Postal Realty Trust, Inc.

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 an umbrella partnership, commonly referred to as an 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 six months ended June 30, 2026, we acquired 98 properties leased primarily to the USPS for approximately $82.2 million, including closing costs. As of June 30, 2026, our portfolio consists of 2,014 owned properties, located in 49 states and one territory and comprising approximately 7.5 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 an umbrella partnership, commonly referred to as an 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, 2026, we acquired 243 properties leased primarily to the USPS for approximately $166.6 million, including closing costs. As of September 30, 2026, our portfolio consists of 2,159 owned properties, located in 49 states and one territory comprising approximately 7.9 million net leasable interior square feet inclusive of ground leases totaling approximately 0.04 million net leasable interior square feet on 0.4 million square feet of total site area.

Previous wording

We are the sole general partner of our Operating Partnership through which our properties are directly or indirectly owned. As of August 4, 2026, we owned approximately 80.4% 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 November 3, 2026, we owned approximately 81.1% 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. 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 six months ended June 30, 2026, 3,154,725 shares were issued under the ATM Program for approximately $59.2 million in gross proceeds. As of June 30, 2026, we had approximately $97.0 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 (“Jefferies”), BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated (“Stifel”) and Truist Securities, Inc. (“Truist”), as agents (the “Prior 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 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) which provided 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.

Previous wording

As of June 30, 2026, we owned a portfolio of 2,014 properties located in 49 states and one territory and leased primarily to the USPS.

Current wording

As of September 30, 2026, we owned a portfolio of 2,159 properties located in 49 states and one territory and leased primarily to the USPS.

Previous wording

We are a “smaller reporting company” as defined in Regulation S-K under the Securities Act and have elected to take advantage of certain scaled disclosures available to smaller reporting companies. As of June 30, 2026, the aggregate market value of our voting and non-voting common equity held by non-affiliates exceeded $700 million. However, because we were eligible to use the scaled disclosure requirements for smaller reporting companies under the revenue test in Exchange Act Rule 12b-2 for the fiscal year ending December 31, 2026, we do not meet the definition of an accelerated filer or large accelerated filer as of December 31, 2026. Accordingly, we expect to (i) no longer qualify as a "smaller reporting company" beginning with our Quarterly Report on Form 10-Q for the quarter ended March 31, 2027, (ii) remain a "non-accelerated filer" for filings due during fiscal year 2027 and (iii) not provide an auditor attestation report on our internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act until our Annual Report on Form 10-K for the fiscal year ending December 31, 2027.

Current wording

We are a “smaller reporting company” as defined in Regulation S-K and have elected to take advantage of certain scaled disclosures available to smaller reporting companies. As of June 30, 2026, the aggregate market value of our voting and non-voting common equity held by non-affiliates exceeded $700 million. However, because we were eligible to use the scaled disclosure requirements for smaller reporting companies under the revenue test in Exchange Act Rule 12b-2 for the fiscal year ending December 31, 2026, we will not be an accelerated filer or large accelerated filer as of December 31, 2026. Accordingly, we expect to (i) no longer qualify as a "smaller reporting company" beginning with our Quarterly Report on Form 10-Q for the quarter ended March 31, 2027, (ii) remain a "non-accelerated filer" for filings due during fiscal year 2027 and (iii) not provide an auditor attestation report on our internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act until our Annual Report on Form 10-K for the fiscal year ending December 31, 2027.

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 taxable REIT subsidiary ("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 June 30, 2026, properties leased to our tenants had an average remaining lease term of approximately 5.1 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 taxable REIT subsidiary ("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, 2026, properties leased to our tenants had an average remaining lease term of approximately 5.5 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

Our First Amended and Restated Credit Agreement, dated September 19, 2025 (as amended from time-to-time, including by the Commitment Increase, dated February 20, 2026, the "First A&R Credit Facilities"), which was subsequently amended and restated in their entirety by our Second Amended and Restated Credit Agreement, dated July 2, 2026 (the "Second A&R Credit Facilities, " and, collectively with the "First A&R Credit Facilities," the "Credit Facilities"), consists of a (i) $275.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (ii) $340.0 million term loan facility consisting of a (a) $90.0 million senior unsecured term loan facility (the "2028 Recasted Term Loan"), (b) $100.0 million senior unsecured term loan facility (the "2029 Term Loan") and (c) $150.0 million senior unsecured term loan (the "2031 Term Loan," and, collectively with the "2028 Recasted Term Loan" and the "2029 Term Loan," the "Term Loans").

