INDEPENDENCE REALTY TRUST, INC.

Previous wording

This Quarterly Report on Form 10-Q contains certain forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act. Such forward-looking statements include, but are not limited to, our planned use of remaining proceeds from our sales of common stock on a forward basis, our expectations with respect to our new joint venture, our expectations with respect to the three properties which are classified as held for sale, the assumptions underlying the determination of the fair value of our impairment charge for our property held for sale as of September 30, 2025, and our expectations with respect to future acquisitions and dispositions. All statements in this Quarterly Report on Form 10-Q that address financial and operating performance, events or developments that we expect or anticipate will occur or be achieved in the future are forward-looking statements.

Current wording

This Quarterly Report on Form 10-Q contains certain forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act. Such forward-looking statements include, but are not limited to, our expectations with respect to the timing and terms of sales, if any, with respect to the two properties which are classified as held for sale as of March 31, 2026, the assumptions underlying the determination of the fair value of our impairment charge for one of our properties held for sale as of March 31, 2026 and our expectations with respect to future acquisitions and dispositions. All statements in this Quarterly Report on Form 10-Q that address financial and operating performance, events or developments that we expect or anticipate will occur or be achieved in the future are forward-looking statements.

Previous wording

Our forward-looking statements are not guarantees of future performance and involve estimates, projections, forecasts and assumptions, including as to matters that are not within our control, and are subject to risks and uncertainties including, without limitation, risks and uncertainties related to changes in market demand for rental apartment homes and pricing pressures, including from competitors, that could lead to declines in occupancy and rent levels, uncertainty and volatility in capital and credit markets, including changes that reduce availability, and increase costs, of capital, unexpected changes in our intention or ability to repay certain debt prior to maturity, increased costs on account of inflation, increased competition in the labor market, and our planned use of remaining proceeds from our sales of common stock on a forward basis, inability to sell certain assets, including those assets designated as held for sale, within the time frames or at the pricing levels expected, failure to achieve expected benefits from the redeployment of proceeds from asset sales, inability or failure to achieve anticipated benefits from future acquisitions and dispositions, delays in completing, and cost overruns incurred in connection with, our value add initiatives and failure to achieve rent increases and occupancy levels on account of the value add initiatives, unexpected impairments or impairments in excess of our estimates, increased regulations generally and specifically on the rental housing market, including legislation that may regulate rents and fees or delay or limit our ability to evict non-paying residents, risks endemic to real estate and the real estate industry generally, the impact of potential outbreaks of infectious diseases and measures intended to prevent the spread or address the effects thereof, economic conditions, including inflation and recessionary conditions and their related impacts on the real estate industry, U.S. and global trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the economic impacts, volatility and uncertainty resulting therefrom, the impacts from the U.S. government shutdown, the effects of natural and other disasters, unknown or unexpected liabilities, including the cost of legal proceedings, costs and disruptions as the result of a cybersecurity incident or other technology disruption, including but not limited to a third party's unauthorized access to our data or the data of our residents, unexpected capital needs, inability to obtain appropriate insurance coverages at reasonable rates, or at all, or losses from catastrophes in excess of our insurance coverages, and share price fluctuations. Please refer to the documents filed by us with the SEC, including specifically the “Risk Factors” sections of our Annual Report on Form 10-K for the year ended December 31, 2024 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, and o…

