% 1,601 93%
Summit Multifamily Portfolio 33 Various May/June 2022 100% 8,612 95%
Florida Affordable Housing Portfolio IV 9 Various, FL June/July 2022 100% 2,054 93%
Blue Multifamily Portfolio 1 San Antonio, TX August 2022 100% 320 94%
Total Multifamily 271 63,233
Industrial:
Airport Logistics Park 6 Nashville, TN September 2020 100% 0.40 100%
Marshfield Industrial Portfolio 4 Baltimore, MD October 2020 100% 1.33 65%
Denver/Boulder Industrial Portfolio 16 Denver, CO April 2021 100% 1.68 100%
Reno Logistics Portfolio 18 Reno, NV May 2021 100% 3.04 75%
Northern Italy Industrial Portfolio 4 Northern Italy August 2021 100% 0.75 100%
Southwest Light Industrial Portfolio 15 AZ, NV September 2021 100% 2.48 92%
Norway Logistics Portfolio 2 Oslo, Norway February 2022 100% 0.38 100%
Verona Oppeano 5 Verona, Italy June 2022 100% 2.64 94%
Denmark Logistics Portfolio 10 Eastern Denmark June 2022 100% 1.97 100%
Belgioioso Logistics 1 Greater Milan, Italy August 2022 100% 1.12 100%
Total Industrial 81 15.79
Office:
Florida Office Portfolio 11 Jacksonville, FL May 2019 97% 1.27 85%
Columbus Office Portfolio 1 Columbus, OH October 2019 96% 0.32 87%
Nashville Office 1 Nashville, TN February 2020 100% 0.36 93%
60 State Street 1 Boston, MA March 2020 100% 0.91 95%
Stonebridge 3 Atlanta, GA February 2021 100% 0.46 95%
M Campus 2 Paris, France December 2021 100% 0.24 100%
Barcelona Mediacomplex 1 Barcelona, Spain June 2022 100% 0.34 97%
Total Office 20 3.90

40

Segment and Investment Other Properties: Number of Properties Location Acquisition Date Ownership Interest (1) Sq. Feet (in millions) / Number of Units/Keys Occupancy(2)
U.S. Select Service Portfolio 1 Boulder, CO January 2019 100% 150 70%
Fort Lauderdale Hotel (5) 1 Fort Lauderdale, FL March 2019 43% 236 67%
Exchange on Erwin - Commercial 2 Durham, NC November 2019 100% 0.10 100%
Barlow 1 Chevy Chase, MD March 2020 100% 0.29 86%
Single-Family Rental Joint Venture N/A Various Various 95% 858 92%
Sun Belt Single-Family Rental Portfolio N/A Various December 2021 100% 19 84%
Morningstar Self-Storage Joint Venture 26 Various December 2021/March 2022 95% 1.94 86%
Extended Stay Portfolio (5) 195 Various July 2022 45% 24,802 85%
Total Other Properties 226 N/A (4)
Total Investment Properties 598

(1) 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. Such investments are consolidated by us and any profits interest due to the other partner will be reported within non-controlling interests in consolidated joint ventures on our Condensed Consolidated Balance Sheets. The table also includes two investments (196 total properties) owned by two unconsolidated real estate ventures.

(2) The occupancy rate for our multifamily and certain other properties, including single-family rental investments, is defined as the number of leased units divided by the total unit count as of June 30, 2026. The occupancy rate for our industrial and office investments is defined as all leased square footage divided by the total available square footage as of June 30, 2026. The occupancy rate for our other investments, including self-storage investments, is defined as all leased square footage divided by the total available square footage as well as the trailing 12 month average occupancy for hospitality and extended stay investments for the period ended June 30, 2026.

(3) Held through our DST Program as of June 30, 2026. These properties have been consolidated on our Condensed Consolidated Balance Sheets. Any profit interest due to the third-party investors in the DST Program are reported within non-controlling interests in consolidated joint ventures on our Condensed Consolidated Balance Sheets.

(4) Includes approximately 2.3 million sq. ft. across our self-storage, medical office and retail properties, 25,188 keys at our hospitality and extended stay properties and 877 single-family rental units.

(5) Investment in unconsolidated real estate venture.

Impairment of Investments in Real Estate

Management reviews its consolidated real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. If the carrying amount of the real estate investment is no longer recoverable and exceeds the fair value of such investment, an impairment loss is recognized. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Since cash flows on real estate properties are considered on an undiscounted basis to determine whether an asset has been impaired, our strategy of holding properties over the long term directly decreases the likelihood of recording an impairment loss. If our strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized, and such loss could be material to our results. If we determine that an impairment has occurred, the affected assets must be reduced to their fair value.

During the three and six months ended June 30, 2026 and 2025, we did not recognize any impairments on our investments in real estate.

Impairment of Investments in Unconsolidated Real Estate Ventures

Management reviews its investments in unconsolidated joint ventures for impairment each quarter and will record impairment charges when events or circumstances change indicating that a decline in the fair values below the carrying values has occurred and such decline is other-than-temporary. The ultimate realization of the investment in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions.

During the three and six months ended June 30, 2026 and 2025, we did not recognize any impairments on our investments in unconsolidated real estate ventures.

Investment in Real Estate Debt

The following table details our investment in real estate debt as of June 30, 2026 ($ in thousands):

Type of Security/Loan Number of Positions June 30, 2026 Coupon (1) Maturity Date (2) Cost Basis Fair Value
Term loan 1 BBSY + 4.75% June 2030 $954,492 $948,779
Total investment in real estate debt 1 BBSY + 4.75% June 2030 $954,492 $948,779

(1) The symbol “BBSY” refers to the relevant benchmark rate, which is three-month BBSY.

(2) Maturity date is based on the fully extended maturity date of the underlying collateral.