Current wording

Our Second Amended and Restated Credit Agreement, dated July 2, 2026 (the "Second A&R Credit Facilities"), consists of a (i) $275.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (ii) $340.0 million term loan facility consisting of a (a) $90.0 million senior unsecured term loan facility (the "New 2028 Term Loan"), (b) $100.0 million senior unsecured term loan facility (the "2029 Term Loan") and (c) $150.0 million senior unsecured term loan (the "2031 Term Loan," and, collectively with the "New 2028 Term Loan" and the "2029 Term Loan," the "Term Loans").

Previous wording

We intend to use the Credit Facilities for working capital purposes, which may include repayment of mortgage indebtedness, property acquisitions and other general corporate purposes. We amortize on a non-cash basis the deferred financing costs associated with our debt to interest expense using the straight-line method, which approximates the effective interest rate method over the terms of the related loans. Debt discounts represent fair value adjustments to account for the difference between the stated rates and market rates of debt assumed or entered in connection with our property acquisitions. The debt premiums discounts are amortized to interest expense over the term of the related loans using the straight-line method, which approximates the effective-interest rate method. Any changes to the debt structure, including debt financing associated with property acquisitions, could materially influence the operating results depending on the terms of any such indebtedness.

Current wording

We intend to use the Second A&R Credit Facilities for working capital purposes, which may include repayment of mortgage indebtedness, property acquisitions and other general corporate purposes. We amortize on a non-cash basis the deferred financing costs associated with our debt to interest expense using the straight-line method, which approximates the effective interest rate method over the terms of the related loans. Debt discounts represent fair value adjustments to account for the difference between the stated rates and market rates of debt assumed or entered in connection with our property acquisitions. The debt discounts are amortized to interest expense over the term of the related loans using the straight-line method, which approximates the effective-interest rate method. Any changes to the debt structure, including debt financing associated with property acquisitions, could materially influence the operating results depending on the terms of any such indebtedness.

Previous wording

As a REIT, we generally will not be subject to federal income tax on our net taxable income that we distribute currently to our stockholders. Under the Code, REITs are subject to numerous organizational and operational requirements, including a requirement that they distribute each year at least 90% of their REIT taxable income, determined without regard to the deduction for dividends paid and excluding any net capital gains. If we fail to qualify for taxation as a REIT in any taxable year and do not qualify for certain statutory relief provisions, our income for that year will be taxed at regular corporate rates, and we would be disqualified from taxation as a REIT for the four taxable years following the year during which we ceased to qualify as a REIT. Even though we qualify to be taxed as a REIT for federal income tax purposes, we may still be subject to state and local taxes on our income and assets and to federal income and excise taxes on our undistributed income.

Current wording

As a REIT, we generally will not be subject to federal income tax on our net taxable income that we distribute currently to our stockholders. Under the Code, REITs are subject to numerous organizational and operational requirements, including a requirement that they distribute each year at least 90% of their REIT taxable income, determined without regard to the deduction for dividends paid and excluding any net capital gains. If we fail to qualify for taxation as a REIT in any taxable year and do not qualify for certain statutory relief provisions, our income for that year will be taxed at regular corporate rates, and we would be disqualified from taxation as a REIT for the four taxable years following the year during which we ceased to qualify as a REIT. Even though we qualify to be taxed as a REIT for federal income tax purposes, we may still be subject to state and local taxes on our income and assets and to federal income and excise taxes on our undistributed income. Additionally, any income earned by our existing TRS and any other TRS we may form in the future will be subject to federal, state and local corporate income tax.