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Current wording

Our forward-looking statements are not guarantees of future performance and involve estimates, projections, forecasts and assumptions, including as to matters that are not within our control, and are subject to risks and uncertainties including, without limitation, risks and uncertainties related to changes in market demand for rental apartment homes and pricing pressures, including from competitors, that could lead to declines in occupancy and rent levels, uncertainty and volatility in capital and credit markets, including changes that reduce availability, and increased costs of capital, unexpected changes in our intention or ability to repay certain debt prior to maturity, increased costs on account of inflation, increased competition in the labor market, delays in the completion of, and failure to achieve anticipated benefits of, our projects with our joint venture partners, inability to sell certain assets, including those assets designated as held for sale, within the time frames or at the pricing levels expected, failure to achieve expected benefits from the redeployment of proceeds from asset sales, inability or failure to achieve anticipated benefits from future acquisitions and dispositions, delays in completing, and cost overruns incurred in connection with, our Value Add Initiatives and failure to achieve rent increases and occupancy levels on account of the Value Add Initiatives, unexpected impairments or impairments in excess of our estimates, new and/or increased regulations generally and specifically on the rental housing market, including legislation that may regulate rents and fees or delay or limit our ability to evict non-paying residents, risks endemic to real estate and the real estate industry generally, the impact of potential outbreaks of infectious diseases and measures intended to prevent the spread or address the effects thereof, economic conditions, including inflation and recessionary conditions and their related impacts on the real estate industry, U.S. and global trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the economic impacts, volatility and uncertainty resulting therefrom, the impacts from the U.S. government shutdown, the impacts from existing and/or future U.S. foreign policy decisions including the involvement of the U.S. in foreign disputes and foreign wars, the effects of natural and other disasters, unknown or unexpected liabilities, including the cost of legal proceedings, costs and disruptions as the result of a cybersecurity incident or other technology disruption, including but not limited to a third party's unauthorized access to our data or the data of our residents, unexpected capital needs, inability to obtain appropriate insurance coverages at reasonable rates, or at all, or losses from catastrophes in excess of our insurance coverages, and share price fluctuations. Please refer to the documents filed by us with the SEC, including specif…

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Previous wording

We are a self-administered and self-managed Maryland corporation that has elected to be taxed as a real estate investment trust (“REIT”). We are primarily engaged in the ownership, operation, management, improvement, and acquisition of multifamily apartment communities in non-gateway markets. As of September 30, 2025, we owned and operated 115 multifamily apartment properties (including one owned through a consolidated joint venture) that contain an aggregate of 33,818 units. Our properties are located in Alabama, Colorado, Florida, Georgia, Indiana, Kentucky, North Carolina, Ohio, Oklahoma, South Carolina, Tennessee and Texas. In addition, as of September 30, 2025, we owned and consolidated one investment in real estate under development in Colorado that will, upon completion, contain an aggregate of 296 units. As of September 30, 2025, we also owned interests in four unconsolidated joint ventures, three that own and operate multifamily apartment communities that contain an aggregate of 862 units and one that is developing a multifamily apartment community that will contain, upon completion, 324 units. We do not have any foreign operations and our business is not seasonal.

Current wording

We are a self-administered and self-managed Maryland corporation that has elected to be taxed as a real estate investment trust (“REIT”). We are primarily engaged in the ownership, operation, management, improvement, and acquisition of multifamily apartment communities in non-gateway markets. As of March 31, 2026, we owned and operated 115 multifamily apartment properties (including one owned through a consolidated joint venture) that contain an aggregate of 33,602 units. Our properties are located in Alabama, Colorado, Florida, Georgia, Indiana, Kentucky, North Carolina, Ohio, Oklahoma, South Carolina, Tennessee and Texas. In addition, as of March 31, 2026, we owned two newly developed properties, including one in Denver, Colorado, that contains 296 units and one in Austin, Texas that contains 378 units. As of March 31, 2026, we also owned interests in three unconsolidated joint ventures, one of which owns and operates a multifamily apartment community that contains 275 units and two of which that are developing multifamily apartment communities that will contain, upon completion, an aggregate of 642 units. We do not have any foreign operations and our business is not seasonal.

Previous wording

As of September 30, 2025, we owned and consolidated 115 multifamily apartment properties, totaling 33,818 units. Below is a summary of our consolidated property portfolio by market.

Current wording

As of March 31, 2026, we owned and consolidated 115 multifamily apartment properties, totaling 33,602 units. Below is a summary of our consolidated property portfolio by market.