During June 2022, we provided financing in the form of a term loan to an unaffiliated entity in connection with its acquisition of Australia’s largest hotel and casino company. The loan is in the amount of AUD 1,377 million and has an initial term of five years, with a two-year extension option. The loan is pre-payable at the option of the borrower at any time. During June 2025, we extended the loan term by three years to June 2030. During the three and six months ended June 30, 2026, we received principal repayments of $2.4 million on our investment in real estate debt.

Lease Expirations

The following table details the expiring leases at our industrial, office and other properties by annualized base rent as of June 30, 2026 ($ in thousands). The table below excludes our multifamily and certain other properties, including single-family rental and self-storage properties, as substantially all leases at such properties expire within 12 months.

Year Industrial Annualized Base Rent (1) % of Total Annualized Base Rent Expiring Office Annualized Base Rent (1) % of Total Annualized Base Rent Expiring Other Properties Annualized Base Rent (1) % of Total Annualized Base Rent Expiring Total Annualized Base Rent (1) % of Total Annualized Base Rent Expiring
2026 $11,958 4% $3,368 1% $410 0% $15,736 5%
2027 27,086 9% 8,983 3% 1,630 1% 37,699 13%
2028 22,404 7% 13,685 4% 1,183 0% 37,272 11%
2029 18,345 6% 7,933 3% 6,872 2% 33,150 11%
2030 18,682 6% 20,105 7% 1,730 1% 40,517 14%
2031 11,739 4% 33,560 11% 851 0% 46,150 15%
2032 10,287 3% 10,392 3% 4,294 1% 24,973 7%
2033 11,222 4% 14,448 5% 2,243 1% 27,913 10%
2034 2,124 1% 6,086 2% 434 0% 8,644 3%
2035 823 0% 1,748 1% 492 0% 3,063 1%
Thereafter 3,992 1% 23,978 8% 2,826 1% 30,796 10%
Total $138,662 45% $144,286 48% $22,965 7% $305,913 100%

(1) Annualized base rent is determined from the annualized base rent per leased square foot of the applicable year and excludes tenant recoveries, straight-line rent and above-market and below-market lease amortization.

Certain operating leases contain early termination options that require advance notification and may include payment of penalty, which, in most cases, is substantial enough to be deemed economically disadvantageous by a tenant to exercise. As of June 30, 2026, approximately 1% of our industrial portfolio square footage and approximately 15% of our office portfolio square footage is subject to early termination provisions. Approximately 64% of our office portfolio that is subject to these early termination provisions has early termination dates prior to January 1, 2030.

During the six months ended June 30, 2026, one tenant exercised early lease termination provisions, impacting 2,637 square feet across our industrial and office properties, which represents an insignificant percentage of our combined square footage owned across our industrial and office properties. During the year ended December 31, 2025, three tenants exercised early lease termination provisions, impacting 34,202 square feet across our industrial and office properties, which represents approximately 0.3% of our combined square footage owned across our industrial and office properties.

Results of Operations

The following table sets forth information regarding our consolidated results of operations ($ in thousands):

Revenues For the Three Months Ended June 30, 2026 2025 2026 vs. 2025 $
Rental revenue $390,016 $386,801 $3,215
Other revenue 7,938 7,734 204
Total revenues 397,954 394,535 3,419
Expenses
Property operating 165,147 166,879 (1,732)
General and administrative 9,634 9,027 607
Management fees 20,073 22,178 (2,105)
Performance participation allocation — — —
Depreciation and amortization 177,347 173,654 3,693
Total expenses 372,201 371,738 463
Other expense
Loss from unconsolidated real estate ventures (2,876) (4,525) 1,649
Income from investment in real estate debt, net 22,225 18,494 3,731
Net (loss) gain on dispositions of real estate (958) 14,087 (15,045)
Interest expense (182,826) (150,891) (31,935)
Loss on extinguishment of debt (1,775) — (1,775)
Other expense, net (12,569) (105,292) 92,723
Total other expense (178,779) (228,127) 49,348
Net loss (153,026) (205,330) 52,304
Net loss attributable to non-controlling interests in consolidated joint ventures 937 1,204 (267)
Net loss attributable to non-controlling interests in Operating Partnership 7,853 10,229 (2,376)
Net loss attributable to stockholders $(144,236) $(193,897) $49,661

Revenues

Rental revenue primarily consists of base rent arising from tenant leases at our multifamily, industrial, office and other properties. Rental revenue is recognized on a straight-line basis over the life of the lease, including any rent steps or abatement provisions. During the three months ended June 30, 2026 and 2025, rental revenue was $390.0 million and $386.8 million, respectively. The increase in rental revenue was driven by an increase in average rental rates for multifamily and industrial assets for the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

Other revenue primarily consists of revenue generated by our hospitality properties. Hospitality revenue consists primarily of room revenue. During the three months ended June 30, 2026 and 2025, other revenue was $7.9 million and $7.7 million, respectively, resulting in a year over year increase of approximately $0.2 million, driven by an increase in other revenue at our multifamily properties, partially offset by a reduction in other revenue at our hospitality properties.

Expenses

Property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of property operating expenses include real estate taxes, insurance, utilities and repair and maintenance expenses. Property operating expenses also include general and administrative expenses unrelated to the operations of the properties. During the three months ended June 30, 2026 and 2025, property operating expenses were $165.1 million and $166.9 million, respectively. The decrease was driven primarily by the impact of asset sales during the year ended December 31, 2025.

General and administrative expenses are corporate-level expenses that relate mainly to our compliance and administration costs and consist primarily of legal fees, accounting fees, transfer agent fees and other professional fees. During the three months ended June 30, 2026, general and administrative expenses increased $0.6 million compared to the three months ended June 30, 2025 primarily due to an increase in legal and other professional fee expenses associated with property-level refinancings.

Management fees are earned by our Advisor for providing services pursuant to the Advisory Agreement. During the three months ended June 30, 2026 and 2025, management fees were $20.1 million and $22.2 million, respectively. The decrease was primarily driven by the reduction in our average NAV from June 30, 2025 to June 30, 2026.