Previous wording

While we currently anticipate that we will renew the leases that have expired or will expire, there can be no guarantee that we will be successful in renewing these leases, obtaining positive rent renewal spreads or renewing the leases on terms comparable to those of the expiring leases. Even if we are able to renew these expired leases, the lease terms may not be comparable to those of the previous leases. If we are not successful, we will likely experience reduced occupancy, rental income and net operating income, as well as diminished borrowing capacity under our Credit Facilities, which could have a material adverse effect on our financial condition, results of operations and ability to make distributions to shareholders. Refer to “Risk Factors - Risks Related to the USPS” under Item 1A ofour Annual Report on Form 10-K for the year ended December 31, 2025 for additional information regarding the risks associated with the USPS.

Current wording

While we currently anticipate that we will renew the leases that have expired or will expire, there can be no guarantee that we will be successful in renewing these leases, obtaining positive rent renewal spreads or renewing the leases on terms comparable to those of the expiring leases. Even if we are able to renew these expired leases, the lease terms may not be comparable to those of the previous leases. If we are not successful, we will likely experience reduced occupancy, rental income and net operating income, as well as diminished borrowing capacity under our Second A&R Credit Facilities, which could have a material adverse effect on our financial condition, results of operations and ability to make distributions to shareholders. Refer to “Risk Factors - Risks Related to the USPS” under Item 1A ofour Annual Report on Form 10-K for the year ended December 31, 2025 for additional information regarding the risks associated with the USPS. As of the date of this report, the USPS has notified us of its current intention to vacate one of our properties at the end of such property's current lease term. The Company has deemed such vacancy, if and when it occurs, to currently be immaterial to the business operations of the Company.

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 August 4, 2026, 17 leases at 16 of the properties we own were being occupied by the USPS as a holdover tenant.

Current wording

When a lease expires, and the USPS does not vacate the property, 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 3, 2026, 14 leases at 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 $5.3 million to $28.0 million for the three months ended June 30, 2026 from $22.7 million for the three months ended June 30, 2025, 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 $6.0 million to $29.7 million for the three months ended September 30, 2026 from $23.7 million for the three months ended September 30, 2025, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.

Previous wording

Real estate taxes – Real estate taxes increased by $0.4 million to $3.2 million for the three months ended June 30, 2026 from $2.8 million for the three months ended June 30, 2025, primarily due to the volume of our acquisitions.

Current wording

Real estate taxes – Real estate taxes increased by $0.5 million to $3.4 million for the three months ended September 30, 2026 from $2.9 million for the three months ended September 30, 2025, primarily due to the volume of our acquisitions.

Previous wording

Property operating expenses – Property operating expenses increased by $0.6 million to $2.6 million for the three months ended June 30, 2026 from $2.0 million for the three months ended June 30, 2025. Property management expenses are included within property operating expenses and totaled $0.7 million and $0.6 million, respectively, for the three months ended June 30, 2026 and 2025. The increase was primarily related to higher costs pertaining to offshore property management support.

Current wording

Property operating expenses – Property operating expenses increased by $0.5 million to $2.9 million for the three months ended September 30, 2026 from $2.4 million for the three months ended September 30, 2025. Property management expenses are included within property operating expenses and totaled $0.7 million and $0.7 million, respectively, for the three months ended September 30, 2026 and 2025. The increase was primarily related to higher costs pertaining to offshore property management support.

Previous wording

General and administrative– General and administrative expenses increased by $0.4 million to $4.7 million for the three months ended June 30, 2026 from $4.3 million for the three months ended June 30, 2025, primarily due to an increase in net compensation costs and public-company related costs.

Current wording

General and administrative– General and administrative expenses increased by $1.3 million to $5.1 million for the three months ended September 30, 2026 from $3.8 million for the three months ended September 30, 2025, primarily due to an increase in net compensation costs and public-company related costs. During the three months ended September 30, 2025, the Company recorded a reversal of previously recognized compensation cost on the Company's former Chief Financial Officer's 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.

Previous wording

Casualty and impairment losses (gains), net -Casualty and impairment losses for the three months ended June 30, 2026 was $0.1 million which reflects $0.12 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 $0.1 million of related insurance claims resulting in a loss of $0.02 million and $0.1 million for an impairment on an asset that was reclassified to Assets Held for Sale. Casualty and impairment gains for the three months ended June 30, 2025 were $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, offset by $0.6 million of related insurance claims resulting in a net gain of $0.5 million and $0.2 million for an impairment on an asset that was reclassified to Assets Held for Sale.

