Skip to main content

FrontView REIT, Inc.

For the period ended Jun 30, 2026. Filed Aug 6, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 6, 2026

FVR$19.07-0.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 166 previous paragraphs and 169 current paragraphs.

114 unchanged; 28 reworded; 19 added; 24 removed; 0 previous and 8 current paragraphs rearranged.

Tables are not compared: 19 previous and 23 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (19)

Current report

For the three months ended June 30, 2026 and 2025, we incurred $0.2 million and $0.3 million, respectively, in aggregate expenses that were not tenant obligations, which was mainly attributable to vacant properties.

Current report

Six Months Ended June 30, 2026 Compared to the Six Months Ended June 30, 2025

Current report

Rental Revenues

Current report

The $2.0 million increase in total rental revenues for the six months ended June 30, 2026 was attributable to acquisitions, re-tenanting of vacant properties and a stronger performing portfolio.

Current report

Operating Expenses

Current report

Depreciation and amortization

Current report

The $1.4 million decrease in depreciation and amortization for the six months ended June 30, 2026 was primarily attributable to a decrease in writeoffs of intangible lease assets related to dispositions compared to the same period in the prior year.

Current report

Property operating expenses

Current report

The $0.5 million decrease in property operating expenses for the six months ended June 30, 2026 was due to decreased vacancies compared to the six months ended June 30, 2025. For the six months ended June 30, 2026 and 2025, we incurred $0.5 million and $0.8 million, respectively, in aggregate expenses that were not tenant obligations, which was mainly attributable to vacant properties.

Current report

General and administrative expenses

Current report

The $1.3 million increase in general and administrative expenses for the six months ended June 30, 2026 is primarily attributable to stock-based compensation.

Current report

Other expenses and income

Current report

Interest expense

Current report

Gain on sale of real estate for the six months ended June 30, 2026 increased by $1.6 million compared to the six months ended June 30, 2025, primarily due to a higher number of properties sold. During the six months ended June 30, 2026 we sold 15 properties at a net gain of approximately $3.2 million. During the six months ended June 30, 2025, we sold 10 properties and expropriated a portion of one property at a net gain of approximately $1.7 million.

Current report

Impairment loss

Current report

During the six months ended June 30, 2026, we recorded an impairment loss of $1.0 million relating to four properties. During the six months ended June 30, 2025, we recorded an impairment loss of $3.4 million relating to 11 properties. The amount of impairment fluctuates each period based on existing facts and circumstances. The decrease in impairment loss was driven by a stronger performing portfolio, resulting in fewer properties being impaired during the six months ended June 30, 2026.

Current report

For information on our Revolving Credit Facility and Term Loan, see Note 6 of the Notes to the Condensed Consolidated Financial Statements included in this Form 10-Q. For information on our Stock Repurchase Program and ATM Equity Offering Program, see Note 8 of the Notes to the Condensed Consolidated Financial Statements in this Form 10-Q.

Current report

The change in net cash used in investing activities was primarily due to higher investments in property acquisitions, partially offset by proceeds from property dispositions. During the six months ended June 30, 2026, 27 properties were acquired for an aggregate purchase price (including acquisition costs) of $93.2 million and received net proceeds of $31.1 million from the 15 properties sold. During the six months ended June 30, 2025, 22 properties were acquired for an aggregate purchase price (including acquisition costs) of $67.9 million and received net proceeds of $23.2 million from the 10 properties sold and $0.6 million from the expropriated portion of one property. The remainder of the change in net cash used in investing activity relates to deferred leasing costs and other additions to real estate held for investment as well as investments in mortgage loan receivables in the prior year.

Current report

Includes write-offs of $(0.1) million for both the three and six months ended June 30, 2026 and $0.4 million for both the three and six months ended June 30, 2025.
Removed paragraphs (24)

Previous report

For the three months ended March 31, 2026, we incurred $0.3 million, in aggregate of expenses that were not tenant obligations, which includes property operating expenses incurred on vacant properties. For the three months ended March 31, 2025, we incurred $0.5 million in aggregate of expenses that were not tenant obligations, after adjusting for $0.2 million of non-recurring restructuring costs. The $0.2 million decrease in non-reimbursable property operating expenses was mainly attributable to improved occupancy.

