Postal Realty Trust, Inc.
For the period ended Mar 31, 2026. Filed May 5, 2026.
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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.
Mar 31, 2026 · Filed May 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-04.
0001628280-25-048879
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-05.
0001628280-26-030708
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 136 previous paragraphs and 125 current paragraphs.
89 unchanged; 32 reworded; 3 added; 13 removed; 2 previous and 1 current paragraphs rearranged.
Tables are not compared: 3 previous and 2 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 (3)
Current report
•public health threats.
Current report
Revenues
Removed paragraphs (13)
Previous report
•public health threats, such as the coronavirus (COVID-19) pandemic.
Previous report
General and administrative– General and administrative expenses decreased by $0.1 million to $3.8 million for the three months ended September 30, 2025 from $3.9 million for the three months ended September 30, 2024, primarily due to an increase in public-company related cost and a reversal of previously recognized compensation cost on the forfeited awards, offset by the reclassification to compensation expense of the amount of dividends and distributions previously charged to retained earnings and noncontrolling interest related to awards that are forfeited in connection with the departure of the Company's former Chief Financial Officer.
Previous report
Comparison of the Nine Months Ended September 30, 2025 and Nine Months Ended September 30, 2024
Previous report
Fee and other– Fee and other revenue decreased by $0.3 million to $1.9 million for the nine months ended September 30, 2025 from $2.3 million for the nine months ended September 30, 2024, primarily due to a decrease in management fees and miscellaneous income.
Previous report
Operating Expense
Previous report
Real estate taxes – Real estate taxes increased by $1.1 million to $8.3 million for the nine months ended September 30, 2025 from $7.2 million for the nine months ended September 30, 2024, primarily due to the volume of our acquisitions.
Previous report
Property operating expenses – Property operating expenses decreased by $0.2 million to $6.8 million for the nine months ended September 30, 2025 from $7.0 million for the nine months ended September 30, 2024. Property management expenses are included within property operating expenses and totaled $2.3 million for each of the nine months ended September 30, 2025 and 2024. The decrease was primarily related to lower repairs and maintenance due to scope and timing.
Previous report
Depreciation and amortization – Depreciation and amortization expense increased by $1.1 million to $17.6 million for the nine months ended September 30, 2025 from $16.6 million for the nine months ended September 30, 2024, primarily due to the volume of our acquisitions.
Previous report
Total Interest Expense, Net
Previous report
During the nine months ended September 30, 2025, we incurred total interest expense, net of $11.9 million compared to $9.3 million for the nine months ended September 30, 2024. The increase in interest expense is primarily related due to additional borrowings under the Credit Facilities and to an increase in net borrowings on our Credit Facilities ((including the $40.0 million of term loan proceeds borrowed on September 19, 2025) and an increase of $0.1 million for loss on early extinguishment of debt which is comprised of a $0.06 million loss from the write-off of unamortized debt issuance costs attributable to a previous creditor in the Revolving Credit Facility and 2030 Term Loan portions of our Prior Credit Facilities not participating in such respective portions of our current Credit Facilities and $0.08 million of third-party fees associated with the modification of our Term Loans.
Previous report
Comparison of the Nine Months Ended September 30, 2025 and the Nine Months Ended September 30, 2024
Previous report
Material Capital Improvement Projects
Previous report
The Company is currently undertaking capital improvement projects for two properties it owns in Pauline, Kansas (the "Pauline CIP”). The Pauline CIP is expected to cost an additional $0.8 million to $1.6 million, a majority of which is expected to be incurred in the fourth quarter of 2025. Currently, the Company expects that a portion of the costs associated with the Pauline CIP will be offset by the receipt of insurance proceeds, of which $0.4 million was received in October 2025.
Reworded paragraphs (32)
Previous wording
•general economic conditions (including inflation, rising interest rates, uncertainty regarding ongoing conflict between Russia and Ukraine and their related impact on macroeconomic conditions);
Current wording
•general economic conditions (including inflation, rising interest rates, uncertainty regarding ongoing conflicts involving Russia and Ukraine, as well as the ongoing Iran war and the instability in the Strait of Hormuz and their related impact on macroeconomic conditions);
Previous wording
We were formed as a Maryland corporation on November 19, 2018 and commenced operations upon completion of our initial public offering and the related formation transactions. We conduct our business through a traditional UPREIT structure in which our properties are owned by our Operating Partnership directly or through limited partnerships, limited liability companies or other subsidiaries. During the nine months ended September 30, 2025, we acquired 151 properties leased to the USPS for approximately $96.6 million, including closing costs. As of September 30, 2025, our portfolio consists of 1,853 owned properties, located in 49 states and one territory and comprising approximately 6.9 million net leasable interior square feet.