Current wording

Casualty and impairment losses (gains), net -Casualty and impairment losses (gains) for the three months ended September 30, 2026 was (0.04) million which reflects $0.10 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 offset by $0.14 million of related insurance claims resulting in a net recovery of $(0.04) million. 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.

Previous wording

Depreciation and amortization – Depreciation and amortization expense increased by $0.8 million to $6.7 million for the three months ended June 30, 2026 from $5.9 million for three months ended June 30, 2025, primarily due to the volume of our acquisitions.

Current wording

Depreciation and amortization – Depreciation and amortization expense increased by $0.9 million to $7.0 million for the three months ended September 30, 2026 from $6.1 million for the three months ended September 30, 2025, primarily due to the volume of our acquisitions.

Previous wording

During the three months ended June 30, 2026, we incurred total interest expense, net of $4.9 million compared to $4.0 million for the three months ended June 30, 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).

Current wording

During the three months ended September 30, 2026, we incurred total interest expense, net of $4.9 million compared to $4.3 million for the three months ended September 30, 2025. The increase in interest expense was primarily due to an increase in net borrowings on our Second A&R Credit Facilities (including the $40.0 million, $15.0 million and $35.0 million of term loan proceeds borrowed on September 19, 2025, February 20, 2026 and July 2, 2026, respectively), an increase in the amortization of deferred financing costs related to the Second A&R Credit Facilities and an increase in loss on extinguishment of debt related to the write-off of unamortized debt issuance costs attributable to creditors under the First A&R Credit Facilities that either did not participate in the Second A&R Credit Facilities or reduced their commitments thereunder.

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 $9.9 million to $54.1 million for the six months ended June 30, 2026 from $44.2 million for the six months ended June 30, 2025, 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 $15.9 million to $83.8 million for the nine months ended September 30, 2026 from $67.9 million for the nine months ended September 30, 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 $0.2 million to $1.1 million for the six months ended June 30, 2026 from $1.3 million for the six months ended June 30, 2025, primarily due to a decrease in management fee income and professional service income.

Current wording

Fee and other– Fee and other revenue decreased by $0.2 million to $1.7 million for the nine months ended September 30, 2026 from $1.9 million for the nine months ended September 30, 2025, primarily due to a decrease in management fee income and professional service income.

Previous wording

Real estate taxes – Real estate taxes increased by $0.8 million to $6.3 million for the six months ended June 30, 2026 from $5.4 million for the six months ended June 30, 2025, primarily due to the volume of our acquisitions.

Current wording

Real estate taxes – Real estate taxes increased by $1.4 million to $9.7 million for the nine months ended September 30, 2026 from $8.3 million for the nine months ended September 30, 2025, primarily due to the volume of our acquisitions.

Previous wording

Property operating expenses – Property operating expenses increased by $1.0 million to $5.4 million for the six months ended June 30, 2026 from $4.4 million for the six months ended June 30, 2025. Property management expenses are included within property operating expenses and totaled $1.7 million and $1.6 million for the six months ended June 30, 2026 and 2025. The increase was primarily related to higher costs pertaining to offshore property management support.

Current wording

Property operating expenses – Property operating expenses increased by $1.5 million to $8.3 million for the nine months ended September 30, 2026 from $6.8 million for the nine months ended September 30, 2025 and was primarily due to the volume of our acquisitions. In addition, property management expenses are included within property operating expenses and totaled $2.5 million and $2.3 million for the nine months ended September 30, 2026 and 2025. This increase was primarily related to higher costs pertaining to offshore property management support.

Previous wording

Casualty and impairment (losses) gains, net -Casualty and impairment gains for the six months ended June 30, 2026 were $0.2 million which reflects $0.2 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 $0.5 million of related insurance claims resulting in a net gain of $0.3 million. In addition, this is offset by an impairment of $0.1 million on an asset that was reclassified to Assets Held for Sale. Casualty and impairment gains for the six months ended June 30, 2025 were $0.2 million which reflects $0.6 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 $1.0 million of related insurance claims resulting in a net gain of $0.4 million. In addition, this is offset by an impairment of $0.2 million on an asset that was reclassified to Assets Held for Sale.