Previous report

In November 2025, the Board of Directors authorized a stock repurchase program under which the Company may purchase up to $75.0 million of its outstanding common stock from time to time through November 10, 2026. The Company may make repurchases through open market transactions, block purchases, privately negotiated transactions or in such other manner in compliance with applicable securities laws and regulations. The manner, timing and amount of any repurchases will be based on an evaluation of business, market and other conditions, stock price, regulatory and contractual requirements, capital availability and other factors. The repurchase program does not require the Company to acquire any particular amount of common stock, and the program may be suspended, modified or discontinued at any time at the Company’s discretion without prior notice. As of March 31, 2026, no repurchases have been under the stock repurchase program.

Previous report

Series A Convertible Preferred Stock

Previous report

On November 12, 2025, the Company entered into an investment agreement (the “Investment Agreement”) with certain institutional investors pursuant to which the Company agreed to sell 750,000 shares of Series A Preferred Stock, at a price of $100 per share, for aggregate gross proceeds of $75.0 million. The sale of Series A Preferred Stock will occur in multiple tranches.

Previous report

The Series A Preferred Stock accumulates cumulative dividends (“Regular Dividends”) at a rate (the “Regular Dividend Rate”) per annum equal to 6.75% on the liquidation preference thereof. The liquidation preference with respect to any share of Series A Preferred Stock is $100. The dividend rate will increase to 8% on the date that is four years after the last date on which the Series A Preferred Stock is issued pursuant to the Investment Agreement and will increase by an additional 2% on each subsequent anniversary thereafter up to a total of 12%. Regular dividends on the Series A Preferred Stock will be payable if, as and when authorized by the Company’s board of directors or any duly authorized committee thereof, to the extent not prohibited by law, quarterly in arrears on January 15, April 15, July 15 and October 15 of each year. Declared Regular Dividends will be payable solely in cash. In the event that any accumulated Regular Dividend is not authorized and paid on the applicable Regular Dividend payment date, then additional dividends (“Defaulted Regular Dividends”) will accumulate on the amount of such unpaid Regular Dividend, compounded quarterly at the Regular Dividend Rate.

Previous report

Shares of the Series A Preferred Stock will be entitled to participate on an as-converted basis in any dividend declared and paid on (i) our common stock, subject to certain exceptions, which exceptions include a regular quarterly cash dividend that does not exceed 75% of AFFO per share for the applicable quarter, and (ii) the OP Units that is not also declared and paid as a dividend on the Series A Preferred Stock pursuant to clause (i). In addition, so long as any shares of Series A Preferred Stock remain outstanding, unless full Regular Dividends, including any Defaulted Regular Dividends thereon, have been declared and paid in cash, the Company will be prohibited from declaring or paying any dividends on any junior stock, OP Units or dividend parity stock, and the Company and its subsidiaries will be prohibited from repurchasing, redeeming or otherwise acquiring for value any junior stock or OP Units, in each case subject to certain exceptions.

Previous report

For so long as any shares of the Series A Preferred Stock are outstanding, the affirmative vote of either (i) holders of Series A Preferred Stock and holders of each class or series of voting parity stock, if any, representing at least a majority of the combined outstanding voting power of the Series A Preferred Stock and such voting parity stock, if any, or (ii) Maewyn FVR II LP (the “Maewyn Purchaser”), will be required to (i) amend, modify or repeal any provision of the Company’s charter in a manner that adversely affects the special rights, preferences or voting powers of the Series A preferred stock, or (ii) (x) amend or modify the Company’s charter to authorize or create, or to increase the number of authorized shares of, any dividend parity stock, liquidation parity stock, dividend senior stock or liquidation senior stock or (y) authorize, create or issue any structurally senior equity at subsidiaries of the Company existing as of February 10, 2026, subject to certain exceptions. Until such time as the Maewyn Purchaser beneficially owns (determined in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended) less than 3.5% of our common stock (including, for the avoidance of doubt, the number of shares of common stock that would be issuable upon the conversion of all outstanding shares of Series A Preferred Stock or the number of shares of common stock that would be issuable upon exercise of the Warrants, as applicable, held by the Maewyn Purchaser) on a fully diluted basis, any majority consent must include the Maewyn Purchaser.