Performance participation allocation relates to allocations from the Operating Partnership to the Special Limited Partner based on the total return of the Operating Partnership. Total return is defined as distributions paid or accrued plus the change in NAV. The performance participation allocation is measured annually and any amount earned by the Special Limited Partner becomes payable as of December 31 of the applicable year. During the three months ended June 30, 2026 and 2025, there was no performance participation allocation as the return hurdle was not achieved.

During the three months ended June 30, 2026 and 2025, we did not recognize any impairments on our investments in real estate.

Depreciation and amortization expenses are impacted by the values assigned to buildings, personal property and in-place lease assets as part of the initial purchase price allocation. During the three months ended June 30, 2026 and 2025, depreciation and amortization expenses were $177.3 million and $173.7 million, respectively. The increase in depreciation expense was driven by an increase in depreciation expense on our multifamily properties during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

Other Expense

During the three months ended June 30, 2026 and 2025, loss from unconsolidated real estate ventures was ($2.9) million and ($4.5) million, respectively, driven by improved property net operating income on one of our unconsolidated real estate venture investments.

During the three months ended June 30, 2026 and 2025, income from investment in real estate debt, net was $22.2 million and $18.5 million, respectively, which consisted of interest income, realized losses, and unrealized gains and losses resulting from changes in the fair value of our real estate debt investments and related hedges. The increase was primarily attributable to an increase in interest income on our one floating-rate term loan investment.

During the three months ended June 30, 2026, we did not sell any investments in real estate. We recorded net losses of ($1.0) million on the retirement of certain furniture, fixtures and equipment in connection with capital improvement activities at certain of our properties. No proceeds were received in connection with these retirements. During the three months ended June 30, 2025, we recorded $14.1 million of net gains from the disposition of one retail property and 26 single-family rental units.

During the three months ended June 30, 2026 and 2025, interest expense was $182.8 million and $150.9 million, respectively, which primarily consisted of interest expense incurred on our mortgage notes, secured credit facilities, line of credit and borrowings under our secured financing on investment in real estate debt. The increase was primarily driven by an increase in interest expense of $24.9 million on our mortgage notes, an increase in interest expense of $5.5 million on our unsecured line of credit, and an increase in interest expense of $1.7 million on borrowings under our secured financing on investment in real estate debt during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

During the three months ended June 30, 2026, the loss on extinguishment of debt was ($1.8) million as a result of refinancing activities. During the three months ended June 30, 2025 there were no losses on extinguishment of debt recorded.

During the three months ended June 30, 2026 and 2025, other expense, net was ($12.6) million and ($105.3) million, respectively. These results were primarily driven by unrealized losses relating to the changes in the fair value of our interest rate caps and swaps of ($7.5) million during the three months ended June 30, 2026, compared to unrealized losses of ($48.1) million during the three months ended June 30, 2025. These results were also driven by unrealized losses relating to the changes in the fair value of our foreign exchange market forwards of ($9.0) million during the three months ended June 30, 2026, compared to unrealized losses of ($74.7) million during the three months ended June 30, 2025.

Revenues For the Six Months Ended June 30, 2026 2025 2026 vs. 2025 $
Rental revenue $775,730 $780,851 $(5,121)
Other revenue 14,504 13,949 555
Total revenues 790,234 794,800 (4,566)
Expenses
Property operating 325,266 337,984 (12,718)
General and administrative 19,873 18,681 1,192
Management fees 40,500 44,944 (4,444)
Performance participation allocation — — —
Depreciation and amortization 354,993 346,504 8,489
Total expenses 740,632 748,113 (7,481)
Other expense
Loss from unconsolidated real estate ventures (5,803) (6,354) 551
Income from investment in real estate debt, net 42,368 38,130 4,238
Net (loss) gain on dispositions of real estate (1,023) 23,777 (24,800)
Interest expense (355,143) (303,118) (52,025)
Loss on extinguishment of debt (4,131) — (4,131)
Other income (expense), net 1,236 (192,026) 193,262
Total other expense (322,496) (439,591) 117,095
Net loss (272,894) (392,904) 120,010
Net loss attributable to non-controlling interests in consolidated joint ventures 1,848 2,283 (435)
Net loss attributable to non-controlling interests in Operating Partnership 13,956 19,544 (5,588)
Net loss attributable to stockholders $(257,090) $(371,077) $113,987

Revenues

Rental revenue primarily consists of base rent arising from tenant leases at our multifamily, industrial, office and other properties. Rental revenue is recognized on a straight-line basis over the life of the lease, including any rent steps or abatement provisions. During the six months ended June 30, 2026 and 2025, rental revenue was $775.7 million and $780.9 million, respectively. The decrease in rental revenue was driven by the impact of asset sales during the six months ended June 30, 2025, offset by an increase in average rental rates for multifamily and industrial assets for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Other revenue primarily consists of revenue generated by our hospitality properties. Hospitality revenue consists primarily of room revenue. During the six months ended June 30, 2026 and 2025, other revenue was $14.5 million and $13.9 million, respectively, resulting in a year over year increase of approximately $0.6 million, driven by an increase in other revenue at our multifamily properties, partially offset by a reduction in other revenue at our hospitality properties due to an asset sale during the six months ended June 30, 2025.

Expenses

Property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of property operating expenses include real estate taxes, insurance, utilities and repair and maintenance expenses. Property operating expenses also include general and administrative expenses unrelated to the operations of the properties. During the six months ended June 30, 2026 and 2025, property operating expenses were $325.3 million and $338.0 million, respectively. The decrease was driven primarily by the impact of asset sales during the six months ended June 30, 2025.

General and administrative expenses are corporate-level expenses that relate mainly to our compliance and administration costs and consist primarily of legal fees, accounting fees, transfer agent fees and other professional fees. During the six months ended June 30, 2026, general and administrative expenses increased $1.2 million compared to the six months ended June 30, 2025 primarily due to an increase in legal and other professional fee expenses associated with property-level refinancings.