Current wording

Casualty and impairment (gains), net -Casualty and impairment gains for the nine months ended September 30, 2026 were $0.2 million which reflects $0.3 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 $0.6 million of related insurance claims resulting in a net gain of $0.3 million. In addition, this is offset by an impairment of $0.1 million on an asset that was reclassified to Assets Held for Sale. 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. In addition, this is offset by an impairment of $0.2 million on an asset that was reclassified to Assets Held for Sale.

Previous wording

Depreciation and amortization – Depreciation and amortization expense increased by $1.6 million to $13.1 million for the six months ended June 30, 2026 from $11.5 million for the six months ended June 30, 2025, primarily due to the volume of our acquisitions.

Current wording

Depreciation and amortization – Depreciation and amortization expense increased by $2.5 million to $20.2 million for the nine months ended September 30, 2026 from $17.6 million for the nine months ended September 30, 2025, primarily due to the volume of our acquisitions.

Previous wording

During the six months ended June 30, 2026, we incurred total interest expense, net of $9.2 million compared to $7.7 million for the six months ended June 30, 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).

Current wording

During the nine months ended September 30, 2026, we incurred total interest expense, net of $14.1 million compared to $11.9 million for the nine months ended September 30, 2025. The increase in interest expense was primarily due to an increase in net borrowings on our Credit Facilities (including the $40.0 million, $15.0 million and $35.0 million of term loan proceeds borrowed on September 19, 2025, February 20, 2026 and July 2, 2026, respectively), an increase in the amortization of deferred financing costs related to the Second A&R Credit Facilities and an increase in loss on extinguishment of debt related to the write-off of unamortized debt issuance costs attributable to creditors under the First A&R Credit Facilities that either did not participate in the Second A&R Credit Facilities or reduced their commitments thereunder.

Previous wording

We had $1.8 million of cash and $1.0 million of escrows and reserves as of June 30, 2026 compared to $1.1 million of cash and $1.0 million of escrows and reserves as of June 30, 2025.

Current wording

We had $1.8 million of cash and $0.6 million of escrows and reserves as of September 30, 2026 compared to $1.9 million of cash and $0.4 million of escrows and reserves as of September 30, 2025.

Previous wording

Cash flows from operating activities – Net cash provided by operating activities increased by $2.8 million to $25.0 million for the six months ended June 30, 2026 compared to $22.2 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.

Current wording

Cash flows from operating activities – Net cash provided by operating activities increased by $4.6 million to $37.8 million for the nine months ended September 30, 2026 compared to $33.2 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 six months ended June 30, 2026 primarily consisted of $81.1 million of acquisitions and $2.3 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $0.2 million in proceeds received from the sale of real estate assets and property damage related insurance claims. Net cash used in investing activities for the six months ended June 30, 2025 primarily consisted of $46.9 million of acquisitions and $3.5 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 related insurance claims.

Current wording

Cash flows used in investing activities – Net cash used in investing activities for the nine months ended September 30, 2026 primarily consisted of $155.0 million of acquisitions and $3.0 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $0.5 million in proceeds received from the sale of real estate assets and property damage related insurance claims. 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 related insurance claims.

Previous wording

Cash flows from financing activities – Net cash provided by financing activities increased by $32.8 million to $58.9 million for the six months ended June 30, 2026 compared to $26.0 million for the six months ended June 30, 2025. The increase was primarily related to higher net proceeds received from the issuance of shares offset by a decrease in borrowings on our Credit Facilities, additional debt issuance costs on our Credit Facility, an increase in tax withholdings on equity award vestings and an increase in the payment of dividends and distributions for the six months ended June 30, 2026.

Current wording

Cash flows from financing activities – Net cash provided by financing activities increased by $59.5 million to $119.9 million for the nine months ended September 30, 2026 compared to $60.4 million for the nine months ended September 30, 2025. The increase was primarily related to higher net proceeds received from the issuance of shares offset by a decrease in borrowings on our Credit Facilities, additional debt issuance costs on our Credit Facilities, an increase in tax withholdings on equity award vestings and an increase in the payment of dividends and distributions for the nine months ended September 30, 2026.