Current wording
We were formed as a Maryland corporation on November 19, 2018 and commenced operations upon completion of our initial public offering and the related formation transactions. We conduct our business through a traditional UPREIT structure in which our properties are owned by our Operating Partnership directly or through limited partnerships, limited liability companies or other subsidiaries. During the three months ended March 31, 2026, we acquired 61 properties leased to the USPS for approximately $35.6 million, including closing costs. As of March 31, 2026, our portfolio consists of 1,978 owned properties, located in 49 states and one territory and comprising approximately 7.3 million net leasable interior square feet.
Previous wording
We are the sole general partner of our Operating Partnership through which our properties are directly or indirectly owned. As of November 4, 2025, we owned approximately 78.7% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”). Our Board of Directors oversees our business and affairs.
Current wording
We are the sole general partner of our Operating Partnership through which our properties are directly or indirectly owned. As of May 5, 2026, we owned approximately 78.9% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”). Our Board of Directors oversees our business and affairs.
Previous wording
On November 4, 2022, the Company entered into separate open market sale agreements for its at-the-market offering programs with each of Jefferies LLC, BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc., as agents (the "ATM Program"), pursuant to which the Company may offer and sell shares of its Class A common stock having an aggregate sales price of up to $50.0 million. The agreements also provide that the Company may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents. On August 8, 2023, the Company amended the ATM Program to increase the aggregate offering amount under the program to $150.0 million. On November 4, 2024, the Company entered into separate open market sale agreements for the ATM Program with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc. (“M&T”), as additional sales agents, and affiliates of Mizuho, as forward sellers. During the nine months ended September 30, 2025, 2,347,137 shares were issued under the ATM Program for approximately $35.8 million in gross proceeds. As of September 30, 2025, we had approximately $57.9 million of availability remaining under the ATM Program.
Current wording
On November 4, 2022, the Company entered into separate open market sale agreements for its at-the-market offering programs with each of Jefferies LLC, BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc., as agents (the "ATM Program"), pursuant to which the Company may offer and sell shares of its Class A common stock having an aggregate sales price of up to $50.0 million. The agreements also provide that the Company may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents. On August 8, 2023, the Company amended the ATM Program to increase the aggregate offering amount under the program to $150.0 million. On November 4, 2024, the Company entered into separate open market sale agreements for the ATM Program with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc. (“M&T”), as additional sales agents, and affiliates of Mizuho, as forward sellers. On February 24, 2026 we amended the ATM Program to increase the aggregate amount under the ATM Program to $300.0 million. On February 24, 2026, we also entered into a separate open market sale agreements for the ATM Program (the "Additional Sale Agreements") with each of (i) J.P. Morgan Securities LLC (“J.P. Morgan”) and Scotia Capital (USA) Inc. (“ScotiaBank”), as additional sales agents, (ii) JPMorgan Chase Bank, National Association, and The Bank of Nova Scotia, as additional forward purchasers and (iii) J.P. Morgan and ScotiaBank as additional forward sellers (in each case in its capacity as agent for its affiliated forward purchaser). The Additional Sale Agreements also provide that, in addition to the issuance and sale of shares of our Class A common stock by us through J.P. Morgan and ScotiaBank, we may also enter into one or more forward sale agreements under a master forward confirmation and related supplemental confirmations, each between us and JPMorgan Chase Bank, National Association and The Bank of Nova Scotia. During the three months ended March 31, 2026, 512,421 shares were issued under the ATM Program for approximately $8.6 million in gross proceeds. As of March 31, 2026, we had approximately $135.5 million of availability remaining under the ATM Program.
Previous wording
As of September 30, 2025, we owned a portfolio of 1,853 properties located in 49 states and one territory and leased primarily to the USPS. For the nine months ended September 30, 2025, approximately 10.4% of our total rental income was concentrated in Pennsylvania.
Current wording
As of March 31, 2026, we owned a portfolio of 1,978 properties located in 49 states and one territory and leased primarily to the USPS.