Previous report

Each holder of Series A Preferred Stock has the right, at its option, to convert its Series A Preferred Stock, in whole or in part, into shares of our common stock, at any time. The number of shares of common stock into which a share of Series A Preferred Stock will convert at any time will equal the then-effective conversion rate. The conversion rate of the Series A Preferred Stock is currently set at 5.88235 shares of common stock, based on an implied conversion price of $17.00 per share of common stock. In the event of a “change of control” where the per share consideration to be paid on our common stock (the “Change of Control Price”) is less than the then-effective conversion price, the conversion rate will be adjusted so that the number of shares of common stock into which a share of Series A Preferred Stock will convert will equal the liquidation preference divided by the Change of Control Price. The conversion rate is also subject to customary anti-dilution adjustments, including in the event of any stock split, stock dividend, recapitalization or similar events. The conversion rate may not be adjusted prior to the receipt of stockholder approval if such adjustment would result in a conversion price less than the “minimum price” (as defined in the Articles Supplementary).

Previous report

Subject to certain conditions described below, the Company may, at its option at any time that is two years after the last date on which the Series A Preferred Stock is issued pursuant to the Investment Agreement, convert the outstanding shares of Series A Preferred Stock, in whole or in part, into shares of common stock if, during the 30 consecutive trading days immediately preceding the date the Company notifies holders of the Series A Preferred Stock of the election to convert, the volume weighted average price of our common stock exceeds 117.5% of the conversion price. The Company will not exercise its right to mandatorily convert shares of Series A Preferred Stock unless certain liquidity conditions with regard to the shares of common stock to be issued upon such conversion are satisfied. The Company may, at its option, convert all of the outstanding shares of Series A Preferred Stock into shares of common stock in the event of a “change of control” transaction.

Previous report

The Series A Preferred Stock is redeemable, in whole or in part, at the option of the Company at any time, subject to certain conditions, on or after the date that is three years after the last date on which the Series A Preferred Stock is issued pursuant to the Investment Agreement, at a cash redemption price per share equal to the (i) liquidation preference of such share plus (ii) accumulated and unpaid Regular Dividends, including any Defaulted Regular Dividends thereon, on such share to, but excluding the redemption date. In addition to the cash redemption price, the Company will issue a warrant to each holder (other than a Terminating Holder (as

Previous report

defined below)) representing the right to purchase, at an exercise price equal to the Series A Preferred Stock conversion price as of the

Previous report

business day before the redemption date, a number of shares of our common stock equal to the aggregate liquidation preference of the

Previous report

shares of Series A Preferred Stock to be redeemed divided by such conversion price.

Previous report

If a Purchaser fails to cure any default of its obligation to purchase shares of Series A Preferred Stock pursuant to any subsequent funding request for a period of 30 calendar days following the date notice of the default is sent by the Company, such Purchaser, if it still holds shares of Series A Preferred Stock, or any holder that acquires shares of Series A Preferred Stock directly or indirectly from such Purchaser (such Purchaser or other holder, a “Terminating Holder”), will have 10 calendar days to elect to convert all of its outstanding shares of Series A Preferred Stock, after which time such Terminating Holder’s right to submit shares of Series A Preferred Stock will terminate. In addition, if such Terminating Holder does not elect to convert its shares of Series A Preferred Stock during such 10-day period, the Company will then have the option to redeem such Terminating Holder’s shares of Series A Preferred Stock at any time.

Previous report

As of March 31, 2026, 250,000 shares of Series A Preferred Stock were issued.

Previous report

Description of Existing Debt Outstanding

Previous report

Revolving Credit Facility

Previous report

Upon closing of our IPO, a group of lenders, including JPMorgan Chase Bank, N.A. acting as administrative agent, provided commitments for our Revolving Credit Facility, allowing borrowings of up to $250.0 million, including $20.0 million available for issuance of letters of credit. Our Revolving Credit Facility has an initial maturity in October 2027 together with two 12-month extension options, subject to certain conditions, including payment of a 0.125% fee on the aggregate outstanding amount of the revolving commitments.