Previous wording

As of September 30, 2025 and December 31, 2024, we had investments in unconsolidated real estate entities of $94.0 million and $92.0 million, respectively.

Current wording

As of March 31, 2026 and December 31, 2025, we had investments in unconsolidated real estate entities of $66.6 million and $98.3 million, respectively.

Previous wording

Strategically renovating communities where there is the potential for outsized rent growth (our "Value Add Initiative") provides us with the opportunity to improve long-term growth through targeted unit and/or common area investments. We completed renovations on 788 units during the three months ended September 30, 2025. From inception of our Value Add Initiative in January 2018 through September 30, 2025, we completed renovations on 10,959 of the 17,381 units currently in our Value Add Initiative, achieving a return on investment of 16.2% (and approximately 18.2% on the interior portion of such renovation costs). We compute return on investment by using the rent premium per unit per month, multiplied by 12, divided by the applicable renovation costs per unit and we compute the rent premium as the difference between the rental rate on the renovated unit (excluding the impact of concessions) and the market rent for a comparable unrenovated unit as of the date presented, as determined by management consistent with its customary rent-setting and evaluation procedures.

Current wording

Strategically renovating communities where there is the potential for outsized rent growth (our "Value Add Initiative") provides us with the opportunity to improve long-term growth through targeted unit and/or common area investments. We completed renovations on 426 units during the three months ended March 31, 2026. From inception of our Value Add Initiative in January 2018 through March 31, 2026, we completed renovations on 11,871 of the 18,788 units currently in our Value Add Initiative, achieving a return on investment of 16.1% (and approximately 18.1% on the interior portion of such renovation costs). We compute return on investment by using the rent premium per unit per month, multiplied by 12, divided by the applicable renovation costs per unit and we compute the rent premium as the difference between the rental rate on the renovated unit (excluding the impact of concessions) and the market rent for a comparable unrenovated unit as of the date presented, as determined by management consistent with its customary rent-setting and evaluation procedures.

Previous wording

On January 8, 2025, IROP entered into the Fifth Amended and Restated Credit Agreement (the “Fifth Restated Credit Agreement”), which amended and restated in its entirety the Fourth Amended and Restated Credit Agreement dated as of July 25, 2022. The Fifth Restated Credit Agreement increased the maximum principal amount of the unsecured revolver to $750 million, which represents an increase of $250 million over the prior credit agreement, extended its maturity date until January 8, 2029 and reduced the margin on our unsecured revolver and existing $200 million term loan while leaving the terms of our existing $400 million term loan unchanged. In summary, the Fifth Restated Credit Agreement provides for a $750 million unsecured revolving credit facility (the “Unsecured Revolver”) with a January 8, 2029 maturity date and two unsecured term loans, specifically: (i) a $200 million term loan with a May 18, 2026 maturity date and (ii) a $400 million term loan with a January 28, 2028 maturity date.

Current wording

On February 11, 2026, Independence Realty Operating Partnership, LP (“IROP”) entered into the Sixth Amended and Restated Credit Agreement (the “Sixth Restated Credit Agreement”) by and among IROP, as borrower, Independence Realty Trust, Inc., as parent guarantor, KeyBank National Association, as administrative agent, and the other agents and lender parties thereto, which amended and restated in its entirety the Fifth Amended and Restated Credit Agreement dated as of January 8, 2025 (the “Fifth Restated Credit Agreement”). The Fifth Restated Credit Agreement provided for a $750.0 million unsecured revolving credit facility (the “Unsecured Revolver”) with a January 8, 2029 scheduled maturity date and two unsecured term loans, specifically: (i) a $200.0 million term loan with a May 18, 2026 maturity date (the “2026 Term Loan”) and (ii) a $400.0 million term loan with a January 28, 2028 maturity date (the “2028 Term Loan”). The Sixth Restated Credit Agreement provides for a new $350.0 million unsecured term loan with a maturity date of February 11, 2030, subject to a one year extension option (the “2030 Term Loan”). A portion of the proceeds from the 2030 Term Loan were used to pay off outstanding borrowings under the 2026 Term Loan.