Management fees are earned by our Advisor for providing services pursuant to the Advisory Agreement. During the six months ended June 30, 2026 and 2025, management fees were $40.5 million and $44.9 million, respectively. The decrease was primarily driven by the reduction in our average NAV from June 30, 2025 to June 30, 2026.

Performance participation allocation relates to allocations from the Operating Partnership to the Special Limited Partner based on the total return of the Operating Partnership. Total return is defined as distributions paid or accrued plus the change in NAV. The performance participation allocation is measured annually and any amount earned by the Special Limited Partner becomes payable as of December 31 of the applicable year. During the six months ended June 30, 2026 and 2025, there was no performance participation allocation as the return hurdle was not achieved.

During the six months ended June 30, 2026 and 2025, we did not recognize any impairments on our investments in real estate.

Depreciation and amortization expenses are impacted by the values assigned to buildings, personal property and in-place lease assets as part of the initial purchase price allocation. During the six months ended June 30, 2026 and 2025, depreciation and amortization expenses were $355.0 million and $346.5 million, respectively. The increase in depreciation expense was driven by an increase in depreciation expense on our multifamily properties during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Other Expense

During the six months ended June 30, 2026 and 2025, loss from unconsolidated real estate ventures was ($5.8) million and ($6.4) million, respectively, driven by improved property net operating income on one of our unconsolidated real estate venture investments.

During the six months ended June 30, 2026 and 2025, income from investment in real estate debt, net was $42.4 million and $38.1 million, respectively, which consisted of interest income, realized losses, and unrealized gains and losses resulting from changes in the fair value of our real estate debt investments and related hedges. The increase was primarily attributable to an increase in interest income on our one floating-rate term loan investment.

During the six months ended June 30, 2026, we sold one single-family rental unit, generating total net cash proceeds, net of mortgage repayments, of approximately $0.1 million. We recorded net losses of ($1.0) million, consisting of losses on the retirement of certain furniture, fixtures and equipment in connection with capital improvement activities at certain of our properties and a net loss on the disposition of one single-family rental unit. No proceeds were received in connection with the furniture, fixtures and equipment retirements. During the six months ended June 30, 2025, we recorded $23.8 million of net gains from the disposition of 43 industrial properties, 13 multifamily properties, one hospitality property, one retail property and 42 single-family rental units.

During the six months ended June 30, 2026 and 2025, interest expense was $355.1 million and $303.1 million, respectively, which primarily consisted of interest expense incurred on our mortgage notes, secured credit facilities, line of credit and borrowings under our secured financing on investment in real estate debt. The increase was primarily driven by an increase in interest expense of $42.0 million on our mortgage notes, an increase in interest expense of $7.3 million on our unsecured line of credit, and an increase in interest expense of $2.4 million on borrowings under our secured financing on investment in real estate debt during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

During the six months ended June 30, 2026, the loss on extinguishment of debt was ($4.1) million as a result of refinancing activities. During the six months ended June 30, 2025 there were no losses on extinguishment of debt recorded.

During the six months ended June 30, 2026 and 2025, other income (expense), net was $1.2 million and ($192.0) million, respectively. These results were primarily driven by unrealized gains relating to the changes in the fair value of our interest rate caps and swaps of $21.1 million during the six months ended June 30, 2026, compared to unrealized losses of ($117.0) million during the six months ended June 30, 2025. These results were also driven by unrealized gains relating to the changes in the fair value of our foreign exchange market forwards of $3.5 million during the six months ended June 30, 2026, compared to unrealized losses of ($95.8) million during the six months ended June 30, 2025. These results were partially offset by realized losses of ($33.0) million relating to the settlement of certain interest rate caps during the six months ended June 30, 2026, compared to $0.6 million of realized gains recognized during the six months ended June 30, 2025. The interest rate caps and swaps are used primarily to limit our interest rate payments on certain of our variable rate borrowings.

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 loss as a measure of operating performance. Our 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 metric 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) gains or losses from sales of depreciable real property, (ii) impairment write-downs on depreciable real property, (iii) plus real estate-related depreciation and amortization, (iv) net gains or losses from sales of real estate, and (v) similar adjustments for unconsolidated joint ventures.

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) deferred income amortization, (iii) amortization of above- and below-market lease intangibles, net, (iv) amortization of mortgage premium / discount, (v) unrealized gains or losses from changes in the fair value of investment in real estate debt and other financial instruments, (vi) gains and losses resulting from foreign currency translations, (vii) amortization of restricted stock awards, (viii) non-cash performance participation allocation, even if repurchased by us, (ix) amortization of deferred financing costs, (x) gains or losses on extinguishment of debt, and (xi) 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 GAAP net loss attributable to stockholders to FFO and AFFO ($ in thousands):

For the Three Months Ended June 30, 2026 2025 For the Six Months Ended June 30, 2026 2025
Net loss attributable to stockholders $(144,236) $(193,897) $(257,090) $(371,077)
Adjustments to arrive at FFO:
Real estate depreciation and amortization 177,347 173,654 354,993 346,504
Investment in unconsolidated real estate ventures – depreciation and amortization 13,252 12,922 26,421 25,383
Net loss (gain) on dispositions of real estate 958 (14,087) 1,023 (23,777)
Amount attributable to non-controlling interests for above adjustments (1,213) (1,671) (2,420) (2,511)
FFO attributable to stockholders 46,108 (23,079) 122,927 (25,478)
Adjustments to arrive at AFFO:
Straight-line rental expense (income) 440 (1,734) (2,460) (3,102)
Deferred income amortization (1) (3,446) (6,598) (10,512) (10,398)
Amortization of above- and below-market lease intangibles, net (173) (189) (347) (509)
Unrealized losses (gains) from changes in the fair value of investment in real estate debt and other financial instruments 16,491 123,970 (24,661) 213,922
Foreign currency gain (4,793) (20,125) (14,912) (20,769)
Non-cash performance participation allocation — — — —
Amortization of deferred financing costs 6,380 10,061 12,438 17,258
Amortization of restricted stock awards 210 210 420 420
Loss on extinguishment of debt 1,775 — 4,131 —
Amount attributable to non-controlling interests for above adjustments (284) (460) (485) (899)
AFFO attributable to stockholders $62,708 $82,056 $86,539 $170,445

(1) Includes the amortization of mortgage premium / discount.