Previous report

The Revolving Credit Facility contains a commitment fee of 0.15% per annum if average daily usage in such quarter is over 50% of total revolving commitments and 0.25% per annum if average daily usage in such quarter is equal to or less than 50% of total revolving commitments. Borrowings under our Revolving Credit Facility bear interest at floating rates based on SOFR plus an applicable margin based on our leverage ratio that initially ranged between 1.20% and 1.75% per annum. On September 16, 2025, we amended the Revolving Credit Facility to remove the 10 basis points credit spread adjustment applicable to Adjusted SOFR. On October 24, 2025, we amended the Revolving Credit Facility to adjust the applicable margin based on our leverage ratio to range between 1.15% to 1.75% per annum. As of March 31, 2026, the applicable margin was 1.15%.

Previous report

As of March 31, 2026, we had $136.0 million of available capacity under our Revolving Credit Facility.

Previous report

Upon closing of our IPO, a group of lenders, including JPMorgan Chase Bank, N.A. as administrative agent, provided commitments for our Term Loan, allowing borrowings of up to $200.0 million. Our Term Loan has been fully drawn and has an initial maturity of October 2027 together with two 12-month extension options, at our election, subject to certain conditions including payment of a 0.125% fee on the aggregate outstanding principal amount of the Term Loan. Our Term Loan includes a ticking fee of 0.20% per annum on the average daily amount of unfunded term loan commitments.

Previous report

Borrowings under our Term Loan bear interest at floating rates based on SOFR plus an applicable margin based on our leverage ratio that initially ranged between 1.20% and 1.75% per annum. On September 16, 2025, we amended the Term Loan to remove the 10 basis points credit spread adjustment applicable to Adjusted SOFR. On October 24, 2025, we amended the Term Loan to adjust the applicable margin based on our leverage ratio to range between 1.15% to 1.75% per annum. As of March 31, 2026, the applicable margin was 1.15%.

Previous report

The change in net cash used in investing activities was due to 10 properties acquired and five properties sold during the three months ended March 31, 2026, compared to 17 properties acquired and one property sold during the three months ended March 31, 2025.
Reworded paragraphs (28)

Previous wording

As of March 31, 2026, FrontView owned a diversified portfolio of 309 direct frontage properties across 36 U.S. states, leased primarily to service and necessity based tenants across 16 industries, including medical and dental providers, quick-service and casual dining restaurants, financial institutions, cellular retailers, automotive related, fitness, and general retail along with several other diversified industries.

Current wording

As of June 30, 2026, FrontView owned a diversified portfolio of 316 direct frontage properties across 35 U.S. states, leased primarily to service and necessity based tenants across 16 industries, including medical and dental providers, quick-service and casual dining restaurants, financial institutions, cellular retailers, automotive-related, fitness, and general retail, along with several other diversified industries.

Previous wording

As of March 31, 2026, we had total debt of $314.0 million, Net Debt of $304.7 million, Net Debt to Annualized Adjusted EBITDAre ratio of 5.3x and a Fixed Charge Coverage Ratio of 3.5x. Net Debt, Annualized Adjusted EBITDAre and Fixed Charge Coverage Ratio are non-GAAP financial measures, and Annualized Adjusted EBITDAre is calculated based upon EBITDA, EBITDAre, and Adjusted EBITDAre, each of which is also a non-GAAP financial measure. Refer to Non-GAAP Measures below for further details concerning our calculation of non-GAAP measures and reconciliations to the comparable GAAP measure.

Current wording

As of June 30, 2026, we had total debt of $330.0 million, Net Debt of $324.0 million, Net Debt to Annualized Adjusted EBITDAre ratio of 5.4x and a Fixed Charge Coverage Ratio of 3.6x. Net Debt, Annualized Adjusted EBITDAre and Fixed Charge Coverage Ratio are non-GAAP financial measures, and Annualized Adjusted EBITDAre is calculated based upon EBITDA, EBITDAre, and Adjusted EBITDAre, each of which is also a non-GAAP financial measure. Refer to Non-GAAP Measures below for further details concerning our calculation of non-GAAP measures and reconciliations to the comparable GAAP measure.

Previous wording

As of March 31, 2026, our properties were occupied by 327 leases that operated 156 different brands, with no single tenant brand accounting for more than 3.1% of our ABR.

Current wording

As of June 30, 2026, our properties were occupied by 336 leases that operated 165 different brands, with no single tenant brand accounting for more than 2.6% of our ABR.

