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Broadstone Net Lease, Inc.

For the period ended Sep 30, 2025. Filed Oct 29, 2025.

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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.

Sep 30, 2025 · Filed Oct 29, 2025

BNL$17.84+1.9%Stored close · as of Nov 9, 2026

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Overview

We are an industrial-focused, diversified net lease real estate investment trust (“REIT”) that invests in primarily single-tenant commercial real estate properties that are net leased on a long-term basis to a diversified group of tenants. As of September 30, 2025, our portfolio includes 759 properties, with 752 properties located in 44 U.S. states and seven properties located in four Canadian provinces.

We expect to achieve growth in revenues and earnings through our four core building blocks, which are (1) embedded same store net operating income growth through best-in-class portfolio rent escalations, stable rent collections, minimal credit losses, strong lease rollover outcomes, and accretive recycling, (2) revenue generating capital expenditures with existing tenants, (3) build-to-suit developments, and (4) a diversified acquisition pipeline.

We focus on investing in real estate that is operated by creditworthy single tenants in industries characterized by positive business drivers and trends. We target properties that are an integral part of the tenants’ businesses and are therefore opportunities to secure long-term net leases through which our tenants are able to retain operational control of their strategically important locations, while allocating their debt and equity capital to fund core business operations rather than real estate ownership.

-Diversified Investment Strategy. We invest in real estate through property acquisitions, revenue generating capital expenditures, build-to-suit developments, and transitional capital. Our investments in these alternatives fluctuate from time to time depending on macroeconomic conditions and business or market trends. Our strong relationships with brokers, developers, and tenants provides access to off-market and marketed investment opportunities. Off-market transactions are characterized by a lack of a formal marketing process and a lack of widely disseminated marketing materials. Marketed transactions are often characterized by extensive buyer competition. For all investments, we seek to maintain our portfolio’s diversification by property type, geography, tenant, and industry in an effort to reduce fluctuations in income caused by under-performing individual real estate assets or adverse economic conditions affecting an entire industry or geographic region.

-Diversified Portfolio. As of September 30, 2025, our portfolio comprised approximately 40.7 million rentable square feet of operational space, was highly diversified based on property type, geography, tenant, and industry, and was cross-diversified within each (e.g., property-type diversification within a geographic concentration):

Property Type: We are primarily diversified across industrial and retail property types. Within these sectors, we have meaningful concentrations in distribution and warehouse, manufacturing, food processing, general merchandise, quick service restaurants, and casual dining.

Geographic Diversification: Our properties are located in 44 U.S. states and four Canadian provinces, with no single geographic concentration exceeding 9.2% of our ABR.

Tenant and Industry Diversification: Our properties are occupied by 204 different commercial tenants who operate 195 distinct brands that are diversified across 56 varying industries, with no single tenant accounting for more than 3.9% of our ABR.

-Strong In-Place Leases with Significant Remaining Lease Term. As of September 30, 2025, our portfolio was approximately 99.5% leased with an ABR weighted average remaining lease term of approximately 9.5 years, excluding renewal options.

-Standard Contractual Base Rent Escalation. Approximately 97.5% of our leases have contractual rent escalations, with an ABR weighted average increase of 2.0%.

-Extensive Tenant Financial Reporting. Approximately 96.6% of our tenants, based on ABR, provide financial reporting, of which 82.0% are required to provide us with specified financial information on a periodic basis, and an additional 14.6% of our tenants report financial statements publicly, either through SEC filings or otherwise.

Current Macroeconomic Conditions and Strategic Priorities

Throughout 2023 and 2024, challenging macroeconomic conditions directly impacted the broader commercial real estate market and, in particular, the net lease real estate market. During that period, interest rates rose steadily, resulting in a challenging lending environment and a material increase in the cost of capital for commercial real estate buyers and lenders. The increase in interest rates accelerated at a more aggressive pace than commercial real estate capitalization rates, thereby compressing earnings on new investments. Market expectations about expansionary monetary policy resulted in net lease real estate sellers maintaining higher pricing expectations, which ultimately led to a significant decrease in transaction volumes. These challenging macroeconomic conditions have limited, and may continue to limit, the ability of commercial real estate owners, including us, to complete real estate acquisitions at volume and accretion levels consistent with years prior to this environment, resulting in lower earnings growth rates compared to historical periods. Notwithstanding the challenging macroeconomic conditions, we believe that our portfolio performance and strong liquidity profile position our Company well for future opportunities. We expect to achieve growth in revenues and earnings through our four building blocks, including embedded same store net operating income growth, revenue generating capital expenditures with existing tenants, build-to-suit developments, and a diversified acquisition pipeline.

Diversified Investment Activity

During the three months ended September 30, 2025, our investment activity consisted of the following:

For the Three Months Ended · For the Nine Months Ended
September 30, 2025June 30, 2025March 31, 2025September 30, 2025
Acquisitions:
Acquisition price$139,462$54,722$59,004$253,188
Initial cash capitalization rate7.1%7.1%7.2%7.1%
Straight-line yield8.1%8.2%8.3%8.2%
Weighted average lease term (years)12.010.713.612.1
Weighted average annual rent increase2.4%3.0%2.6%2.6%
Build-to-suit developments:
Investments$40,999$63,295$26,494$130,788
Revenue generating capital expenditures:
Investments$5,507$—$2,835$8,342
Initial cash capitalization rate8.5%—%8.0%8.3%
Weighted average lease term (years)16.7—17.717.0
Weighted average annual rent increase2.0%—%1.7%1.9%
Transitional Capital:
Investments$17,920$22,781$—$40,701
Cash capitalization rate7.8%7.8%—%7.8%
Total investments$203,894$140,798$88,333$433,025
Total initial cash capitalization rate (a)7.1%7.1%7.2%7.1%
Total weighted average lease term (years) (a)12.210.713.812.3
Total weighted average annual rent increase (a)2.4%3.0%2.5%2.5%

(a)Transitional capital, which represents a contractual yield on invested capital, and build-to-suit developments, which do not generate revenue during construction, are excluded from the calculations of total cash capitalization, weighted average lease terms, and weighted average rent increases.

Build-to-Suit Development Projects

The following table summarizes the Company’s in-process and stabilized developments as of September 30, 2025:

Property · Projected Rentable Square Feet · Start Date (b) · Target Stabilization Date/Stabilized Date (c) · Lease Term (Years) · Annual Rent Escalations · Estimated Total Project Investment (d) · Cumulative Investment · Estimated Remaining Investment · Estimated Cash Capitalization Rate (e) · Estimated Straight-line Yield
In-process retail:
7 Brew(Jacksonville - FL)1Jun. 2025Oct. 202515.01.9%$2,008$1,411$5978.0%8.8%
Sprouts(Bedford, TX)22Jul. 2025Aug. 202615.00.9%$9,533$—$9,5337.2%7.7%
In-process industrial:
Sierra Nevada(Dayton - OH)122Oct. 2024Nov. 202515.03.0%58,56344,58413,9797.5%9.3%
Sierra Nevada(Dayton - OH)122Oct. 2024Mar. 202615.03.0%55,52527,65227,8737.7%9.6%
Southwire(Bremen - GA)1,178Dec. 2024Oct. 202610.02.8%115,41122,20093,2117.8%8.8%
Fiat Chrysler Automobile (Forsyth - GA)422Apr. 2025Aug. 202615.02.8%78,24219,63558,6076.9%8.4%
AGCO(Vasaila - CA)115Jun. 2025Aug. 202612.03.5%19,52314,3145,2097.0%8.5%
Palmer Logistics(Midlothian, TX) (f)270Jul. 2025Jul. 202612.33.5%32,0635,26026,8037.6%9.2%
Total / weighted average2,25213.12.9%370,868135,056235,8127.5%8.9%
Stabilized industrial:
UNFI(Sarasota - FL)1,016May 2023Stabilized - Sep. 202415.02.5%200,958200,958—7.2%8.6%
Stabilized retail:
7 Brew(High Point - NC)1Dec. 2024Stabilized - Jun. 202515.01.9%1,9751,975—8.0%8.8%
7 Brew(Charleston - SC)1Feb. 2025Stabilized - May 202515.01.9%1,7291,729—7.9%8.8%
Total / weighted average3,27013.72.7%$575,530$339,718$235,8127.4%8.8%

(b)The period in which we have acquired access to the land and begun physical construction on a property.

(c)Represents our current estimate of the period in which we will have substantially completed a project and the project is made available for occupancy. We expect to update our timing estimates on a quarterly basis.

(d)Represents the estimated costs to be incurred to complete development of each project. We expect to update our estimates upon completion of the project, or sooner if there are any significant changes to expected costs from quarter to quarter. Excludes capitalized costs consisting of capitalized interest and other acquisition costs.

(e)Calculated by dividing the estimated first year cash yield to be generated on a real estate investment by the Estimated Total Project Investment for the property.

(f)Development represents our common and preferred equity investments in a consolidated joint venture, and exclude amounts attributed to non-controlling interest holders.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.