FFO and AFFO should not be considered to be more relevant or accurate than the GAAP methodology in calculating net income (loss) or in evaluating our operating performance. In addition, FFO and AFFO should not be considered as alternatives to net income (loss) as indications of our performance or as alternatives to cash flows from operating activities as indications of our liquidity, but rather should be reviewed in conjunction with these and other GAAP measurements. Further, FFO and AFFO are not intended to be used as liquidity measures indicative of cash flow available to fund our cash needs, including our ability to make distributions to our stockholders.

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 Advisor, our independent valuation advisor and third-party appraisal firms in connection with estimating the values of our assets and liabilities for purposes of our NAV calculation. These guidelines are designed to produce a fair and accurate estimate of 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. Our independent valuation advisor reviews our valuation guidelines and methodologies related to investments in real property with the Advisor and our board of directors at least annually. From time to time, our board of directors, including a majority of our independent directors, may adopt changes to the valuation guidelines if it (i) determines that such changes are likely to result in a more accurate reflection of NAV or a more efficient or less costly procedure for the determination of NAV without having a material adverse effect on the accuracy of such determination or (ii) otherwise reasonably believes a change is appropriate for the determination of NAV.

For more information on our NAV calculation and valuation guidelines, please refer to Item 5. “Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” in our Annual Report on Form 10-K for the year ended December 31, 2025. Please also refer to Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, as supplemented, for additional disclosure relating to material trends or uncertainties that may impact our NAV and our business.

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 NAV June 30, 2026
Investments in real estate $20,957,700
Investment in real estate debt 951,601
Cash and cash equivalents 207,304
Restricted cash 241,030
Other assets 130,507
Debt obligations (11,778,485)
Secured financings on investment in real estate debt (572,391)
Subscriptions received in advance —
Other liabilities (2,015,292)
Performance participation accrual —
Management fee payable (6,688)
Accrued stockholder servicing fees(1) (2,537)
Non-controlling interests in consolidated joint ventures (124,769)
Net asset value $7,987,980
Number of outstanding shares/units 408,025

(1) Stockholder servicing fees only apply to Class T, Class S, and Class D shares. For purposes of NAV, we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis. Under GAAP, we accrue the full cost of the stockholder servicing fee as an offering cost at the time we sell Class T, Class S and Class D shares. As of June 30, 2026, we have accrued under GAAP $207.8 million of stockholder servicing fees payable to the Dealer Manager related to the Class T, Class S and Class D shares sold.

The following table provides a breakdown of our total NAV and NAV per share by share class as of June 30, 2026 ($ and shares/units in thousands, except per share/unit data):

NAV Per Share Class S Shares Class T Shares Class D Shares Class I Shares Third-party Operating Partnership Units(1) Total
Net asset value $3,401,132 $88,645 $469,184 $3,638,898 $390,121 $7,987,980
Number of outstanding shares/units 172,729 4,500 24,345 186,461 19,990 408,025
NAV Per Share/Unit as of June 30, 2026 $19.69 $19.70 $19.27 $19.52 $19.52

(1) Includes the Operating Partnership units held by the Special Limited Partner and other third parties.

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, one self-storage and one extended stay investment, we will include the key assumptions for the property types.

Property Type Discount Rate Exit Capitalization Rate
Multifamily 6.9% 5.5%
Industrial 7.4% 5.8%
Office 8.0% 6.7%
Other 8.3% 6.7%

For quarter-end months, these assumptions are determined by the independent valuation advisor or third-party appraisers, as applicable, per the terms of our valuation guidelines. The Advisor reviews the assumptions from each of the appraisals. A change in these assumptions would impact the calculation of the value 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:

Input Discount Rate Hypothetical Change 0.25% decrease Multifamily Investment Values +1.9% Industrial Investment Values +1.9% Office Investment Values +1.9% Other Investment Values +1.9%
(weighted average) 0.25% increase (1.9)% (1.9)% (1.9)% (1.8)%
Exit Capitalization Rate 0.25% decrease +2.9% +2.8% +2.5% +2.3%
(weighted average) 0.25% increase (2.7)% (2.6)% (2.3)% (2.1)%

The following table reconciles stockholders’ equity from our Condensed Consolidated Balance Sheet to our NAV ($ in thousands):

Reconciliation of Stockholders’ Equity to NAV June 30, 2026
Total stockholders’ equity under GAAP $3,326,618
Redeemable non-controlling interests 390,121
Total partners’ capital of Operating Partnership 3,716,739
Adjustments:
Accrued stockholder servicing fee 205,234
Unrealized net real estate and real estate debt appreciation 588,509
Accumulated depreciation and amortization 3,477,498
NAV $7,987,980

49

The following details the adjustments to reconcile stockholders’ equity to our NAV:

  • Accrued stockholder servicing fee represents the accrual for the full cost of the stockholder servicing fee for Class T, Class S and Class D shares. Under GAAP, we accrued the full cost of the stockholder servicing fee payable over the life of each share (assuming such share remains outstanding the length of time required to pay the maximum stockholder servicing fee) as an offering cost at the time we sold the Class T, Class S and Class D shares. Refer to Note 2 — “Summary of Significant Accounting Policies” to our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2025, for further details of the GAAP treatment regarding the stockholder servicing fee. For purposes of NAV, we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis.
  • Our investments in real estate are presented under historical cost in our condensed consolidated financial statements. Additionally, our mortgage notes, secured credit facilities, secured financings on investment in real estate debt and unsecured line of credit (“Debt”) are presented at their carrying value in our condensed consolidated financial statements. As such, any changes in the fair value of our Debt are not included in our GAAP results. For purposes of determining our NAV, our investments in real estate and our Debt are recorded at fair value.
  • We depreciate our investments in real estate and amortize certain other assets and liabilities in accordance with GAAP. Such depreciation and amortization is not recorded for purposes of determining our NAV.