Previous wording

We had approximately $1.8 million of cash and $1.0 million of escrows and reserves as of June 30, 2026 compared to $1.1 million of cash and $1.0 million of escrows and reserves as of June 30, 2025.

Current wording

We had approximately $1.8 million of cash and $0.6 million of escrows and reserves as of September 30, 2026 compared to $1.9 million of cash and $0.4 million of escrows and reserves as of September 30, 2025.

Previous wording

On July 2, 2026, we entered into the Second A&R Credit Facilities, which amended and restated our First A&R Credit Facilities in their entirety, with Truist Bank, as administrative agent, and Truist Securities, M&T Bank and JPMorgan Chase Bank, N.A., The Bank of Nova Scotia and Mizuho Bank Ltd. as joint lead arrangers and joint book runners. Stifel Bank & Trust also participated in the Second A&R Credit Facilities. The Second A&R Credit Facilities provide for a Revolving Credit Facility and Term Loans. After giving effect to the Second A&R Credit Agreement, our Credit Facilities consists of a (i) $275.0 million senior unsecured revolving credit facility (the “Revolving Credit Facility”), and (ii) $340.0 million of term loan facilities (the "Term Loan Facilities," and, collectively with the Revolving Facility, the "Second A&R Credit Facilities"). The Term Loan Facilities consists of a (a) $90.0 million senior unsecured term loan facility (the "2028 Recasted Term Loan"), all of which was previously advanced to the Company under the First A&R Credit Facilities and remains outstanding under the Second A&R Credit Agreement as of the Closing Date, (b) $100.0 million senior unsecured term loan facility (the "2029 Term Loan"), all of which was previously advanced to the Company under the First A&R Credit Facilities and remains outstanding under the Second A&R Credit Agreement as of the Closing Date and (c) $150.0 million senior unsecured term loan (the "2031 Term Loan") consisting of (1) a $115.0 million term loan previously advanced to the Company under the First A&R Credit Facilities and which remains outstanding as of the Closing Date and (2) $35.0 million of new term loans advanced to the Company on the Closing Date. The Second A&R Credit Facilities also provide that, subject to customary conditions, including obtaining lender commitments and compliance with its financial maintenance covenants under the Second A&R Credit Facilities, the Operating Partnership may seek to increase the lending commitments under the Second A&R Credit Facilities by up to $175 million, in the case of the Revolving Credit Facility, and up to $160 million, in the case of the Term Loan Facilities or one or more new term loan facilities. As of June 30, 2026, and prior to giving effect to the Second A&R Credit Agreement, we had $350.0 million of aggregate principal amount outstanding under our First A&R Credit Facilities, with $115.0 million drawn on the 2030 Term Loan, $190.0 million drawn on the 2028 Term Loan and $45.0 million drawn on the Revolving Credit Facility. As of June 30, 2026, we were in compliance with all of the Credit Facilities’ debt covenants. Please see Note 13 Subsequent Events in the Notes to our unaudited Consolidated Financial Statements included under Item 1 herein for an update on the amounts outstanding under our Second A&R Credit Facilities as of August 4, 2026.

Current wording

On July 2, 2026, we entered into the Second A&R Credit Facilities with Truist Bank, as administrative agent, and Truist Securities, M&T Bank, JPMorgan Chase Bank, N.A., The Bank of Nova Scotia and Mizuho Bank Ltd. as joint lead arrangers and joint book runners. Stifel Bank & Trust also participated in the Second A&R Credit Facilities. The Second A&R Credit Facilities provide for a Revolving Credit Facility and Term Loans. After giving effect to the Second A&R Credit Facilities, our Credit Facilities consists of a (i) $275.0 million Revolving Credit Facility and (ii) $340.0 million of Term Loans. The Term Loans consist of a (a) $90.0 million senior unsecured term loan facility (the "New 2028 Term Loan"), all of which was previously advanced to the Company under the First A&R Credit Facilities and remains outstanding under the Second A&R Credit Facilities, (b) $100.0 million senior unsecured term loan facility (the "2029 Term Loan"), all of which was previously advanced to the Company under the First A&R Credit Facilities and remains outstanding under the Second A&R Credit Facilities and (c) $150.0 million senior unsecured term loan (the "2031 Term Loan") consisting of (1) a $115.0 million term loan previously advanced to the Company under the First A&R Credit Facilities and which remained outstanding under the Second A&R Credit Facilities and (2) $35.0 million of new term loans advanced to the Company under the Second A&R Credit Facilities. The Second A&R Credit Facilities also provide that, subject to customary conditions, including obtaining lender commitments and compliance with its financial maintenance covenants under the Second A&R Credit Facilities, the Operating Partnership may seek to increase the lending commitments under the Second A&R Credit Facilities by up to $175 million, in the case of the Revolving Credit Facility, and up to $160 million, in the case of the Term Loans or one or more new term loan facilities. As of September 30, 2026, we were in compliance with all of the Second A&R Credit Facilities’ debt covenants.