Previous wording

As of March 31, 2026, our properties were located in 36 U.S. states, with no single state exceeding 14.1% of our ABR. The following table sets forth information with respect to geographic diversification by state in our portfolio (based on ABR) as of March 31, 2026:

Current wording

As of June 30, 2026, our properties were located in 35 U.S. states, with no single state exceeding 12.9% of our ABR. The following table sets forth information with respect to geographic diversification by state in our portfolio (based on ABR) as of June 30, 2026:

Previous wording

Our acquisitions team presents potential transactions to the Real Estate Investment Committee for approval. The Real Estate Investment Committee is responsible for approving (i) the acquisition or disposition of any single property greater than $5.0 million, (ii) the acquisition of properties in the aggregate amount up to $150.0 million in any one calendar quarter, and (iii) the disposition of properties in an aggregate amount up to $30.0 million in any one calendar quarter, in each case, prior to consulting with our Board of Directors. Further, the Real Estate Investment Committee is responsible for recommending that the Board of Directors approve, (i) individual property acquisitions or dispositions that exceed $25.0 million in value, (ii) the acquisition of properties that exceed an aggregate amount of $150.0 million in any one calendar quarter and (iii) disposition of properties that exceed an aggregate amount of $30.0 million in any one calendar quarter.

Current wording

Our acquisitions team presents potential transactions to the Real Estate Investment Committee for approval. The Real Estate Investment Committee is responsible for approving (i) the acquisition or disposition of any single property or capital entering into or exiting a single joint-venture in an amount greater than $5.0 million, (ii) the acquisition of real properties and capital entering into multiple joint-ventures in the aggregate amount up to $150.0 million in any one calendar quarter, and (iii) the disposition of real properties and capital exiting multiple joint-ventures in an aggregate amount up to $30.0 million in any one calendar quarter, in each case, prior to consulting with our Board of Directors. Further, the Real Estate Investment Committee is responsible for recommending that the Board of Directors approve, (i) individual property acquisitions or dispositions or capital entering into or exiting a single joint-venture in an amount that exceeds $25.0 million in value, (ii) the acquisition of properties and capital entering into multiple joint-ventures that exceeds an aggregate amount of $150.0 million in any one calendar quarter and (iii) disposition of properties and capital exiting multiple joint-ventures that exceeds an aggregate amount of $30.0 million in any one calendar quarter.

Previous wording

Our portfolio was 98.7% leased as of March 31, 2026. Our cash flows from operations are primarily generated through our real estate investment portfolio and the monthly lease payments received under our leases with our tenants. As of March 31, 2026, the ABR weighted average remaining term of our leases was approximately 7.3 years, excluding renewal options. As of March 31, 2026, no more than 10.7% of our rental revenue was derived from leases that expire in any single year prior to 2030.

Current wording

Our portfolio was 99.4% leased as of June 30, 2026. Our cash flows from operations are primarily generated through our real estate investment portfolio and the monthly lease payments received under our leases with our tenants. As of June 30, 2026, the ABR weighted average remaining term of our leases was approximately 7.1 years, excluding renewal options. As of June 30, 2026, no more than 8.7% of our rental revenue was derived from leases that expire in any single year prior to 2030.

Previous wording

We typically purchase properties that are subject to existing long-term net leases with a variety of remaining lease years (initial terms of 10 years or more at lease signing that often have renewal options as well). Substantially all of our leases are net leases, meaning our tenants are generally obligated to pay customary operating expenses associated with the leased property (such as real estate taxes, insurance, maintenance, and in many cases, certain repairs and capital costs, subject to caps and exclusions in leases). For the three months ended March 31, 2026, we incurred an aggregate of approximately $0.3 million of expenses not reimbursed or paid for by our tenants.

Current wording

We typically purchase properties that are subject to existing long-term net leases with a variety of remaining lease years (initial terms of 10 years or more at lease signing that often have renewal options as well). Substantially all of our leases are net leases, meaning our tenants are generally obligated to pay customary operating expenses associated with the leased property (such as real estate taxes, insurance, maintenance, and in many cases, certain repairs and capital costs, subject to caps and exclusions in leases). For the six months ended June 30, 2026, we incurred an aggregate of approximately $0.5 million of expenses not reimbursed or paid for by our tenants.

