Private Placement (Form 8-K)

Item 3.02 Unregistered Sales of Equity Securities.

Class ER-A Common Shares

ExchangeRight Income Fund, doing business as ExchangeRight Essential Income REIT (the "Company"), is currently conducting a private placement offering on a continuous basis of up to $2.165 billion of common shares of beneficial interest ("Common Shares") pursuant to which the Company is offering its Class I Common Shares, Class A Common Shares, Class S Common Shares, Class D Common Shares, Class ER-I Common Shares, Class ER-A Common Shares, Class ER-S Common Shares, and Class ER-D Common Shares (the "Private Offering"). From April 1, 2026 through May 1, 2026, the Company sold an aggregate of 21,469 of its Class ER-A Common Shares under the Private Offering, based on the price per share as of the date of issuance of each respective Class ER-A Common Share. The Company paid aggregate selling commissions of $41,000 in connection with the sale of the Class ER-A Common Shares. The Company is offering the Class ER-A Common Shares in this offering in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereof and Rule 506(c) of Regulation D promulgated thereunder.

The following table details the shares sold:

* Includes selling commissions described above