Previous wording

After giving effect to the Second A&R Credit Facilities, the Revolving Credit Facility has a maturity date of November 15, 2030, the 2028 Recasted Term Loan has a maturity date of February 11, 2028, the 2029 Term Loan has a maturity date of February 11, 2029 and the 2031 Term Loan has a maturity date of January 15, 2031. Each of the Revolving Credit Facility and the 2031 Term Loan may be extended for one 12-month period at the Company's discretion. The Company may elect at any time and from time to time to prepay all or any portion of the loans under the Second A&R Credit Facilities prior to maturity without premium or penalty, subject to payment of usual and customary breakage costs. Furthermore, after giving effect to the Second A&R Credit Facilities, the interest rates applicable to loans under the Second A&R Credit Facilities are, at the Company's option, equal to (i) in the case of the Revolving Credit Facility, either a base rate plus a margin ranging from 0.15% to 0.55% per annum or SOFR plus a margin ranging from 1.15% to 1.55% per annum and (ii) in the case of the Term Loan Facility, either a base rate plus a margin ranging from 0.10% to 0.50% per annum or SOFR plus a margin ranging from 1.10% to 1.50% per annum, in each case based on the Company’s consolidated leverage ratio. SOFR, as defined in the Credit Agreement, cannot be less than 0.00% at any time. In addition, with respect to the Revolving Credit Facility, the Company will pay, if the usage of the Revolving Credit Facility is equal to or less than 50% thereof, an unused facility fee of 0.20% per annum, or if the usage of the Revolving Credit Facility is greater than 50% thereof, an unused facility fee of 0.15% per annum, in each case on the average daily unused commitments under the Revolving Credit Facility. The Second A&R Credit Facilities contain a number of customary financial and non-financial covenants

Current wording

After giving effect to the Second A&R Credit Facilities, the Revolving Credit Facility has a maturity date of November 15, 2030, the New 2028 Term Loan has a maturity date of February 11, 2028, the 2029 Term Loan has a maturity date of February 11, 2029 and the 2031 Term Loan has a maturity date of January 15, 2031. Each of the Revolving Credit Facility and the 2031 Term Loan may be extended for one 12-month period at the Company's discretion. The Company may elect at any time and from time to time to prepay all or any portion of the loans under the Second A&R Credit Facilities prior to maturity without premium or penalty, subject to payment of usual and customary breakage costs. Furthermore, after giving effect to the Second A&R Credit Facilities, and the Company's achievement of the Investment Grade Rating Date (as such term is defined in the Second A&R Credit Facilities), the interest rates applicable to loans under the Second A&R Credit Facilities are, at the Company's option, equal to (i) in the case of the Revolving Credit Facility, either a base rate plus a margin ranging from 0.00% to 0.35% per annum or SOFR plus a margin ranging from 0.68% to 1.35% per annum and (ii) in the case of the Term Loans, either a base rate plus a margin ranging from 0.00% to 0.55% per annum or SOFR plus a margin ranging from 0.75% to 1.55% per annum, in each case based on the Company’s consolidated leverage ratio. SOFR, as defined in the Second A&R Credit Facilities, cannot be less than 0.00% at any time. In addition, after giving effect to the Company's achievement of the Investment Grade Rating Date, the Company will pay a facility fee ranging between 0.125% and 0.30% of the total Revolving Credit Facility commitment without regard to usage. As of September 30, 2026, the Investment Grade Rating Date had occurred and the Company's facility fee is 0.20%. The Second A&R Credit Facilities contain a number of customary financial and non-financial covenants.