Previous wording

Our results of operations and financial condition are affected by numerous factors, many of which are beyond our control. Key factors that impact our results of operations and financial condition include rental rates, lease renewals and occupancy, land values, acquisition volume, tenant growth, demand, expansion, construction costs, net-lease terms, market liquidity, financing arrangements and leverage, property dispositions, general and administrative expenses, inflation, interest rates, consumer confidence, the overall economic environment and the financial strength of our tenants. For a discussion of these factors, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Factors that Affect Our Results of Operations and Financial Condition” in our Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

Our results of operations and financial condition are affected by numerous factors, many of which are beyond our control. Key factors that impact our results of operations and financial condition include rental rates, lease renewals and occupancy, land values, acquisition volume, tenant growth, demand, expansion, construction costs, net-lease terms, market liquidity, financing arrangements and leverage, property dispositions, general and administrative expenses, inflation, interest rates, consumer confidence, the overall economic environment and the financial strength of our tenants. For a discussion of these factors, see “Management’s Discussion and

Previous wording

Rental revenues for the three months ended March 31, 2026 increased $1.7 million compared to March 31, 2025, due to improved occupancy and a stronger performing portfolio.

Current wording

Total rental revenues for the three months ended June 30, 2026 increased $0.3 million compared to June 30, 2025, due to net acquisitions, organic escalators and re-tenanting of unoccupied properties.

Previous wording

The $0.4 million increase in reimbursable income was mainly due to improved occupancy resulting in increased property expenses recovered from tenants during the three months ended March 31, 2026.

Current wording

The $0.4 million decrease in reimbursable income was attributable to lower property operating expenses, resulting in lower recoveries from tenants during the three months ended June 30, 2026.

Previous wording

Other operating income includes termination fees, late fees and, other miscellaneous income. The $0.2 million increase in other operating income was attributable to lease termination fees received for certain properties during the three months ended March 31, 2026.

Current wording

Other operating income includes termination fees, late fees and, other miscellaneous income. The $0.1 million increase in other operating income was attributable to lease restructuring fees received for certain properties during the three months ended June 30, 2026.

Previous wording

Interest income on mortgage loans receivable for the three months ended March 31, 2026 totaled $0.2 million. The increase relates to seller financing in connection with the sale of certain properties in 2025.

Current wording

Interest income on mortgage loans for the three months ended June 30, 2026 increased $0.2 million compared to June 30, 2025. The increase relates to seller financing in connection with the sale of certain properties entered into the later half of 2025.

Previous wording

The $0.1 million decrease in depreciation and amortization for the three months ended March 31, 2026 mainly relates to a decrease in writeoffs of intangible lease assets related to vacancies.

Current wording

The $1.2 million decrease in depreciation and amortization for the three months ended June 30, 2026 mainly related to a decrease in writeoffs of intangible lease assets related to dispositions compared to the same period in the prior year.

Previous wording

The $0.8 million increase in general and administrative expenses for the three months ended March 31, 2026 was primarily due to an increase of $0.4 million related to stock-based compensation and $0.2 million of increased professional fees and subscriptions entered into the later part of 2025. For the three months ended March 31, 2026, we also incurred an additional $0.2 million of non-recurring expenses mainly attributable to restructuring and legal fees related to non-recurring items.

Current wording

The $0.5 million increase in general and administrative expenses for the three months ended June 30, 2026 was primarily due to an increase of $0.9 million related to stock-based compensation, $0.2 million related to employee compensation and $0.1 million of increased professional fees incurred in the later part of 2025. For the three months ended June 30, 2025, we also incurred an additional $0.7 million of non-recurring expenses mainly attributable to executive leadership changes and structuring costs.

Previous wording

Gain on sale of real estate for the three months ended March 31, 2026 increased by $0.5 million compared to the three months ended March 31, 2025. During the three months ended March 31, 2026, we sold five properties at a net gain of approximately $1.0 million. During the three months ended March 31, 2025, we sold one property at a net gain of approximately $0.5 million.

Current wording

Gain on sale of real estate for the three months ended June 30, 2026 increased by $1.1 million compared to the three months ended June 30, 2025. The increase was primarily attributable to the composition of properties sold. During the three months ended June 30, 2026, we sold 10 properties at a net gain of approximately $2.3 million, of which only one was vacant. During the three months ended June 30, 2025, we sold nine properties at a net gain of approximately $1.2 million, four of which were vacant.