Previous wording

The Fifth Restated Credit Agreement increased the aggregate amount of borrowings under the credit agreement to $1.35 billion and permits IROP to request an increase in such aggregate amount to up to $2.0 billion subject to certain terms and conditions, including receipt of commitments from one or more lenders, whether or not currently parties to the Fifth Restated Credit Agreement, to provide such increased amounts, which increase may be allocated, at IROP’s option, to the Unsecured Revolver and/or to one or more of the term loans, in accordance with the Fifth Restated Credit Agreement. Refer to our 2024 Annual Report on Form 10-K for additional borrowing terms and financial covenant details.

Current wording

The Sixth Restated Credit Agreement also increases the aggregate amount of borrowings under the credit agreement to $1.5 billion and permits IROP to request the capacity be further increased to $2.0 billion subject to certain terms and conditions, including receipt of commitments from one or more lenders, whether or not currently parties to the Sixth Restated Credit Agreement, to provide such increased amounts, which increase may be allocated, at IROP’s option, to the Unsecured Revolver and/or to one or more of the Term Loans, in accordance with the Sixth Restated Credit Agreement.

Previous wording

On July 28, 2023, we entered into an equity distribution agreement pursuant to which we may from time to time offer and sell shares of our common stock under our shelf registration statement having an aggregate offering price of up to $450 million (the “ATM Program”) in negotiated transactions or transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act. Under the ATM Program, we may also enter into one or more forward sale transactions for the sale of shares of our common stock on a forward basis.

Current wording

On July 28, 2023, we entered into an equity distribution agreement pursuant to which we may from time to time offer and sell shares of our common stock under our shelf registration statement having an aggregate offering price of up to $450.0 million (the “ATM Program”) in negotiated transactions or transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”). Under the ATM Program, we may also enter into one or more forward sale transactions for the sale of shares of our common stock on a forward basis. There were no forward sale transactions and no shares of our common stock were sold under the ATM Program during the three months ended March 31, 2026. As of March 31, 2026, approximately $342.4 million remained available for issuance under the ATM Program.

Previous wording

As of September 30, 2025, we owned and consolidated 115 multifamily apartment properties, of which 105 comprised the Same-Store Portfolio.

Current wording

As of March 31, 2026, we owned and consolidated 115 multifamily apartment properties, of which 109 comprised the Same-Store Portfolio.

Previous wording

Rental and other property revenue. Revenue from rental and other property revenue of the consolidated portfolio increased $7.0 million to $166.9 million for the three months ended September 30, 2025 from $159.9 million for the three months ended September 30, 2024. The increase was attributable to a $4.9 million increase in non same-store rental and other property revenue driven by the acquisition of six properties, three in the second half of 2024, one in the first quarter of 2025, and two in the third quarter of 2025, and a $2.1 million increase in same-store rental and other property revenue, driven by a 0.6% increase in average effective monthly rents compared to the prior year period.

Current wording

Rental and other property revenue. Revenue from rental and other property revenue of the consolidated portfolio increased $4.3 million to $165.2 million for the three months ended March 31, 2026 from $160.9 million for the three months ended March 31, 2025. The increase was attributable to a $2.2 million increase in non same-store rental and other property revenue primarily driven by the acquisition of three properties in 2025 earning a full quarter of rental and other property revenue in 2026 and a $2.1 million increase in same-store rental and other property revenue driven by higher other income, lower bad debt and higher average monthly rent compared to the prior year period.

Previous wording

*Property operating expenses.*Property operating expenses increased $1.2 million to $61.7 million for the three months ended September 30, 2025 from $60.5 million for the three months ended September 30, 2024. The increase was primarily driven by the $1.6 million increase in non same-store operating expenses due to the acquisition of three properties in 2025, partially offset by a $0.4 million decrease in same-store operating expenses from lower insurance premiums and reduced repairs and maintenance from higher resident retention.

Current wording

*Property operating expenses.*Property operating expenses increased $2.9 million to $62.1 million for the three months ended March 31, 2026 from $59.3 million for the three months ended March 31, 2025. The increase was primarily driven by a $1.7 million increase in non same-store operating expenses due to the acquisition of three properties in 2025 incurring a full quarter of operating expenses in 2026. In addition, the $1.1 million increase in same-store operating expenses was due to higher payroll costs, utilities and contract services, partially offset by lower insurance expenses.

Previous wording

Depreciation and amortization expense. Depreciation and amortization expense increased $6.5 million to$61.7 million for the three months ended September 30, 2025 from$55.3 million for the three months ended September 30, 2024. The increase was primarily due to depreciation expenses driven by capital expenditures related to our Value Add Initiative and higher intangible asset amortization expenses from our recent property acquisitions in 2025 compared to the same prior year period.

Current wording

Depreciation and amortization expense. Depreciation and amortization expense increased $5.9 million to$64.6 million for the three months ended March 31, 2026 from$58.7 million for the three months ended March 31, 2025. The increase was primarily due to depreciation expenses driven by capital expenditures related to our Value Add Initiative and higher intangible asset amortization expenses from our recent property acquisitions in 2025 and 2026 compared to the same prior year period.

Previous wording

(Loss on impairment) gain on sale of real estate assets, net.During *the three months ended September 30, 2025, we recorded a loss on impairment of $12.8 million for one multi-family property held for sale. During the three months ended September 30, 2024, we sold one multi-family property resulting in a gain on sale of $0.7 million.

Current wording

Gain on sale of real estate assets, net.During the *three months ended March 31, 2025, we sold one multi-family property resulting in a gain on sale of $1.5 million.

Previous wording

Set forth below is a reconciliation of net income to FFO and CFFO for the three and nine months ended September 30, 2025 and 2024 (in thousands, except share and per share information):

Current wording

Set forth below is a reconciliation of net income to FFO and CFFO for the three months ended March 31, 2026 and 2025 (in thousands, except share and per share information):

Previous wording

Set forth below is a reconciliation of GAAP net income to Same-Store Portfolio NOI for the three and nine months ended September 30, 2025 and 2024 (in thousands):

Current wording

Set forth below is a reconciliation of GAAP net income to Same-Store Portfolio NOI for the three months ended March 31, 2026 and 2025 (in thousands):

Previous wording

Set forth below is Same-Store Portfolio(a) NOI for the three and nine months ended September 30, 2025 and 2024 (in thousands, except per unit data):

Current wording

Set forth below is Same-Store Portfolio(a) NOI for the three months ended March 31, 2026 and 2025 (in thousands, except per unit data):

Previous wording

As of September 30, 2025 and 2024, we maintained cash and cash equivalents, and restricted cash of approximately $50.9 million and $48.2 million, respectively. Our cash and cash equivalents were generated from the following activities (dollars in thousands):

Current wording

As of March 31, 2026 and 2025, we maintained cash and cash equivalents, and restricted cash of approximately $43.3 million and $48.3 million, respectively. Our cash and cash equivalents were generated from the following activities (dollars in thousands):

Previous wording

Our cash inflows from operating activities during the nine months ended September 30, 2025 were primarily driven by ongoing operations of our properties. The $25.6 million increase in cash inflows from operating activities during the nine months ended September 30, 2025 was primarily driven by returns from our ongoing operations, a decrease in cash paid for real estate taxes due to the timing of property acquisitions and dispositions and a decrease in cash interest payments as a result of the timing of interest payments on our unsecured private placement notes issued in October 2024. Our cash inflows from operating activities during the nine months ended September 30, 2024 were primarily driven by ongoing operations of our properties.

Current wording

Our cash inflows from operating activities during the three months ended March 31, 2026 and 2025 were primarily driven by ongoing operations of our properties. The $5.0 million decrease in cash inflows from operating activities during the three months ended March 31, 2026 was primarily driven by the timing of real estate tax payments.

Previous wording

Our cash outflows from investing activities during the nine months ended September 30, 2025 were primarily due to the acquisition of three multifamily properties in the amount of $152.7 million, $101.4 million of capital expenditures, $24.4 million of investments in unconsolidated real estate entities, and $16.3 million of investments in real estate under development, partially offset by $109.2 million of proceeds from the disposition of one property, $31.1 million of proceeds from the return of investment in unconsolidated real estate entities and $1.5 million of proceeds from insurance claims. Our cash inflows from investing activities during the nine months ended September 30, 2024 were primarily due to $390.8 million of proceeds from the disposition of seven properties, and $4.0 million of proceeds from insurance claims, partially offset by $92.1 million of capital expenditures, $81.2 million to acquire one multifamily property, $41.9 million of investments in real estate under development and $8.9 million of investments in unconsolidated real estate entities.

Current wording

Our cash outflows from investing activities during the three months ended March 31, 2026 were primarily due to the acquisition of one multifamily property in the amount of $29.4 million, $23.6 million of capital expenditures and $11.6 of investments in unconsolidated real estate entities. Our cash inflows from investing activities during the three months ended March 31, 2025 were primarily due to $109.2 million of proceeds from the disposition of one property, partially offset by $58.6 million to acquire one multifamily property, $21.5 million of capital expenditures, $10.3 of investments in unconsolidated real estate entities and $7.1 million of investments in real estate under development.

Previous wording

Our cash outflows from financing activities during the nine months ended September 30, 2025 were primarily due to payment of dividends on our common stock and noncontrolling interests of $116.7 million, mortgage principal repayments of $97.4 million, payments for deferred financing costs of $6.2 million, partially offset by the $150.7 million issuance of common stock from our Forward Sale Agreements. Our cash outflows from financing activities during the nine months ended September 30, 2024 were primarily due to mortgage principal repayments of $211.1 million, net repayments on our unsecured credit facility of $43.7 million and payment of dividends on our common stock and noncontrolling interests of $110.9 million.

Current wording

Our cash inflows from financing activities during the three months ended March 31, 2026 were primarily due to $150.0 million of net proceeds from the refinancing of our credit agreement, partially offset by $76.2 million of mortgage loan repayments and payoffs, the payment of dividends on our common stock and noncontrolling interests of $41.6 million and repurchases of common stock under the Stock Repurchase Program in an aggregate amount of $29.9 million. Our cash outflows from financing activities during the three months ended March 31, 2025 were primarily due to mortgage principal repayments of $74.4 million and payment of dividends on our common stock and noncontrolling interests of $38.1 million, partially offset by the $50.0 million issuance of common stock from our forward equity transactions.

Previous wording

Our 2024 Annual Report on Form 10-K includes a table of contractual obligations. There were no material changes to these obligations since the filing of our 2024 Annual Report on Form 10-K.

Current wording

Our 2025 Annual Report includes a table of contractual obligations. There were no material changes to these obligations since the filing of our 2025 Annual Report.

Previous wording

There were no off-balance sheet arrangements during the nine months ended September 30, 2025 that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our interests.

Current wording

There were no off-balance sheet arrangements during the three months ended March 31, 2026 that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our interests.

Previous wording

Our 2024 Annual Report on Form 10-K contains a discussion of our critical accounting policies. Management discusses our critical accounting policies and management’s judgments and estimates with the audit committee of our board of directors. There were no material changes to our critical accounting policies since the filing of our Annual Report on Form 10-K.

Current wording

Our 2025 Annual Report contains a discussion of our critical accounting policies. Management discusses our critical accounting policies and management’s judgments and estimates with the audit committee of our board of directors. There were no material changes to our critical accounting policies since the filing of our 2025 Annual Report.