Previous wording

As of June 30, 2026, we had eleven interest rate swaps with a total notional amount of $290.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest

Current wording

As of September 30, 2026, we had twelve interest rate swaps with a total notional amount of $325.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Second A&R Credit Facilities (together, the "Interest Rate Swaps"). In addition, as of September 30, 2026, we had three starting interest rate swaps with a combined notional value of $215.0 million that will become effective upon the maturity of existing swaps in January 2027, February 2028 and January 2030 as discussed above.

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 $300.0 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 Second A&R 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

Our long-term liquidity requirements primarily consist of funds necessary for the repayment of debt at maturity, distributions to our limited partners and distributions to our stockholders required to qualify for REIT status, property acquisitions and non-recurring capital improvements. We expect to meet our long-term liquidity requirements with net cash from operations, long-term indebtedness including our Credit Facilities and mortgage financing, the issuance of equity and debt securities and proceeds from select sales of our properties. We also may fund property acquisitions and non-recurring capital improvements using our Credit Facilities pending permanent property-level financing.

Current wording

Our long-term liquidity requirements primarily consist of funds necessary for the repayment of debt at maturity, distributions to our limited partners and distributions to our stockholders required to qualify for REIT status, property acquisitions and non-recurring capital improvements. We expect to meet our long-term liquidity requirements with net cash from operations, long-term indebtedness including our Second A&R Credit Facilities and mortgage financing, the issuance of equity and debt securities and proceeds from select sales of our properties. We also may fund property acquisitions and non-recurring capital improvements using our Second A&R Credit Facilities pending permanent property-level financing.

Previous wording

As of June 30, 2026, we had approximately $383.9 million of outstanding consolidated principal indebtedness. The following table sets forth information as of June 30, 2026 with respect to our outstanding indebtedness (in thousands):

Current wording

As of September 30, 2026, we had approximately $388.9 million of outstanding consolidated principal indebtedness. The following table sets forth information as of September 30, 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 six months ended June 30, 2026, we incurred $0.09 million and $0.2 million of unused facility fees related to the Revolving Credit Facility.

Current wording

(1)See above under "Revolving Credit Facility and Term Loans" for details regarding the Second A&R Credit Facilities. During the three and nine months ended September 30, 2026, we incurred $0.1 million and $0.3 million of unused facility fees related to the Revolving Credit Facility.

Previous wording

(2)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.

Current wording

(2)Based upon the applicable SOFR rate (subject to a 0% floor). Interest rate at September 30, 2026 reflects the Company's investment grade credit rating of the Company as of September 30, 2026 (as adjusted for the occurrence of the Investment Grade Rating Date) and includes an additional 0.02% decrease for the fiscal year ending December 31, 2026 attributable to the Company's achievement of certain sustainability targets.

Previous wording

(4)The loan is collateralized by first mortgage liens on four properties and a personal guarantee of payment by Mr. Spodek. The loan has a fixed interest rate of 3.625% for the first five years (ending in August 2026), then adjusting annually thereafter to a variable annual rate of Wall Street Journal Prime Rate with a minimum annual rate of 3.625%.

Current wording

(4)The loan is collateralized by first mortgage liens on four properties and a personal guarantee of payment by Mr. Spodek. The loan has a fixed interest rate of 3.625% for the first five years (ended in August 2026), then adjusting annually thereafter to a variable annual rate of Wall Street Journal Prime Rate as of each annual interest change date. The interest rate is 6.75% as of September 30, 2026, with a minimum annual rate of 3.625%.

Previous wording

(6)The loan is secured by a first mortgage lien on an industrial property located in Warrendale, Pennsylvania. The loan has a fixed interest rate of 2.80% with interest-only payments for the first five years (ending in January 2026) and fixed payments of principal and interest thereafter based on a 30-year amortization schedule.

Current wording

(6)The loan is secured by a first mortgage lien on an industrial property located in Warrendale, Pennsylvania. The loan has a fixed interest rate of 2.80% with interest-only payments for the first five years (ended in January 2026) and fixed payments of principal and interest thereafter based on a 30-year amortization schedule.