Previous wording

During the three months ended March 31, 2026 and 2025, we recorded an impairment loss of $0.8 million relating to four properties and an impairment loss of $0.4 million relating to one property, respectively. The amount of impairment fluctuates each period based on existing facts and circumstances. The increase in impairment loss is primarily driven by the increased level of property dispositions. Vacant properties were sold to facilitate the redeployment of capital into income-producing assets.

Current wording

During the three months ended June 30, 2026 and 2025, we recorded an impairment loss of $0.2 million relating to two properties and an impairment loss of $3.0 million relating to 11 properties, respectively. The amount of impairment fluctuates each period based on existing facts and circumstances. The decrease in impairment loss was primarily driven by lower levels of vacant property dispositions in the current quarter. During the three months ended June 30, 2025, four vacant properties were sold to facilitate the redeployment of capital into income-producing assets.

Previous wording

Interest expense for the three months ended March 31, 2026 decreased $0.3 million compared to the three months ended March 31, 2025. The decrease was primarily due to a decrease in interest rates in 2026. As of March 31, 2026 and 2025, the weighted average interest rate was 4.81% and 5.62%, respectively.

Current wording

Interest expense for the six months ended June 30, 2026 decreased $0.7 million compared to the six months ended June 30, 2025. The decrease was primarily due to a decrease in interest rates in 2026. As of June 30, 2026 and 2025, the weighted average interest rate was 4.79% and 5.63%, respectively.

Previous wording

On February 27, 2026, we established an at-the-market common equity offering program (“ATM Program”), through which we may, from time to time, publicly offer and sell shares of common stock having an aggregate gross sales price of up to $75.0 million. As of March 31, 2026, we did not issue any shares of common stock under the ATM Program.

Current wording

On February 27, 2026, we established an at-the-market common equity offering program (“ATM Program”), through which we may, from time to time, publicly offer and sell shares of common stock having an aggregate gross sales price of up to $75.0 million. As of June 30, 2026, we sold shares of common stock for an aggregate gross sales price of $50.5 million under the ATM Program, of which $35.5 million is unsettled under the Forward Sale Agreements.

Previous wording

Amount includes dividends declared as of March 31, 2026 on our common stock, our Series A Convertible Preferred Stock and the OP Units.

Current wording

Amount includes dividends declared as of June 30, 2026 on our common stock, our Series A Preferred Stock and the OP Units.

Previous wording

Cash and cash equivalents totaled $9.3 million as of March 31, 2026, as compared to $3.3 million as of March 31, 2025. The table below shows information concerning cash flows for the three months ended March 31, 2026, and 2025:

Current wording

Cash and cash equivalents totaled $6.0 million as of June 30, 2026, as compared to $8.4 million as of June 30, 2025. The table below shows information concerning cash flows for the six months ended June 30, 2026, and 2025:

Previous wording

The change in net cash provided by operating activities during the three months ended March 31, 2026 as compared to three months ended March 31, 2025 was mainly due to an increase of $1.4 million in cash revenues due to the increase in occupancy in our portfolio, offset by an increase of $0.8 million in general and administrative expenses as described above. The remainder of the change in net cash provided by operating activities relates to timing of payment of payables and accrued liabilities.

Current wording

The change in net cash provided by operating activities during the six months ended June 30, 2026 as compared to six months ended June 30, 2025 was mainly due to an increase of $1.7 million in cash revenues due to the increase in occupancy in our portfolio. The remainder of the change in net cash provided by operating activities relates to timing of payment of payables and accrued liabilities.

Previous wording

The increase in net cash provided by financing activities during the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 was mainly due to the net proceeds from issuance of Series A Preferred Stock of $23.9 million and proceeds from debt of $18.5 million, offset by $20.0 million in repayment of debt and distributions paid of $6.4 million. For the three months ended March 31, 2025, the Company drew $43.5 million of debt and paid $6.2 million of distributions.

Current wording

The increase in net cash provided by financing activities during the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 was mainly due to the net proceeds from issuance of Series A Preferred Stock of $23.9 million, the net proceeds from issuance of common stock of $17.2 million and proceeds from debt of $36.5 million, offset by $22.0 million in repayment of debt, dividends and distributions paid of $12.6 million and $1.9 million of deferred offering costs. For the six months ended June 30, 2025, the Company drew $50.0 million of debt and paid $12.3 million of dividends and distributions.