Previous wording
We are dependent on the USPS’ financial and operational stability. The USPS is currently facing a variety of circumstances that are threatening its ability to fund its operations and other obligations as currently conducted without intervention by the federal government. The USPS is constrained by laws and regulations that restrict revenue sources and pricing, mandate certain expenses and cap its borrowing capacity. As a result, among other consequences, the USPS is unable to fund its mandated expenses and continues to be subject to mandated payments to its retirement system and benefits. While the USPS has recently undertaken, and proposes to undertake, a number of operational reforms and cost reduction measures, such as higher rates and slower deliveries for certain services and closure, relocation or consolidation of certain facilities and delivery routes, the USPS has taken the position such measures alone will not be sufficient to maintain its ability to meet all of its existing obligations when due or allow it to make the critical infrastructure investments that have been deferred in recent years. These measures have also led to significant criticism and litigation, which may result in reputational or financial harm or increased regulatory scrutiny of the USPS or reduced demand for its services. The occurrence of a regional epidemic or a global pandemic, such as the COVID-19 pandemic, and measures taken to prevent its spread may also have a material and unpredictable effect on the USPS’ operations and liquidity, including significant additional operating expenses caused by pandemic-related disruptions. Other geopolitical and economic factors have also created significant inflationary pressures resulting in higher compensation, benefits, transportation and fuel costs for the USPS. If the USPS becomes unable to meet its financial obligations or its revenue declines due to reduced demand for its services, the USPS may reduce its demand for leasing postal properties, which would have a material adverse effect on our business and operations. For additional information regarding the risks associated with the USPS, see the section entitled “Risk Factors - Risks Related to the USPS” under Item 1A ofour Annual Report on Form 10-K for the year ended December 31, 2024.
Current wording
We are dependent on the USPS’ financial and operational stability. The USPS is currently facing a variety of circumstances that are threatening its ability to fund its operations and other obligations as currently conducted without intervention by the federal government. The USPS is constrained by laws and regulations that restrict revenue sources and pricing, mandate certain expenses and cap its borrowing capacity. As a result, among other consequences, the USPS is unable to fund its mandated expenses and continues to be subject to mandated payments to its retirement system and benefits. The USPS has recently communicated updates regarding its operational strategy, including initiatives focused on network optimization and cost efficiency, such as higher rates and slower deliveries for certain services and the closure, relocation or consolidation of certain facilities and delivery routes. Management continues to evaluate these developments in the context of the Company’s existing lease portfolio and ongoing relationship with the USPS. As of the date of this filing, the Company has not experienced a material impact to its operations or leasing activity as a result of these developments. However, the USPS has indicated that such new operational and strategic initiatives alone may not be sufficient to maintain its ability to meet all of its existing obligations when due or to make critical infrastructure investments that have been deferred in recent years, and to the extent the USPS implements changes to its facility footprint, such actions could influence future leasing demand, renewal activity and occupancy levels. Certain prior operational and strategic initiatives of the USPS, including reforms and cost reduction measures, have also led to significant criticism and litigation, which may result in reputational or financial harm or increased regulatory scrutiny of the USPS or reduced demand for its services, and similar criticism, litigation or other adverse effects could arise in connection with the USPS’s current or future operational or strategic initiatives. Furthermore, the occurrence of a regional epidemic or a global pandemic, and measures taken to prevent its spread may also have a material and unpredictable effect on the USPS’ operations and liquidity, including significant additional operating expenses caused by pandemic-related disruptions. Other geopolitical and economic factors have also created significant inflationary pressures resulting in higher compensation, benefits, transportation and fuel costs for the USPS. If the USPS becomes unable to meet its financial obligations or its revenue declines due to reduced demand for its services, the USPS may reduce its demand for leasing postal properties, which would have a material adverse effect on our business and operations. For additional information regarding the risks associated with the USPS, see the section entitled “Risk Factors - Risks Related to the USPS” under Item 1A ofour Ann…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
We derive revenues primarily from rent and tenant reimbursements under leases with the USPS for our properties and fee and other from the management of postal properties owned by Andrew Spodek, our chief executive officer, and his affiliates managed by our TRS, income recognized from properties accounted for as financing leases and revenue from providing certain advisory services. Rental income represents the lease revenue recognized under the leases primarily with the USPS which includes the impact of above and below market lease intangibles as well as reimbursements to us made by our tenants for the real estate taxes paid at each property where tenants are responsible for such taxes under the leases. Certain of our leases include annual rent escalators. Fee and other principally represents (i) revenue our TRS received from postal properties owned by Mr. Spodek and his affiliates pursuant to the management agreements and is a percentage of the lease revenue for the managed properties, (ii) revenue our TRS received from providing advisory services to third-party owners of postal properties and (iii) income recognized from properties accounted for as financing leases. As of September 30, 2025, properties leased to our tenants had an average remaining lease term of approximately 4.0 years. Factors that could affect our rental income and fee and other in the future include, but are not limited to: (i) our ability to renew or replace expiring leases and management agreements; (ii) local, regional or national economic conditions; (iii) an oversupply of, or a reduction in demand for, postal space; (iv) changes in market rental rates; (v) changes to the USPS’ current property leasing program or form of lease; and (vi) our ability to provide adequate services and maintenance at our properties and managed properties.
Current wording
We derive revenues primarily from rent and tenant reimbursements under leases with the USPS for our properties and fee and other from the management of postal properties owned by Andrew Spodek, our chief executive officer, and his affiliates managed by our TRS, income recognized from properties accounted for as financing leases and revenue from providing certain advisory services. Rental income represents the lease revenue recognized under the leases primarily with the USPS which includes the impact of above and below market lease intangibles as well as reimbursements to us made by our tenants for the real estate taxes paid at each property where tenants are responsible for such taxes under the leases. Certain of our leases include annual rent escalators. Fee and other principally represents (i) revenue our TRS received from postal properties owned by Mr. Spodek and his affiliates pursuant to the management agreements and is a percentage of the lease revenue for the managed properties, (ii) revenue our TRS received from providing advisory services to third-party owners of postal properties and (iii) income recognized from properties accounted for as financing leases. As of March 31, 2026, properties leased to our tenants had an average remaining lease term of approximately 5.0 years. Factors that could affect our rental income and fee and other in the future include, but are not limited to: (i) our ability to renew or replace expiring leases and management agreements; (ii) local, regional or national economic conditions; (iii) an oversupply of, or a reduction in demand for, postal space; (iv) changes in market rental rates; (v) changes to the USPS’ current property leasing program or form of lease; and (vi) our ability to provide adequate services and maintenance at our properties and managed properties.
Previous wording
All equity-based compensation expense is recognized in our Consolidated Statements of Operations and Comprehensive Income as components of general and administrative expense and property operating expenses. We issue share-based awards to align our directors' and employees’ interests with those of our investors.
Current wording
All equity-based compensation expense is recognized in our Consolidated Statements of Operations and Comprehensive Income (Loss) as components of general and administrative expense and property operating expenses. We issue share-based awards to align our directors' and employees’ interests with those of our investors.
Previous wording
Our Amended and Restated Credit Agreement, dated September 19, 2025 (the "Credit Facilities"), consists of a (i) $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (ii) $290.0 million term loan facility consisting of a (x) $115.0 million senior unsecured term loan (the "2030 Term Loan") and (y) $175.0 million senior unsecured delayed draw term loan (the "2028 Term Loan," and, collectively with the "2030 Term Loan", the "Term Loans.").
Current wording
Our Amended and Restated Credit Agreement, as amended from-time-time, including by the Commitment Increase, dated February 20, 2026 (as amended, the "Credit Facilities"), consists of a (i) $250.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (ii) $305.0 million term loan facility consisting of a (x) $115.0 million senior unsecured term loan (the "2030 Term Loan") and (y) $190.0 million senior unsecured delayed draw term loan (the "2028 Term Loan," and, collectively with the "2030 Term Loan", the "Term Loans").
Previous wording
As of the date of this report, the USPS had not vacated or notified us of its intention to vacate any properties. When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis typically paying the greater of estimated market rent or the rent amount under the expired lease. As of November 4, 2025, two of the properties we own were being occupied by the USPS as a holdover tenant.
Current wording
As of the date of this report, the USPS had not vacated or notified us of its intention to vacate any properties. When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis typically paying the greater of estimated market rent or the rent amount under the expired lease. As of May 5, 2026, seven of the properties we own were being occupied by the USPS as a holdover tenant.
Previous wording
Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $4.9 million to $23.7 million for the three months ended September 30, 2025 from $18.8 million for the three months ended September 30, 2024, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.
Current wording
Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $4.6 million to $26.1 million for the three months ended March 31, 2026 from $21.5 million for the three months ended March 31, 2025, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.
Previous wording
Fee and other– Fee and other revenue decreased by $0.3 million to $0.6 million for the three months ended September 30, 2025 from $0.9 million for the three months ended September 30, 2024, primarily due to a decrease in management fees and miscellaneous income.
Current wording
Fee and other– Fee and other revenue decreased by $0.1 million to $0.53 million for the three months ended March 31, 2026 from $0.67 million for the three months ended March 31, 2025, primarily due to a decrease in miscellaneous income.
Previous wording
Real estate taxes – Real estate taxes increased by $0.4 million to $2.9 million for the three months ended September 30, 2025 from $2.5 million for the three months ended September 30, 2024, primarily due to the volume of our acquisitions.
Current wording
Real estate taxes – Real estate taxes increased by $0.4 million to $3.07 million for the three months ended March 31, 2026 from $2.65 million for the three months ended March 31, 2025, primarily due to the volume of our acquisitions.
Previous wording
Property operating expenses – Property operating expenses decreased by $0.2 million to $2.4 million for the three months ended September 30, 2025 from $2.5 million for the three months ended September 30, 2024. Property management expenses are included within property operating expenses and totaled $0.7 million for each of the three months ended September 30, 2025 and 2024. The decrease was primarily related to lower repairs and maintenance due to scope and timing.
Current wording
Property operating expenses – Property operating expenses increased by $0.4 million to $2.82 million for the three months ended March 31, 2026 from $2.46 million for the three months ended March 31, 2025. Property management expenses are included within property operating expenses and totaled $1.0 million for each of the three months ended March 31, 2026 and 2025. The increase was primarily related to higher costs pertaining to outsourced - property management.
Previous wording
General and administrative– General and administrative expenses increased by $0.9 million to $13.0 million for the nine months ended September 30, 2025 from $12.1 million for the nine months ended September 30, 2024, primarily due to an increase in public-company related costs, an increase in net compensation costs and the reclassification to compensation cost of the amount of dividends and distributions previously charged to retained earnings and noncontrolling interest related to awards that were forfeited. This is offset by the reversal of previously recognized compensation cost on the forfeited awards in connection with the departure of the Company's former Chief Financial Officer.
Current wording
General and administrative– General and administrative expenses increased by $0.5 million to $5.4 million for the three months ended March 31, 2026 from $4.9 million for the three months ended March 31, 2025, primarily due to an increase in net compensation costs and public-company related costs.
Previous wording
Casualty and impairment losses (gains), net -Casualty and impairment losses for the three months ended September 30, 2025 were $0.1 million which reflects $0.1 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs, offset by $0.04 million of related insurance claims resulting in a net loss of $0.1 million. Casualty and impairment losses (gains), net were $0.2 million for the three months ended September 30, 2024 which reflects $0.2 million in gross charges primarily related to the net book value for an asset damaged as a result of vandalism.
Current wording
Casualty and impairment (gains) losses, net -Casualty and impairment (gains) losses, net for the three months ended March 31, 2026 was $(0.3) million which reflects $0.1 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs and other costs. This is partially offset by an estimated $0.4 million of related insurance claims resulting in a net gain of $(0.3) million and an immaterial impairment on a held for use property. Casualty and impairment losses (gains), net were $0.2 million for the three months ended March 31, 2025 which reflects $0.5 million in gross charges primarily related to the net book value of two properties damaged as a result of natural disasters and related repairs, partially offset by $0.4 million of related insurance claims that the Company believes is probable it will recover resulting in a net charge of $0.1 million and $0.1 million for an impairment on an asset.
Previous wording
Depreciation and amortization – Depreciation and amortization expense increased by $0.4 million to $6.1 million for the three months ended September 30, 2025 from $5.8 million for three months ended September 30, 2024, primarily due to the volume of our acquisitions.
Current wording
Depreciation and amortization – Depreciation and amortization expense increased by $0.8 million to $6.4 million for the three months ended March 31, 2026 from $5.6 million for three months ended March 31, 2025, primarily due to the volume of our acquisitions.
Previous wording
During the three months ended September 30, 2025, we incurred total interest expense, net of $4.3 million compared to $3.4 million for the three months ended September 30, 2024. The increase in interest expense was primarily due to an increase in net borrowings on our Credit Facilities (including the $40.0 million of term loan proceeds borrowed on September 19, 2025) and an increase of $0.1 million for loss on early extinguishment of debt which is comprised of a $0.06 million loss from the write-off of unamortized debt issuance costs attributable to a previous creditor in the Revolving Credit Facility and 2030 Term Loan portions of our Prior Credit Facilities not participating in such respective portions of our current Credit Facilities and $0.08 million of third-party fees associated with the modification of our Term Loans.
Current wording
During the three months ended March 31, 2026, we incurred total interest expense, net of $4.4 million compared to $3.6 million for the three months ended March 31, 2025. The increase in interest expense was primarily due to an increase in net borrowings on our Credit Facilities (including the $40.0 million and $15.0 million of term loan proceeds borrowed on September 19, 2025 and February 20, 2026, respectively).
Previous wording
We had $1.9 million of cash and $0.4 million of escrows and reserves as of September 30, 2025 compared to $1.0 million of cash and $0.5 million of escrows and reserves as of September 30, 2024.
Current wording
We had $1.3 million of cash and $1.5 million of escrows and reserves as of March 31, 2026 compared to $0.6 million of cash and $0.9 million of escrows and reserves as of March 31, 2025.
Previous wording
Cash flows from operating activities – Net cash provided by operating activities increased by $8.9 million to $33.2 million for the nine months ended September 30, 2025 compared to $24.3 million for the same period in 2024. The increase is primarily due to the volume of our acquisitions and the execution of new leases with annual rent escalations all of which have generated additional rental income and related changes in working capital, as well as the timing of certain receivables and payables.
Current wording
Cash flows from operating activities – Net cash provided by operating activities increased by $0.1 million to $10.9 million for the three months ended March 31, 2026 compared to $10.8 million for the same period in 2025. The increase is primarily due to the volume of our acquisitions and the execution of new leases with annual rent escalations all of which have generated additional rental income and related changes in working capital, as well as the timing of certain receivables and payables.
Previous wording
Cash flows used in investing activities – Net cash used in investing activities for the nine months ended September 30, 2025 primarily consisted of $89.6 million of acquisitions and $5.9 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $1.7 million in proceeds received from the sale of real estate assets and property damage claims. Net cash used in investing activities for the nine months ended September 30, 2024 primarily consisted of $53.2 million of acquisitions and $2.7 million of escrow deposits for acquisitions, capital improvements and other investing activities.
Current wording
Cash flows used in investing activities – Net cash used in investing activities for the three months ended March 31, 2026 primarily consisted of $34.6 million of acquisitions and $1.4 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $0.2 million in insurance proceeds received from property damage claims. Net cash used in investing activities for the three months ended March 31, 2025 primarily consisted of $15.1 million of acquisitions and $1.4 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $0.8 million in proceeds received from the sale of real estate assets.
Previous wording
Cash flows from financing activities – Net cash provided by financing activities increased by $30.2 million to $60.4 million for the nine months ended September 30, 2025 compared to $30.2 million for the nine months ended September 30, 2024. The increase was primarily related to an increase in net borrowings on our Credit Facilities of $16.0 million (including the $40.0 million of term loan proceeds borrowed on September 19, 2025) and higher net proceeds received from the issuance of shares. This is offset by debt issuance costs on our Credit Facility and a increase in the payment of dividends and distributions for the nine months ended September 30, 2025.
Current wording
Cash flows from financing activities – Net cash provided by financing activities increased by $21.6 million to $25.6 million for the three months ended March 31, 2026 compared to $4.0 million for the three months ended March 31, 2025. The increase was primarily related to an increase in borrowings on our Credit Facilities of $15.0 million and higher net proceeds received from the issuance of shares. This is offset by debt issuance costs on our Credit Facility, an increase in the payment of taxes on equity award vestings and an increase in the payment of dividends and distributions for the three months ended March 31, 2026.
Previous wording
We had approximately $1.9 million of cash and $0.4 million of escrows and reserves as of September 30, 2025.
Current wording
We had approximately $1.3 million of cash and $1.5 million of escrows and reserves as of March 31, 2026 compared to $0.6 million of cash and $0.9 million of escrows and reserves as of March 31, 2025.
Previous wording
On September 19, 2025 (the "CF Closing Date"), we amended and restated our Credit Facilities in their entirety, with Truist Bank, as administrative agent, and Truist Securities, M&T Bank and JPMorgan Chase Bank, N.A.,as joint lead arrangers and joint book runners. Additional participants in the Credit Facilities include Mizuho Bank Ltd., Bank of Montreal, Stifel Bank & Trust and TriState Capital Bank. The Credit Facilities provide for the Revolving Credit Facility and Term Loans. The 2030 Term Loan consists of (1) a $75 million term loan previously advanced to the Company under its prior credit facility which remained outstanding as of the CF Closing Date and (2) $40 million of new term loans advanced to the Company on the CF Closing Date. As of September 30, 2025, we had $315.0 million of aggregate principal amount outstanding under our Credit Facilities, with $115.0 million drawn on the 2030 Term Loan, $175.0 million drawn on the 2028 Term Loan and $25.0 million drawn on the Revolving Credit Facility.
Current wording
On September 19, 2025 (the "CF Closing Date"), we amended and restated our Credit Facilities in their entirety, with Truist Bank, as administrative agent, and Truist Securities, M&T Bank and JPMorgan Chase Bank, N.A., as joint lead arrangers and joint book runners. Additional participants in the Credit Facilities include Mizuho Bank Ltd., Bank of Montreal, Stifel Bank & Trust and TriState Capital Bank. On February 20, 2026, the Company entered into the Commitment Amount Increase Request (the "Commitment Increase") pursuant to which, among other things, The Bank of Nova Scotia was added as a lender under the Credit Facilities. The Credit Facilities provide for the Revolving Credit Facility and Term Loans. After giving effect to the Commitment Increase our Credit Facilities consists of a (i) $250.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (ii) $305.0 million term loan facility consisting of a (x) $115.0 million senior unsecured term loan (the "2030 Term Loan") and (y) $190.0 million senior unsecured delayed draw term loan (the "2028 Term Loan," and, collectively with the "2030 Term Loan", the "Term Loans."). As of March 31, 2026, we had $354.0 million of aggregate principal amount outstanding under our Credit Facilities, with $115.0 million drawn on the 2030 Term Loan, $190.0 million drawn on the 2028 Term Loan and $49.0 million drawn on the Revolving Credit Facility.
Previous wording
The Credit Facilities include an accordion feature which permit us to borrow up to an additional (i) $150.0 million under the Revolving Credit Facility and (ii) $100.0 million under the Term Loans, subject to customary terms and conditions. The Revolving Credit Facility matures in November 2029, the 2030 Term Loan matures in January 2030 and the 2028 Term Loan matures in February 2028. Each of the Revolving Credit Facility and the 2030 Term Loan Facility may be extended for one 12-month period at the Company's sole option. Borrowings under the Credit Facilities carry an interest rate of, (i) in the case of the Revolving Credit Facility, either a base rate plusa margin ranging from 0.5% to 1.0% per annum or Adjusted Term SOFR (as defined below)plus a margin ranging from 1.5% to 2.0% per annum, or (ii) in the case of the Term Loans, either a base rate plus a margin ranging from 0.45% to 0.95% per annum or Adjusted Term SOFR plus a margin ranging from 1.45% to 1.95% per annum, in each case depending on a consolidated leverage ratio. With respect to the Revolving Credit Facility, we will pay, if the usage is equal to or less than 50%, an unused facility fee of 0.20% per annum, or if the usage is greater than 50%, an unused facility fee of 0.15% per annum, in each case on the average daily unused commitments under the Revolving Credit Facility.
Current wording
The Credit Facilities include an accordion feature which permit us to borrow up to an additional (i)$150.0 million under the Revolving Credit Facility and (ii)$100.0 million under the Term Loans, subject to customary terms and conditions. As of March 31, 2026, and after giving effect to the Commitment Increase, (1) $50.0 million remains under the Revolving Credit Facility accordion and (2) $85.0 million remains under the accordion for the Term Loans. The Revolving Credit Facility matures in November 2029, the 2030 Term Loan matures in January 2030 and the 2028 Term Loan matures in February 2028. Each of the Revolving Credit Facility and the 2030 Term Loan Facility may be extended for one twelve-month period at the Company's sole option. Borrowings under the Credit Facilities carry an interest rate of, (i) in the case of the Revolving Credit Facility, either a base rate plusa margin ranging from 0.5% to 1.0% per annum or Adjusted Term SOFR (as defined below)plus a margin ranging from 1.5% to 2.0% per annum, or (ii) in the case of the Term Loans, either a base rate plus a margin ranging from 0.45% to 0.95% per annum or Adjusted Term SOFR plus a margin ranging from 1.45% to 1.95% per annum, in each case depending on a consolidated leverage ratio. With respect to the Revolving Credit Facility, the Company will pay, if the usage is equal to or less than 50%, an unused facility fee of 0.20% per annum, or if the usage is greater than 50%, an unused facility fee of 0.15% per annum, in each case on the average daily unused commitments under the Revolving Credit Facility. The Credit Facilities contain a number of customary financial and non-financial covenants
Previous wording
Our short-term liquidity requirements primarily consist of operating expenses and other expenditures associated with our properties, distributions to our limited partners and distributions to our stockholders required to qualify for REIT status, capital expenditures and property acquisitions. We expect to meet our short-term liquidity requirements through net cash provided by operations, cash, borrowings under our Credit Facilities and the potential issuance of securities. We have an effective shelf registration statement on file with the SEC under which we may issue equity financing through the instruments and on the terms most attractive to us at such time, including through our $150.0 million ATM Program.
Current wording
Our short-term liquidity requirements primarily consist of operating expenses and other expenditures associated with our properties, distributions to our limited partners and distributions to our stockholders required to qualify for REIT status, capital expenditures and property acquisitions. We expect to meet our short-term liquidity requirements through net cash provided by operations, cash, borrowings under our Credit Facilities and the potential issuance of securities. We have an effective shelf registration statement on file with the SEC under which we may issue equity financing through the instruments and on the terms most attractive to us at such time, including through our $300.0 million ATM Program.
Previous wording
As of September 30, 2025, we had approximately $349.2 million of outstanding consolidated principal indebtedness. The following table sets forth information as of September 30, 2025 with respect to our outstanding indebtedness (in thousands):
Current wording
As of March 31, 2026, we had approximately $388.0 million of outstanding consolidated principal indebtedness. The following table sets forth information as of March 31, 2026 with respect to our outstanding indebtedness (in thousands):
Previous wording
(1)See above under "—Revolving Credit Facility and Term Loans" for details regarding the Credit Facilities. During the three and nine months ended September 30, 2025, we incurred $0.05 million and $0.2 million of unused facility fees related to the Revolving Credit Facility, respectively.
Current wording
(1)See above under "Revolving Credit Facility and Term Loans" for details regarding the Credit Facilities. During the three months ended March 31, 2026, we incurred $0.08 million of unused facility fees related to the Revolving Credit Facility.
Previous wording
(3)Based upon the applicable SOFR rate (subject to a 0% floor).
Current wording
(3)Based upon the applicable SOFR rate (subject to a 0% floor). Reflects a 0.02% discount for the fiscal year ended December 31, 2026 due to the Company's achievement of certain sustainability targets.
Previous wording
As of September 30, 2025, we had approximately $34.2 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.96% per annum.
Current wording
As of March 31, 2026, we had approximately $34.0 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.96% per annum.
Previous wording
To maintain our qualification as a REIT, we are required to pay dividends to stockholders at least equal to 90% of our REIT taxable income determined without regard to the deduction for dividends paid and excluding net capital gains. During the three and nine months ended September 30, 2025, we paid cash dividends of $0.2425 per share, and$0.7275 per share, respectively. Our Board of Directors approved, and on October 21, 2025, we declared athird quarter 2025 common stock dividend of $0.2425 per share, which will be paid on November 28, 2025 to stockholders of record as of November 4, 2025.
Current wording
To maintain our qualification as a REIT, we are required to pay dividends to stockholders at least equal to 90% of our REIT taxable income determined without regard to the deduction for dividends paid and excluding net capital gains. During the three months ended March 31, 2026, we paid cash dividends of $0.2450 per share. Our Board of Directors approved, and on May 5, 2026, we declared, afirst quarter 2026 common stock dividend of $0.2450 per share, which will be paid on May 29, 2026 to stockholders of record as of May 15, 2026.
Previous wording
As of November 4, 2025 and during the periods ubsequent to September 30, 2025, we have acquired 19 properties in individual or portfolio transactions for an aggregate of approximately $7.2 million, excluding closing costs.
Current wording
As of May 5, 2026 and during the periods ubsequent to March 31, 2026, we have acquired 10 properties in individual or portfolio transactions for an aggregate of approximately $9.5 million, excluding closing costs.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Comparison of the Three Months Ended March 31, 2026 and the Three Months Ended March 31, 2025
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Rental income– Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $15.2 million to $67.9 million for the nine months ended September 30, 2025 from $52.7 million for the nine months ended September 30, 2024, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.
Previous report — wording carried elsewhere
Casualty and impairment (gains) losses, net -Casualty and impairment gains for the nine months ended September 30, 2025 were $0.1 million which reflects $0.7 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs, offset by $1.1 million of related insurance claims resulting in a net gain of $0.3 million offset by $0.2 million for an impairment on an asset that was reclassified to Assets Held for Sale. Casualty and impairment losses (gain), net were $0.2 million for the nine months ended September 30, 2024 for an asset damaged as a result of vandalism.