Distributions

Since February 2019, we have declared monthly distributions for each class of our common stock, which are generally paid three business days after month-end. Each class of our common stock received the same gross distribution per share, which was an aggregate of $0.5415 per share for the six months ended June 30, 2026. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the gross distribution per share and paid to the Dealer Manager. The table below details the net distribution for each of our share classes for the six months ended June 30, 2026:

Class T Shares Class S Shares Class D Shares Class I Shares
January 31, 2026 $0.0890 $0.0890 $0.0993 $0.1035
February 28, 2026 0.0906 0.0904 0.0997 0.1035
March 31, 2026 0.0892 0.0891 0.0994 0.1035
April 30, 2026 0.0632 0.0632 0.0730 0.0770
May 31, 2026 0.0628 0.0627 0.0729 0.0770
June 30, 2026 0.0633 0.0632 0.0730 0.0770
Total $0.4581 $0.4576 $0.5173 $0.5415

50

The following table summarizes our distributions declared on our common stock and Operating Partnership units held by parties other than us during the six months ended June 30, 2026 and 2025 ($ in thousands):

Distributions For the Six Months Ended June 30, 2026 Amount% For the Six Months Ended June 30, 2025 Amount%
Payable in cash $154,381 75% $174,872 72%
Reinvested in shares 51,468 25% 68,798 28%
Total distributions $205,849 100% $243,670 100%
Sources of Distributions
Cash flows from operating activities $139,361 68% $236,291 97%
Cash flows from investing activities(1) 3,117 1% 7,379 3%
Offering proceeds(2) 63,371 31% — —%
Total sources of distributions $205,849 100% $243,670 100%
Cash flows from operating activities $160,252 $197,692
Funds from operations(3) $122,927 $(25,478)

(1) Certain cash flows from interest rate derivatives, classified as cash flows from investing activities, have funded a portion of our distributions.

(2) Offering proceeds represents distributions reinvested in shares of our common stock through our distribution reinvestment plan.

(3) See “Funds from Operations and Adjusted Funds from Operations” above for a description of FFO and a reconciliation of GAAP net loss attributable to stockholders to FFO.

Liquidity and Capital Resources

Our primary sources of liquidity include cash and cash equivalents and available borrowings under our unsecured line of credit and senior secured revolving credit facility. The following table summarizes amounts available under these sources as of June 30, 2026 ($ in thousands):

June 30, 2026
Cash and cash equivalents $207,304
Available borrowings on undrawn unsecured line of credit —
Available borrowings on undrawn senior secured revolving credit facility 86,500
Total available liquidity and capital resources $293,804

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 expenses and capital expenditures, to pay debt service on the outstanding indebtedness we incur, and to repay principal on outstanding indebtedness as it comes due. Our operating expenses include, among other things, fees and expenses related to managing our properties and other investments, the management fee we pay to the Advisor (to the extent the Advisor elects to receive the management fee in cash), the performance participation allocation that the Operating Partnership will pay to the Special Limited Partner (when earned and to the extent that the Special Limited Partner elects to receive the performance participation allocation in cash) and general corporate expenses. Since October 2022, share repurchase requests from our stockholders have exceeded the limits of our share repurchase plan. In April 2026, we amended our share repurchase plan to further limit repurchases and reduced distributions paid on our common stock.

Our cash needs for acquisitions and other investments will be funded primarily from the sale of shares of our common stock and through the assumption or incurrence of debt.

Other potential future sources of capital include secured or unsecured financings from banks or other lenders and proceeds from the sale of assets and our investment in real estate-related debt. If necessary, we may use financings or other sources of capital in the event of unforeseen significant capital expenditures. From inception through June 30, 2026, our distributions have been primarily funded from cash flows from operating activities in addition to certain cash flows from interest rate derivatives, classified as cash flows from investing activities. In addition, for the six months ended June 30, 2026 and 2025, we have repurchased approximately $0.2 billion and $0.2 billion in shares of our common stock under our share repurchase plan.

The following table is a summary of our indebtedness as of June 30, 2026 and December 31, 2025 ($ in thousands):

Indebtedness Fixed rate loans Weighted Average Interest Rate(1) Weighted Average Maturity Date(2) Maximum Facility Size Principal Balance Outstanding(3) June 30, 2026 December 31, 2025
Fixed rate mortgages 3.41% January 2031 N/A $3,158,891 $3,167,322
Total fixed rate loans 3,158,891 3,167,322
Variable rate loans
Floating rate mortgages B + 1.95% February 2031 N/A 8,711,064 8,690,438
Variable rate secured credit facility(4) B + 2.25% June 2027 $150,300 150,300 161,140
Senior secured revolving credit facility(5) B + 2.50% January 2027 $150,000 63,500 —
Total variable rate loans 8,924,864 8,851,578
Total loans secured by the Company’s properties 12,083,755 12,018,900
Secured financings on investment in real estate debt B + 2.65% June 2030 $572,391 572,391 550,951
Unsecured line of credit(6) B + 2.50% May 2027 $1,550,000 1,550,000 1,373,000
Total Indebtedness $14,206,146 $13,942,851

(1) The symbol “B” refers to the relevant floating benchmark rates, which includes one-month SOFR, NYFED 30 day SOFR, three-month EURIBOR, three-month CIBOR and three-month BBSY, as applicable to each loan.

(2) For loans where we, at our own discretion, have extension options, the maximum maturity date has been assumed.

(3) The majority of our mortgages contain prepayment provisions including (but not limited to) lockout periods, yield or spread maintenance provisions and fixed penalties.

(4) The repayment of the variable rate secured credit facility is guaranteed by the Operating Partnership.

(5) The repayment of the senior secured revolving credit facility is secured by pledges of ownership interests in holding companies that are directly under the Operating Partnership.

(6) The repayment of the unsecured line of credit facility is guaranteed by us.

Effective April 29, 2026, we amended our share repurchase plan, beginning with repurchases submitted during the month of April 2026 such that (i) repurchase requests made upon the death or qualifying disability of a stockholder who is a natural person will be repurchased in full to the extent there are available funds up to a limit of $5.0 million per month; and (ii) repurchase requests for accounts having a balance below $5,000 will be repurchased in full to the extent there are available funds up to a limit of $5.0 million per month. As a result, no repurchase requests will be accepted except in connection with (i) and (ii) above.

Pursuant to the terms of the amended share repurchase plan described above, during the months of April, May, and June 2026, we accepted approximately $4.8 million, $2.3 million, and $2.5 million, respectively, of common stock under our share repurchase plan, which represented all repurchase requests for such period made upon the death or qualifying disability of a stockholder and for accounts having a balance below $5,000.

In August 2026, we formed a joint venture with funds managed by and affiliates of Apollo to which we contributed approximately 120 of our affordable housing properties and in which Apollo invested approximately $1.02 billion. Consistent with the strategic capital plan described above for addressing our upcoming debt maturities, we used the proceeds to repay and refinance a portion of our indebtedness, including the repayment in full and retirement of our senior secured revolving credit facility and the repayment and refinancing of our unsecured line of credit. See Note 16 — “Subsequent Events.”

During the period from July 1, 2026 through August 12, 2026, we refinanced and closed an aggregate of approximately $1.2 billion in property-level financing.

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, 2026 June 30, 2025
Cash flows provided by operating activities $160,252 $197,692
Cash flows (used in) provided by investing activities (29,867) 1,213,076
Cash flows used in financing activities (107,820) (1,471,611)
Effect of exchange rate changes 538 3,346
Net increase (decrease) in cash and cash equivalents and restricted cash $23,103 $(57,497)

Cash flows provided by operating activities decreased by approximately $37.4 million during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease is primarily attributable to a reduction in property operating income as a result of asset sales during the six months ended June 30, 2025.

Cash flows provided by investing activities decreased by approximately $1.2 billion during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily due to approximately $1.2 billion in proceeds from dispositions of real estate during the six months ended June 30, 2025.

Cash flows used in financing activities decreased by approximately $1.4 billion during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily driven by a $1.4 billion decrease in net borrowings on our mortgage notes as a result of the repayment of property-level financing associated with asset sales during the six months ended June 30, 2025. This was offset by additional net borrowings on our unsecured line of credit and our senior secured revolving credit facility during the six months ended June 30, 2026.

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. Refer to “Critical Accounting Policies”, as reflected in Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations, to our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2025, for further descriptions of such accounting policies.

Recent Accounting Pronouncements

See Note 2 — “Summary of Significant Accounting Policies” to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q for a discussion concerning recent accounting pronouncements.

Off-Balance Sheet Arrangements

We have no existing off-balance sheet arrangements.

Market risk

As filed, 5,582 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Capital Market Risk

We are exposed to risks related to the equity capital markets and our related ability to raise capital through the issuance of our common stock. We are also exposed to risks related to the debt capital markets, and our related ability to finance our business through borrowings under mortgages, repurchase obligations or other debt instruments. As a REIT, we are required to distribute a significant portion of our taxable income annually, which constrains our ability to accumulate operating cash flow and therefore requires us to utilize debt or equity capital to finance our business.

Economic events affecting the U.S. economy, such as the general negative performance of the real estate sector (including as a result of inflation or higher interest rates), actual or perceived instability in the U.S. banking system, disruptions in the labor market (including labor shortages and unemployment), stock market volatility, trade conflict, civil unrest, national and international security events, geopolitical events, military conflicts and war (including the ongoing conflicts in the Middle East and Ukraine), have resulted in extreme volatility in a variety of global markets, including the real estate-related debt markets. Recent bank failures and consolidations have contributed to volatility in global markets and resulted in diminished liquidity and credit availability in the market broadly. We have received and may in the future receive margin calls from our lenders as a result of the decline in the market value of assets pledged by us to our lenders under our secured financings on investment in real estate debt, and if we fail to resolve such margin calls when due by payment of cash or delivery of additional collateral, the lenders may exercise remedies including taking ownership of the assets securing the applicable obligations.

Interest Rate Risk

We are exposed to interest rate risk with respect to our variable-rate mortgage indebtedness, variable-rate secured credit facilities, secured financings on investment in real estate debt and our unsecured line of credit, where an increase in interest rates would directly result in higher interest expense costs. We seek to manage our exposure to interest rate risk by utilizing a mix of fixed and floating rate financings with staggered maturities and 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 $11.0 billion.

Certain of our mortgage loans and secured financings on investment in real estate debt are variable rate and are indexed to the one-month SOFR or other benchmark rates. We have executed interest rate caps and swaps with an aggregate notional amount of $8.9 billion as of June 30, 2026 to hedge the risk of increasing interest rates. For the three and six months ended June 30, 2026, a 10 basis point increase in the SOFR or other benchmark rates would have resulted in an increase in interest expense of $2.6 million and $4.6 million, respectively, of net of the impact of our interest rate caps and swaps.

Foreign Currency Risk

We intend to hedge our currency exposures in a prudent manner to the extent it is cost effective to do so. However, our currency hedging strategies may not eliminate all of our currency risk due to, among other things, uncertainties in the timing and/or amount of payments received on the related investments, and/or unequal, inaccurate, or unavailable hedges to perfectly offset changes in future exchange rates. Additionally, we may be required under certain circumstances to collateralize our currency hedges for the benefit of the hedge counterparty, which could adversely affect our liquidity.

Consistent with our strategy of hedging foreign currency exposure on certain investments, we typically enter into a series of foreign currency forward contracts to fix the U.S. dollar amount of foreign currency denominated cash flows (interest income, rental income, principal payments and net sales proceeds after the repayment of debt) we expect to receive from our foreign currency denominated investments.

Investment in Real Estate Debt

As of June 30, 2026, we held a $0.9 billion investment in real estate debt. Our investment in real estate debt is floating rate and indexed to various benchmark rates and as such, are exposed to interest rate risk. Our net income will increase or decrease depending on interest rate movements. While we cannot predict factors that may or may not affect interest rates, for the three and six months ended June 30, 2026, a 10 basis point increase or decrease in the various benchmark rates would have resulted in an increase or decrease to income from investment in real estate debt of $0.2 million and $0.5 million, respectively.

We may also be exposed to market risk with respect to our investment in real estate debt due to changes in the fair value of our investments. We seek to manage our exposure to market risk with respect to our investment in real estate debt by making investments in securities backed by different types of collateral and varying credit ratings. The fair value of our investment may fluctuate, thus the amount we will realize upon any sale of our investment is unknown. As of June 30, 2026, the fair value at which we may sell our investment in real estate debt is not known, but a 10% change in the fair value of our investment in real estate debt may result in an unrealized gain or loss of approximately $94.9 million.

Controls and procedures

As filed, 1,510 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

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 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 (i) 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 the SEC rules and forms and (ii) include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

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.

Risk factors

As filed, 2,054 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Except as set forth below, there were no material changes during the period covered by this Quarterly Report to the risk factors previously disclosed under Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2025 and Item 1A. of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.

Failure to exercise the Apollo buyout option may increase our payment obligations and limit our operating flexibility.

Between the fifth and 12th anniversary of the closing of our joint venture with Apollo, and at certain intervals thereafter, we have the right, in our discretion, to exercise a call option to redeem Apollo’s interest in the joint venture at a price designed to provide Apollo with its target return, after taking into account prior distributions. If we do not exercise that right at or shortly after the fifth anniversary, we will be subject to increased payment obligations and economic constraints, including minimum yield payments, make-whole contributions and other contingent payment obligations, which increase each year Apollo remains an investor in the joint venture. These obligations could require us to make cash payments even if the underlying assets do not generate sufficient distributable cash flow, which could reduce cash available for other corporate purposes, investments, stockholder redemptions or distributions to our stockholders. Delaying or declining to exercise the buyout option will make a future redemption of Apollo’s interests more expensive. Additionally, if we cannot satisfy the payment obligations, Apollo may be entitled to governing rights with respect to the joint venture’s portfolio. These rights and obligations may limit our ability to manage, refinance, sell or otherwise monetize the underlying assets on the timing or terms we would otherwise prefer. If the joint venture underperforms, these consequences could have a material adverse effect on our liquidity, financial condition, results of operations and ability to make distributions to our stockholders.

Figures reported in this filing

Standardized line items from the XBRL in this filing, for the period ended 2026-06-30. Comparative periods it repeats are left out.

Figures reported in this filing
Line itemPeriodValueXBRL concept
Revenue3 months2026-04-01 to 2026-06-30$398.0mus-gaap:RevenueFromContractWithCustomerExcludingAssessedTax
Revenue6 months2026-01-01 to 2026-06-30$790.2mus-gaap:RevenueFromContractWithCustomerExcludingAssessedTax
Cost of revenue3 months2026-04-01 to 2026-06-30$165.1mus-gaap:CostOfGoodsAndServicesSold
Cost of revenue6 months2026-01-01 to 2026-06-30$325.3mus-gaap:CostOfGoodsAndServicesSold
Operating income3 months2026-04-01 to 2026-06-30$252.2mus-gaap:OperatingIncomeLoss
Operating income6 months2026-01-01 to 2026-06-30$501.5mus-gaap:OperatingIncomeLoss
Interest expense3 months2026-04-01 to 2026-06-30−$182.8mus-gaap:InterestExpense
Interest expense6 months2026-01-01 to 2026-06-30−$355.1mus-gaap:InterestExpense
Income tax3 months2026-04-01 to 2026-06-30−$300.0kus-gaap:IncomeTaxExpenseBenefit
Income tax6 months2026-01-01 to 2026-06-30−$1.0mus-gaap:IncomeTaxExpenseBenefit
Net income3 months2026-04-01 to 2026-06-30−$144.2mus-gaap:NetIncomeLoss
Net income6 months2026-01-01 to 2026-06-30−$257.1mus-gaap:NetIncomeLoss
Diluted EPS3 months2026-04-01 to 2026-06-30−$0.37us-gaap:EarningsPerShareDiluted
Diluted EPS6 months2026-01-01 to 2026-06-30−$0.66us-gaap:EarningsPerShareDiluted
Basic EPS3 months2026-04-01 to 2026-06-30−$0.37us-gaap:EarningsPerShareBasic
Basic EPS6 months2026-01-01 to 2026-06-30−$0.66us-gaap:EarningsPerShareBasic
Diluted shares (weighted)3 months2026-04-01 to 2026-06-30387,210,745 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Diluted shares (weighted)6 months2026-01-01 to 2026-06-30388,413,005 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Operating cash flow6 months2026-01-01 to 2026-06-30$160.3mus-gaap:NetCashProvidedByUsedInOperatingActivities
Dividends paid6 months2026-01-01 to 2026-06-30$158.5mus-gaap:PaymentsOfDividends
Share repurchases6 months2026-01-01 to 2026-06-30$185.5mus-gaap:PaymentsForRepurchaseOfCommonStock
Cash and equivalentsAt period end2026-06-30$207.3mus-gaap:CashAndCashEquivalentsAtCarryingValue
Total assetsAt period end2026-06-30$18.60bnus-gaap:Assets
Total liabilitiesAt period end2026-06-30$14.80bnus-gaap:Liabilities
Long-term debtAt period end2026-06-30$12.02bnus-gaap:LongTermDebt
Shareholders' equityAt period end2026-06-30$3.33bnus-gaap:StockholdersEquity

Source: SEC EDGAR, the filing index for accession 0001193125-26-346339. Last ingested by Listed: Oct 30, 2026, 09:03 ET. Listed shows no prices and gives no investment advice.