Previous wording

Includes write-offs of intangibles of $0.3 million for the three months ended March 31, 2026.

Current wording

Includes write-offs of intangibles of $0.3 million and $1.6 million for the three months ended June 30, 2026 and 2025, respectively, and $0.6 million and $1.6 million for the six months ended June 30, 2026 and 2025, respectively.

Previous wording

Other non-recurring expenses include one-time legal expenses, deal pursuit costs and other non-recurring items.

Current wording

Other non-recurring expenses include one-time expenses, deal pursuit costs and other non-recurring items.

Previous wording

Includes amortization of above/below market lease intangibles of $0.6 million and excludes write-offs of intangibles of $0.3 million.

Current wording

Includes amortization of above/below market lease intangibles of $0.5 million and excludes write-offs of intangibles of $0.3 million.

Previous wording

Reflects an adjustment to exclude non-recurring expenses including one-time legal expenses, deal pursuit costs and other non-recurring items.

Current wording

Reflects an adjustment to exclude non-recurring expenses including one-time expenses, deal pursuit costs and other non-recurring items.

Previous wording

Net Debt is a non-GAAP financial measure. We define Net Debt as our Gross Debt less cash and cash equivalents. We then adjust Net Debt by the undrawn Series A Preferred Stock to derive Adjusted Net Debt. The ratios of Net Debt to Annualized Adjusted EBITDAre and Adjusted Net Debt to Annualized Adjusted EBITDAre represent Net Debt and Adjusted Net Debt as of the end of the applicable period divided by Annualized Adjusted EBITDAre for the period, respectively. We believe that these ratios are useful to investors and analysts because they provide information about Gross Debt less cash and cash equivalents as well as Gross Debt less cash and cash equivalents and undrawn Series A Preferred Stock, which could be useful to repay debt.

Current wording

Net Debt is a non-GAAP financial measure. We define Net Debt as our Gross Debt less cash and cash equivalents. We then adjust Net Debt by the undrawn Series A Preferred Stock and unsettled forward equity to derive Adjusted Net Debt. The ratios of Net Debt to Annualized Adjusted EBITDAre and Adjusted Net Debt to Annualized Adjusted EBITDAre represent Net Debt and Adjusted Net Debt as of the end of the applicable period divided by Annualized Adjusted EBITDAre for the period, respectively. We believe that these ratios are useful to investors and analysts because they provide information about Gross Debt less cash and cash equivalents as well as Gross Debt less cash and cash equivalents, undrawn Series A Preferred Stock and unsettled forward equity, which could be useful to repay debt.

Previous wording

The following table summarizes our fixed charges, and fixed charge coverage ratio:

Current wording

The following table summarizes our fixed charges, and presents Annualized fixed charges to Annualized Adjusted EBITDAre:
Rearranged current paragraphs (8)

Current report — wording carried from elsewhere

Analysis of Financial Condition and Results of Operations – Factors that Affect Our Results of Operations and Financial Condition” in our Annual Report on Form 10-K for the year ended December 31, 2025.

Current report — wording carried from elsewhere

Interest expense for the three months ended June 30, 2026 decreased $0.5 million compared to the three months ended June 30, 2025. The decrease was primarily due to a decrease in effective interest rate because of the hedge impacting the revolver. As of June 30, 2026 and 2025, the weighted average interest rate was 4.79% and 5.63%, respectively.

Current report — wording carried from elsewhere

The $0.3 million increase in other operating income was attributable to lease termination and restructuring fees received for certain properties during the six months ended June 30, 2026.

Current report — wording carried from elsewhere

Interest income on mortgage loans receivable for the six months ended June 30, 2026 increased $0.4 million compared to June 30, 2025, due to an increase in mortgage loans receivable relating to seller financing in connection with the sale of certain properties entered into the later half of 2025.

Current report — wording carried from elsewhere

Substantially all of our leases are net leases pursuant to which our tenants generally are obligated to pay customary expenses associated with the leased property such as real estate taxes, insurance, maintenance, and in many cases, certain repairs and capital costs.

Current report — wording carried from elsewhere

The following table presents the non-reimbursable property operating expenses for the respective periods:

Current report — wording carried from elsewhere

Gain on sale of real estate

Current report — wording carried from elsewhere

The following table presents the impairment for the respective periods: