Invesco Real Estate Income Trust Inc.

11/13/2025 | Press release | Distributed by Public on 11/13/2025 14:13

Supplemental Prospectus (Form 424B3)


Filed Pursuant to Rule 424(b)(3)
Registration No. 333-279314

INVESCO REAL ESTATE INCOME TRUST INC.
SUPPLEMENT NO. 10 DATED NOVEMBER 13, 2025
TO THE PROSPECTUS DATED APRIL 15, 2025
This prospectus supplement ("Supplement") is part of and should be read in conjunction with the prospectus of Invesco Real Estate Income Trust Inc., dated April 15, 2025 (as supplemented to date, the "Prospectus"). Unless otherwise defined herein, capitalized terms used in this Supplement shall have the same meanings as in the Prospectus. References herein to the "Company," "we," "us," or "our" refer to Invesco Real Estate Income Trust Inc. and its subsidiaries unless the context specifically requires otherwise.
The purposes of this Supplement are as follows:
•to provide an update on our portfolio;
•to disclose the transaction price for each class of our common stock available in this offering as of December 1, 2025;
•to disclose the calculation of our October 31, 2025 NAV per share for all share classes;
•to provide an update on the status of our public offering;
•to disclose updates to officers of the Company; and
•to include our Quarterly Report on Form 10-Q for the quarter ended September 30, 2025.
Portfolio Update
As of October 31, 2025, our direct real estate investments include 64 real estate properties totaling approximately 10.1 million square feet located in 32 markets throughout the U.S., which were 93% leased. As of October 31, 2025, our leverage ratio was 21%.
December 1, 2025 Transaction Price
The transaction price for each share class of our common stock for subscriptions accepted as of December 1, 2025 (and repurchases as of November 30, 2025) is as follows:
Transaction Price (per share)
Class T $ 25.9567
Class S $ 26.0168
Class D $ 25.9734
Class I $ 26.1173
Class E $ 27.9458
The December 1, 2025 transaction price for each of our share classes is equal to such class's NAV per share as of October 31, 2025. A detailed calculation of the NAV per share is set forth below. The purchase price of our common stock for each share class equals the transaction price of such class, plus applicable upfront selling commissions and dealer manager fees. The repurchase price for each share class equals the transaction price of such class.


October 31, 2025 NAV per Share
We calculate NAV per share in accordance with the valuation guidelines that have been approved by our board of directors. Our NAV per share, which is updated as of the last calendar day of each month, is posted on our website at www.inreit.com and is made available on our toll-free, automated telephone line at 833-834-4924. Please refer to "Net Asset Value Calculation and Valuation Guidelines" in the Prospectus for how our NAV is determined. The Adviser is ultimately responsible for determining our NAV. Our properties have been appraised and our commercial mortgage loans and debt have been valued in accordance with our valuation guidelines and such appraisals and valuations were prepared or reviewed by our independent valuation advisors. We have included a breakdown of the components of total NAV and NAV per share for October 31, 2025.

Our total NAV presented in the following tables includes the aggregate NAV of our Class T, Class S, Class D, Class I, Class E Class N, Class S-PR, and Class K-PR shares. The following table provides a breakdown of the major components of our total NAV as of October 31, 2025:
$ in thousands, except share data
Components of NAV October 31, 2025
Investments in real estate $ 929,441
Investments in unconsolidated entities 147,526
Investments in real estate-related securities 41,355
Investment in commercial loan 12,220
Investment in affiliated fund 12,358
Cash and cash equivalents 41,945
Restricted cash 2,470
Other assets 5,101
Mortgage notes, revolving credit facility and financing obligation, net (287,674)
Subscriptions received in advance (966)
Other liabilities (20,770)
Management fee payable (571)
Accrued stockholder servicing fees (17)
Non-controlling interests in joint-ventures (257,741)
Net asset value $ 624,677
Number of outstanding shares 23,021,088
The following table provides a breakdown of our total NAV and NAV per share by class as of October 31, 2025:
$ in thousands, except share data
NAV Per Share Class T Shares Class S Shares Class D Shares Class I Shares Class E Shares Class N Shares Class S-PR Shares Class K-PR Shares Total
Net asset value $ 7,126 $ 12,552 $ 13,432 $ 105,540 $ 35,558 $ 414,284 $ 23,969 $ 12,216 $ 624,677
Number of outstanding shares 274,550 482,471 517,152 4,041,001 1,272,400 15,092,720 888,142 452,652 23,021,088
NAV Per Share as of October 31, 2025
$ 25.9567 $ 26.0168 $ 25.9734 $ 26.1173 $ 27.9458 $ 27.4493 $ 26.9873 $ 26.9877


Set forth below are the weighted averages of the key assumptions in the discounted cash flow methodology used in the October 31, 2025 valuations, based on property types.
Property Type Discount Rate Exit Capitalization Rate
Healthcare 7.3% 5.8%
Office 9.0% 7.3%
Industrial 8.0% 5.9%
Self-Storage 7.6% 5.8%
Multifamily 7.6% 5.5%
Student Housing 7.8% 5.8%
Retail 8.4% 7.3%

These assumptions are determined by our independent valuation advisor and reviewed by the Adviser. A change in these assumptions would impact the calculation of the value of our property investments. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our investment values:
Investment Values
Input Hypothetical Change Healthcare Office Industrial Self-Storage Multifamily Student Housing Retail
Discount Rate (weighted average) 0.25% decrease 1.9% 1.8% 2.0% 1.9% 1.9% 1.9% 1.8%
Discount Rate (weighted average) 0.25% increase (1.9)% (1.7)% (1.9)% (1.8)% (1.9)% (1.8)% (1.8)%
Exit Capitalization Rate (weighted average) 0.25% decrease 2.8% 2.1% 2.9% 2.7% 2.9% 2.7% 1.9%
Exit Capitalization Rate (weighted average) 0.25% increase (2.6)% (1.9)% (2.7)% (2.5)% (2.7)% (2.5)% (1.8)%
Status of our Public Offering
We are currently offering on a continuous basis up to $3.0 billion in shares of common stock, consisting of up to $2.4 billion in shares in our primary offering and up to $0.6 billion in shares pursuant to our distribution reinvestment plan. This offering is our first follow-on offering and commenced on November 12, 2024. As of November 10, 2025, we have issued and sold in our public offering (1) 659,803 shares of our common stock (consisting of 29,805 Class T shares, 111,011 Class S shares, 32,560 Class D shares, 474,594 Class I shares and 11,833 Class E shares) in the primary offering for total proceeds of $17.5 million and (2) 88,324 shares of our common stock (consisting of 8,748 Class T shares, 17,563 Class S shares, 17,190 Class D shares, 37,004 Class I shares and 7,819 Class E shares) pursuant to our distribution reinvestment plan for a total value of $2.3 million. As of October 31, 2025, our aggregate NAV was $624.7 million. We intend to continue selling shares in our public offering on a monthly basis.


Updates to Officers of the Company
The following disclosure modifies the disclosure in the section of the Prospectus titled "Management" and all related disclosures in the Prospectus.
Clifford Stoops has been appointed the Company's Chief Accounting Officer effective November 17, 2025. Mr. Stoops, 54, joined Invesco in August 2024, and serves as Co-Head of Public Real Estate Finance. Prior to joining Invesco, he served as Managing Director of Private Equity Investments on the underwriting team at Beneficient from March 2020 to August 2024, where he helped lead digital solution efforts at the technology-enabled platform focused on providing liquidity solutions to holders of alternative assets. Prior to joining Beneficient, Mr. Stoops was at Highland Capital Management as Chief Accounting Officer from 2012 to 2020, and Controller from 2006 to 2012. Highland Capital is an alternative investment management firm based in Dallas, Texas that manages hedge funds, CLOs, and mutual funds. Prior to Highland Capital, Mr. Stoops worked in the Dallas office of Ernst & Young (EY), beginning on the tax compliance team before transitioning to audit, where he worked with asset management clients. He is a licensed Certified Public Accountant in the state of Texas and holds a BBA in Accounting from the University of Texas and an MS in Taxation from the University of Texas at San Antonio.
In connection with his resignation from his employment with our Sponsor effective December 12, 2025, Bert Crouch no longer serves as Senior Vice President of the Company.
Quarterly Report on Form 10-Q
The Prospectus is hereby supplemented with our Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, excluding exhibits, that were filed with the SEC on November 7, 2025, a copy of which is attached to this Supplement as Appendix A.



Appendix A
Quarterly Report on Form 10-Q for the Quarter Ended September 30, 2025

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________________________________________________
FORM 10-Q
_______________________________________________________________
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2025

OR
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO
Commission File Number: 000-56655
_______________________________________________________________

Invesco Real Estate Income Trust Inc.
(Exact name of Registrant as specified in its charter)
_______________________________________________________________
Maryland 83-2188696
(State or other jurisdiction of
incorporation or organization) 		(I.R.S. Employer
Identification No.)
2300 N Field Street
Suite 1200
Dallas, Texas
(Address of principal executive office)
75201
(Zip Code)
Registrant's telephone number, including area code: (972)715-7400
_______________________________________________________________

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class Trading Symbol(s) Name of each exchange on which registered

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ¨ Accelerated filer ¨
Non-accelerated filer x Smaller reporting company x
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yes x No ¨
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act. Yes ¨ No x
As of November 7, 2025, the issuer had the following shares outstanding: 274,549 shares of Class T common stock, 482,470 shares of Class S common stock, 520,997 shares of Class D common stock, 4,056,299 shares of Class I common stock, 1,281,973 shares of Class E common stock, 15,092,720 shares of Class N common stock, 898,322 shares of Class S-PR common stock, and 463,437 shares of Class K-PR common stock



Table of Contents
Page
PART I
FINANCIAL INFORMATION
1
ITEM 1.
FINANCIAL STATEMENTS
1
Unaudited Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024
1
Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2025 and 2024
2
Unaudited Condensed Consolidated Statements of Changes in Equity and Redeemable Equity Instruments for the three and nine months ended September 30, 2025 and 2024
3
Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and 2024
7
Notes to Unaudited Condensed Consolidated Financial Statements
9
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
47
ITEM 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
71
ITEM 4.
CONTROLS AND PROCEDURES
72
PART II
OTHER INFORMATION
73
ITEM 1.
LEGAL PROCEEDINGS
73
ITEM 1A.
RISK FACTORS
73
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES, USE OF PROCEEDS AND ISSUER PURCHASES OF EQUITY SECURITIES
73
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
74
ITEM 4.
MINE SAFETY DISCLOSURES
74
ITEM 5.
OTHER INFORMATION
75
ITEM 6.
EXHIBITS
76
SIGNATURES
77



PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Invesco Real Estate Income Trust Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
in thousands except share amounts September 30, 2025 December 31, 2024
ASSETS
Investments in real estate, net $ 799,604 $ 680,596
Investments in unconsolidated entities 116,938 124,473
Investment in commercial loan, at fair value 12,213 12,996
Investments in real estate-related securities, at fair value 42,787 56,472
Investment in affiliated fund, at fair value 13,224 21,342
Intangible assets, net 33,663 24,943
Cash and cash equivalents 39,385 48,176
Restricted cash 3,222 4,883
Other assets 8,517 9,198
Total assets(1)
$ 1,069,553 $ 983,079
LIABILITIES
Mortgages payable, net $ 234,626 $ 285,266
Financing obligation, net 53,985 53,991
Revolving credit facility 25,000 -
Due to affiliates 23,453 23,960
Accounts payable, accrued expenses and other liabilities 20,274 16,058
Total liabilities(2)
357,338 379,275
Commitments and contingencies (See Note 19)
- -
Class N redeemable common stock, $0.01 par value per share
440,723 425,178
Redeemable non-controlling interest in INREIT OP - 2,018
EQUITY
Common stock, Class T shares, $0.01 par value per share, 600,000,000 shares authorized
4 6
Common stock, Class S shares, $0.01 par value per share, 600,000,000 shares authorized
5 7
Common stock, Class D shares, $0.01 par value per share, 600,000,000 shares authorized
5 9
Common stock, Class I shares, $0.01 par value per share, 600,000,000 shares authorized
40 47
Common stock, Class E shares, $0.01 par value per share, 600,000,000 shares authorized
13 12
Common stock, Class S-PR shares, $0.01 par value per share, 600,000,000 shares authorized
9 -
Common stock, Class K-PR shares, $0.01 par value per share, 600,000,000 shares authorized
4 -
Additional paid-in capital 240,892 229,983
Accumulated deficit and cumulative distributions (163,972) (127,796)
Total stockholders' equity 77,000 102,268
Non-controlling interests in consolidated joint ventures 194,492 74,340
Total equity 271,492 176,608
Total liabilities, redeemable equity instruments and equity $ 1,069,553 $ 983,079
(1) Includes restricted assets of consolidated variable interest entities ("VIEs") at September 30, 2025 and December 31, 2024 of $478.9 million and $165.7 million, respectively. See Note 16 - "Variable Interest Entities."
(2) Includes non-recourse liabilities of consolidated VIEs at September 30, 2025 and December 31, 2024 of $145.6 million and $4.1 million, respectively. See Note 16 - "Variable Interest Entities."
See accompanying notes to condensed consolidated financial statements.
1

Invesco Real Estate Income Trust Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended September 30, Nine Months Ended September 30,
in thousands except share amounts 2025 2024 2025 2024
Revenues
Rental revenue $ 15,672 $ 14,694 $ 45,088 $ 43,746
Income from commercial loans 391 1,012 1,176 3,282
Other revenue 1,215 813 3,245 2,218
Total revenues 17,278 16,519 49,509 49,246
Expenses
Rental property operating 6,836 6,554 19,173 18,972
General and administrative 725 2,180 5,324 4,943
Management fee - related party 776 515 2,089 1,478
Performance participation interest - related party (8) - - -
Depreciation and amortization 7,612 5,733 21,821 17,676
Total expenses 15,941 14,982 48,407 43,069
Other income (expense), net
Income (loss) from unconsolidated entities, net 14 (952) 506 129
Gain (loss) on real estate-related securities, net 976 1,631 2,226 3,386
Income (loss) from investment in affiliated fund, net 225 200 922 1,356
Gain (loss) on derivative instruments, net 182 (1,382) (455) 888
Unrealized gain (loss) on commercial loans 23 36 (22) 146
Debt extinguishment charges - - (485) -
Interest income 607 484 2,093 1,259
Interest expense (4,254) (6,196) (12,739) (18,269)
Other income (expense), net (130) 180 (293) (309)
Total other income (expense), net (2,357) (5,999) (8,247) (11,414)
Net income (loss) attributable to Invesco Real Estate Income Trust Inc. $ (1,020) $ (4,462) $ (7,145) $ (5,237)
Dividends to preferred stockholders $ - $ - $ - $ (4)
Issuance and redemption costs of redeemed preferred stock - - - (24)
Net (income) loss attributable to non-controlling interests in consolidated joint ventures (437) 987 (741) 1,484
Net (income) loss attributable to non-controlling interest in INREIT OP - 15 (55) 57
Net income (loss) attributable to common stockholders $ (1,457) $ (3,460) $ (7,941) $ (3,724)
Earnings (loss) per share:
Net income (loss) per share of common stock, basic and diluted $ (0.06) $ (0.15) $ (0.35) $ (0.17)
Weighted average shares of common stock
Basic 22,941,347 22,352,693 22,837,463 22,028,519
Diluted 22,941,347 22,352,693 22,837,463 22,028,519
See accompanying notes to condensed consolidated financial statements.



2

Invesco Real Estate Income Trust Inc.
Condensed Consolidated Statements of Changes in Equity and Redeemable Equity Instruments
(Unaudited)

in thousands Series A
Preferred Stock 		Class T
Common Stock 		Class S
Common Stock 		Class D
Common Stock 		Class I
Common Stock 		Class E
Common Stock 		Class N
Common Stock 		Class S-PR Common Stock Class K-PR Common Stock Additional Paid-in Capital Accumulated
Deficit and Cumulative Distributions 		Total Stockholders'
Equity 		Non-controlling Interests in Consolidated Joint Ventures Total
Equity 		Class N Redeemable Common Stock Redeemable Non-controlling Interest in INREIT OP
Balance at December 31, 2024 $ - $ 6 $ 7 $ 9 $ 47 $ 12 $ - $ - $ - $ 229,983 $ (127,796) $ 102,268 $ 74,340 $ 176,608 $ 425,178 $ 2,018
Proceeds from issuance of common stock, net of offering costs - - 1 - 1 - - - - 4,631 - 4,633 - 4,633 - -
Distribution reinvestment - - - - - - - - - 575 - 575 - 575 5,097 -
Common stock repurchased - - - - (3) - - - - (9,502) - (9,505) - (9,505) - (865)
Share-based compensation - - - - - - - - - 62 - 62 - 62 - -
Net income (loss) - - - - - - - - - - (2,347) (2,347) (13) (2,360) - 18
Common stock and INREIT OP unit distributions ($0.4162 gross per share/unit)
- - - - - - - - - - (9,359) (9,359) - (9,359) - (22)
Contributions from non-controlling interests - - - - - - - - - - - - 63,827 63,827 - -
Distributions to non-controlling interests - - - - - - - - - - - - (1,427) (1,427) - -
Sale of interest in consolidated joint ventures - - - - - - - - - 17,050 - 17,050 - 17,050 - -
Balance at March 31, 2025 $ - $ 6 $ 8 $ 9 $ 45 $ 12 $ - $ - $ - $ 242,799 $ (139,502) $ 103,377 $ 136,727 $ 240,104 $ 430,275 $ 1,149
Proceeds from issuance of common stock, net of offering costs - - - - 1 1 - - - 5,557 - 5,559 - 5,559 - -
Distribution reinvestment - - - - - - - - - 614 - 614 - 614 5,132 -
Common stock repurchased - - - - (2) - - - - (6,652) - (6,654) - (6,654) - (859)
Share-based compensation - - - - - - - - - 63 - 63 - 63 - -
Net income (loss) - - - - - - - - - - (4,137) (4,137) 317 (3,820) - 37
Exchange of common stock - (3) (3) (4) (3) - - 9 4 - - - - - - -
Common stock and INREIT OP unit distributions ($0.4155 gross per share/unit)
- - - - - - - - - - (9,398) (9,398) - (9,398) - (8)
Contributions from non-controlling interests - - - - - - - - - - - - 7,985 7,985 - -
Distributions to non-controlling interests - - - - - - - - - - - - (1,185) (1,185) - -
Purchase of interest in consolidated joint ventures - - - - - - - - - (32) - (32) (1,488) (1,520) - -
Adjustment to carrying value of redeemable equity instruments - - - - - - - - - 35 - 35 - 35 - (35)
Balance at June 30, 2025 $ - $ 3 $ 5 $ 5 $ 41 $ 13 $ - $ 9 $ 4 $ 242,384 $ (153,037) $ 89,427 $ 142,356 $ 231,783 $ 435,407 $ 284
3

in thousands Series A
Preferred Stock 		Class T
Common Stock 		Class S
Common Stock 		Class D
Common Stock 		Class I
Common Stock 		Class E
Common Stock 		Class N
Common Stock 		Class S-PR Common Stock Class K-PR Common Stock Additional Paid-in Capital Accumulated
Deficit and Cumulative Distributions 		Total Stockholders'
Equity 		Non-controlling Interests in Consolidated Joint Ventures Total
Equity 		Class N Redeemable Common Stock Redeemable Non-controlling Interest in INREIT OP
Proceeds from issuance of common stock, net of offering costs - 1 - - 1 - - - - 4,951 - 4,953 - 4,953 - -
Common stock repurchased - - - - (2) - - - - (7,123) - (7,125) - (7,125) - (284)
Distribution reinvestment - - - - - - - - - 629 - 629 - 629 5,316 -
Share-based compensation - - - - - - - - - 51 - 51 - 51 - -
Net income (loss) - - - - - - - - - - (1,457) (1,457) 437 (1,020) - -
Common stock and INREIT OP unit distributions ($0.4170 gross per share/unit)
- - - - - - - - - - (9,478) (9,478) - (9,478) - -
Contributions from non-controlling interests - - - - - - - - - - - - 53,792 53,792 - -
Distributions to non-controlling interests - - - - - - - - - - - - (2,093) (2,093) - -
Balance at September 30, 2025 $ - $ 4 $ 5 $ 5 $ 40 $ 13 $ - $ 9 $ 4 $ 240,892 $ (163,972) $ 77,000 $ 194,492 $ 271,492 $ 440,723 $ -
See accompanying notes to condensed consolidated financial statements.
4

Invesco Real Estate Income Trust Inc.
Condensed Consolidated Statements of Changes in Equity and Redeemable Equity Instruments
(Unaudited)
in thousands Series A
Preferred Stock 		Class T
Common Stock 		Class S
Common Stock 		Class D
Common Stock 		Class I
Common Stock 		Class E
Common Stock 		Class N
Common Stock 		Class S-PR Common Stock Class K-PR Common Stock Additional Paid-in Capital Accumulated
Deficit and Cumulative Distributions 		Total Stockholders'
Equity 		Non-controlling Interests in Consolidated Joint Ventures Total
Equity 		Class N Redeemable Common Stock Redeemable Non-controlling Interest in INREIT OP
Balance at December 31, 2023 $ 41 $ 6 $ 5 $ 8 $ 43 $ 12 $ - $ - $ - $ 214,297 $ (118,388) $ 96,024 $ 35,124 $ 131,148 $ 405,479 $ 5,658
Proceeds from issuance of common stock, net of offering costs - - 1 1 4 - - - - 14,781 - 14,787 - 14,787 - -
Distribution reinvestment - - - - - - - - - 444 - 444 - 444 4,835 -
Common stock repurchased - - - - (2) - - - - (7,361) - (7,363) - (7,363) - (867)
Share-based compensation - - - - - - - - - 19 - 19 - 19 - -
Net income (loss) - - - - - - - - - - 898 898 (22) 876 - (39)
Preferred stock dividends - - - - - - - - - - (2) (2) - (2) - -
Common stock and INREIT OP unit distributions ($0.4182 gross per share/unit)
- - - - - - - - - - (8,964) (8,964) - (8,964) - (71)
Contributions from non-controlling interests - - - - - - - - - - - - 5,472 5,472 - -
Distributions to non-controlling interests - - - - - - - - - - - - (425) (425) - -
Adjustment to carrying value of redeemable equity instruments - - - - - - - - - (54) - (54) - (54) - 54
Balance at March 31, 2024 $ 41 $ 6 $ 6 $ 9 $ 45 $ 12 $ - $ - $ - $ 222,126 $ (126,456) $ 95,789 $ 40,149 $ 135,938 $ 410,314 $ 4,735
Redemption of preferred stock (41) - - - - - - - - - (24) (65) - (65) - -
Proceeds from issuance of common stock, net of offering costs - - 1 - 4 - - - - 11,799 - 11,804 - 11,804 - -
Distribution reinvestment - - - - - - - - - 505 - 505 - 505 4,889 -
Common stock repurchased - - - - (3) - - - - (7,823) - (7,826) - (7,826) - (852)
Share-based compensation - - - - - - - - - 19 - 19 - 19 - -
Net income (loss) - - - - - - - - - - (1,134) (1,134) (475) (1,609) - (3)
Preferred stock dividends - - - - - - - - - - (2) (2) - (2) - -
Common stock and INREIT OP unit distributions ($0.4155 gross per share)
- - - - - - - - - - (9,091) (9,091) - (9,091) - (59)
Contributions from non-controlling interests - - - - - - - - - - - - 8,329 8,329 - -
Distributions to non-controlling interests - - - - - - - - - - - - (315) (315) - -
Adjustment to carrying value of redeemable equity instruments - - - - - - - - - (27) - (27) - (27) - 27
Balance at June 30, 2024 $ - $ 6 $ 7 $ 9 $ 46 $ 12 $ - $ - $ - $ 226,599 $ (136,707) $ 89,972 $ 47,688 $ 137,660 $ 415,203 $ 3,848
5

in thousands Series A
Preferred Stock 		Class T
Common Stock 		Class S
Common Stock 		Class D
Common Stock 		Class I
Common Stock 		Class E
Common Stock 		Class N
Common Stock 		Class S-PR Common Stock Class K-PR Common Stock Additional Paid-in Capital Accumulated
Deficit and Cumulative Distributions 		Total Stockholders'
Equity 		Non-controlling Interests in Consolidated Joint Ventures Total
Equity 		Class N Redeemable Common Stock Redeemable Non-controlling Interest in INREIT OP
Proceeds from issuance of common stock, net of offering costs - - - - 2 - - - - 8,668 - 8,670 - 8,670 - -
Common stock repurchased - - - - (2) - - - - (7,490) - (7,492) - (7,492) - (875)
Distribution reinvestment - - - - - - - - - 530 - 530 - 530 4,961 -
Share-based compensation - - - - - - - - - 19 - 19 - 19 - -
Net income (loss) - - - - - - - - - - (3,460) (3,460) (987) (4,447) - (15)
Common stock and INREIT OP unit distributions ($0.4170 gross per share/unit)
- - - - - - - - - - (9,232) (9,232) - (9,232) - (47)
Contributions from non-controlling interests - - - - - - - - - - - - 6,044 6,044 - -
Distributions to non-controlling interests - - - - - - - - - - - - (173) (173) - -
Adjustment to carrying value of redeemable equity instruments - - - - - - - - - (15) - (15) - (15) - 15
Balance at September 30, 2024 $ - $ 6 $ 7 $ 9 $ 46 $ 12 $ - $ - $ - $ 228,311 $ (149,399) $ 78,992 $ 52,572 $ 131,564 $ 420,164 $ 2,926
See accompanying notes to condensed consolidated financial statements.
6

Invesco Real Estate Income Trust Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Nine Months Ended September 30,
in thousands 2025 2024
Cash flows from operating activities:
Net income (loss) $ (7,145) $ (5,237)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Management fee - related party 2,089 1,478
(Income) loss from unconsolidated entities, net (506) (129)
Depreciation and amortization 21,821 17,676
Share-based compensation 176 57
Straight-line rents (450) (498)
Amortization of below-market lease intangibles (1,436) (289)
Amortization of above-market lease intangibles 131 131
Amortization of deferred financing costs 1,175 993
(Income) loss from investment in affiliated fund, net (922) (1,356)
Unrealized (gain) loss from real estate-related securities, net (335) (2,864)
Unrealized (gain) loss on commercial loans 22 (146)
(Gain) loss on derivative instruments, net 1,434 2,954
Distributions of earnings from investments in unconsolidated entities 2,960 2,203
Realized (gain) loss from real estate-related securities, net 903 1,413
Other items 433 292
Change in assets and liabilities, net of assets and liabilities acquired in acquisitions:
Decrease (increase) in other assets (881) (371)
(Decrease) increase in due to affiliates (1,587) (1,241)
(Decrease) increase in accounts payable, accrued expenses and other liabilities 2,691 (1,438)
Net cash (used in) provided by operating activities 20,573 13,628
Cash flows from investing activities:
Investments in unconsolidated entities (441) (9,538)
Distributions of capital from investments in unconsolidated entities 5,522 5,612
Redemption of investment in affiliated fund 7,764 4,429
Distribution from affiliated fund 1,198 1,778
Proceeds from repayment of commercial loan 761 21,800
Acquisitions of real estate (145,917) (11,990)
Capital improvements to real estate (2,757) (2,891)
Purchase of real estate-related securities (43,169) (29,436)
Proceeds from sale of real estate-related securities 56,478 18,492
Net cash provided by (used in) investing activities (120,561) (1,744)
7

Cash flows from financing activities:
Redemption of preferred stock - (65)
Proceeds from issuance of common stock 14,326 35,426
Offering costs paid (147) (129)
Repurchase of common stock and OP units (25,554) (25,045)
Subscriptions received in advance 1,740 6,204
Proceeds from revolving credit facility 25,000 -
Borrowings from mortgages payable 84,217 260
Payments of mortgages payable (135,500) -
Purchase of derivative instruments - (300)
Proceeds from the sale of derivative instruments - 574
Payment of deferred financing costs (550) (250)
Debt extinguishment charges 485 -
Payment of financing obligation (6) (7)
Common stock and INREIT OP unit distributions (10,903) (11,202)
Preferred stock dividends - (4)
Purchase of interest in consolidated joint ventures (1,520) -
Cash received from sale of interest in consolidated joint ventures 17,049 -
Contributions from non-controlling interests 125,604 19,845
Distributions to non-controlling interests (4,705) (913)
Net cash provided by (used in) financing activities 89,536 24,394
Net change in cash and cash equivalents and restricted cash (10,452) 36,278
Cash and cash equivalents and restricted cash, beginning of period 53,059 43,372
Cash and cash equivalents and restricted cash, end of period $ 42,607 $ 79,650
Reconciliation of cash and cash equivalents and restricted cash to the condensed consolidated balance sheets:
Cash and cash equivalents $ 39,385 $ 69,326
Restricted cash 3,222 10,324
Total cash and cash equivalents and restricted cash $ 42,607 $ 79,650
Supplemental disclosures:
Interest paid $ 11,988 $ 17,363
Income taxes paid 293 735
Non-cash investing and financing activities:
Issuance of Class E shares for payment of management fees $ 1,920 $ 1,444
Accrued capital expenditures 10 6
Distributions payable 3,143 3,078
Distribution reinvestment 17,363 16,164
Accrued offering costs due to affiliates 953 1,480
Adjustment to carrying value of redeemable equity instruments (35) 96
Accrued common stock repurchases (262) (230)
See accompanying notes to condensed consolidated financial statements.
8


Invesco Real Estate Income Trust Inc.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
1.Organization and Business Purpose
Invesco Real Estate Income Trust Inc. (the "Company" or "we") is focused on investing in stabilized, income-oriented commercial real estate in the United States. To a lesser extent, we also originate and acquire private real estate debt and invest in real estate-related securities. We own, and expect to continue to own, all or substantially all of our assets through Invesco REIT Operating Partnership L.P. (the "Operating Partnership" or "INREIT OP"), of which we are the sole general partner.
We were incorporated in October 2018 as a Maryland corporation and commenced real estate operations in September 2020. We are externally managed by Invesco Advisers, Inc. (the "Adviser"), a registered investment adviser and an indirect, wholly-owned subsidiary of Invesco Ltd. ("Invesco"), an independent global investment management firm.
We qualified as a real estate investment trust ("REIT") for U.S. federal income tax purposes beginning with the taxable year ended December 31, 2020. We operate our business in a manner that permits our exclusion from the definition of "Investment Company" under the Investment Company Act of 1940, as amended (the "Investment Company Act").
In May 2021, we commenced our initial public offering of up to $3.0 billion in shares of common stock. In November 2024, our initial public offering terminated, and we commenced our follow-on public offering of up to $3.0 billion, consisting of up to $2.4 billion in shares in our primary offering (the "Primary Offering") and up to $600.0 million in shares under our distribution reinvestment plan (collectively, the "Offering"). We are offering to sell any combination of five classes of shares of our common stock in the Offering: Class T shares, Class S shares, Class D shares, Class I shares and Class E shares, with a dollar value up to the maximum offering amount. The share classes have different upfront selling commissions and dealer manager fees and different ongoing stockholder servicing fees.
In addition to the Offering, we are conducting several private offerings of our common stock (collectively, the "Private Offerings").

In February 2023, we, through our Operating Partnership, initiated a private placement program (the "DST Program") to issue and sell up to $3.0 billion of beneficial interests ("Interests") in specific Delaware statutory trusts (the "DSTs") holding real properties (the "DST Properties"), which may be sourced from our real properties or from third parties.
2.Summary of Significant Accounting Policies
Basis of Presentation
Certain disclosures included in our Annual Report on Form 10-K are not required to be included on an interim basis in our quarterly reports on Form 10-Q. We have condensed or omitted these disclosures. Therefore, this Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2024.
The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and consolidate the financial statements of the Company and its controlled subsidiaries. All significant intercompany transactions, balances, revenues and expenses are eliminated upon consolidation. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, which are necessary for a fair statement of our financial condition and results of operations for the periods presented.
9

Consolidation
We consolidate entities in which we have a controlling financial interest. In determining whether we have a controlling financial interest in a partially owned entity, we consider whether the entity is a variable interest entity ("VIE") and whether we are the primary beneficiary. We are the primary beneficiary of a VIE when we have both the power to direct the most significant activities impacting the economic performance of the VIE and the obligation to absorb losses or receive benefits significant to the VIE. See additional information on our VIEs in Note 16 - "Variable Interest Entities."
The non-controlling partner's interest is generally calculated as the joint venture partner's ownership percentage. Certain of the joint ventures formed by the Company provide the joint venture partner a profits interest based on certain internal rate of return hurdles being achieved. Any profits interest due to the joint venture partner is reported as net (income) loss attributable to non-controlling interests in consolidated joint ventures on our condensed consolidated statements of operations.
For our DST Program, the non-controlling interest represents the proceeds from the syndicated percentages of the DST Offerings. The non-controlling interest is presented as permanent equity in our condensed consolidated balance sheets because the fair market value purchase option to exchange interests for units of the Operating Partnership or cash is based on the occurrence of a conditional event. See additional information on our DST Program in Note 17 - "DST Program." The beneficial owners' allocation of the DST Program's income or loss is reported as net income (loss) attributable to non-controlling interests in consolidated joint ventures on our condensed consolidated statements of operations.
We apply the equity method of accounting if we have significant influence over an entity, typically when we hold 20 percent or more of the voting common stock (or equivalent) of an investee but do not have a controlling financial interest. In certain circumstances, such as with investments in limited liability companies or limited partnerships, we apply the equity method of accounting when we own as little as three to five percent. See Note 4 - "Investments in Unconsolidated Entities" for further information about our investments in partially owned entities.
Cash and Cash Equivalents

We consider all highly liquid investments that have original or remaining maturity dates of three months or less when purchased to be cash equivalents. Certain cash balances classified as cash equivalents may be held in brokerage accounts that also hold our securities investments and can be swept into money market funds. Cash and cash equivalents are carried at cost, which approximates fair value due to the highly liquid and short-term nature of these instruments. We may have cash balances in excess of federally insured amounts. We mitigate our risk of loss by maintaining cash deposits with high credit-quality institutions and by actively monitoring the credit risk of our counterparties.
Income Taxes
We elect to treat certain of our corporate subsidiaries as taxable REIT subsidiaries ("TRSs") which are subject to federal, state and local corporate income tax, as applicable. TRSs hold investments in assets, income streams, operating companies and associated expenses that produce non-qualifying items for purposes of REIT testing.
For the three and nine months ended September 30, 2025, we recorded a net tax benefit of approximately $8,000 and less than $1,000, respectively, located within other income (expense), net on our condensed consolidated statements of operations. For the three and nine months ended September 30, 2024, we recorded a net tax expense of $0.1 million and $0.5 million, respectively, located within other income (expense), net on our condensed consolidated statements of operations. As of September 30, 2025 and December 31, 2024, we had a deferred tax asset of $1.0 million and $0.3 million, respectively, which was offset by a full valuation allowance. Deferred tax assets and valuation allowances are recorded within other assets on our condensed consolidated balance sheets. As of September 30, 2025, our tax years 2021 through 2025 remain subject to examination by the United States tax authorities.
Use of Estimates
The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain amounts reported in the condensed consolidated financial statements and accompanying notes. An example of an estimate may include, but is not limited to, estimates of the fair values of financial instruments. Actual results may differ from those estimates.
10

Significant Accounting Policies
There have been no changes to our accounting policies included in Note 2 - "Summary of Significant Accounting Policies" to the consolidated financial statements of our Annual Report on Form 10-K for the year ended December 31, 2024.
3.Investments in Real Estate, net
Investments in real estate, net consist of:
in thousands September 30, 2025 December 31, 2024
Building and improvements $ 644,575 $ 555,325
Land and land improvements 209,684 165,853
Furniture, fixtures and equipment 10,547 9,056
Total 864,806 730,234
Accumulated depreciation (65,202) (49,638)
Investments in real estate, net $ 799,604 $ 680,596
Acquisitions
We acquired the following properties during the nine months ended September 30, 2025:
$ in thousands
Property Name Ownership Interest Number of
Properties 		Segment Acquisition Date
Purchase
Price(1)
Tanner Road MHC 100% 1 Corporate and Other May 2025 $ 9,718
Buckhorn Industrial 100% 1 Industrial August 2025 39,432
Fleetwood Apartments 93% 1 Multifamily August 2025 42,012
Arizona MHC Portfolio 100% 3 Corporate and Other September 2025 16,384
Interstate Commerce 100% 1 Industrial September 2025 38,327
7 $ 145,873
(1)Purchase price is inclusive of acquisition-related costs.
The following table summarizes the allocation of the total cost for the properties acquired during the nine months ended September 30, 2025:
$ in thousands Amount
Building and building improvements $ 87,418
Land and land improvements 43,671
Lease intangibles(1)
15,028
Furniture, fixtures and equipment 752
Below-market lease intangibles (996)
Total purchase price(2)
$ 145,873
(1)Lease intangibles consist of in-place leases and leasing commissions.
(2)Includes acquisition-related costs.
11

The weighted-average amortization periods for intangible assets and liabilities acquired in connection with our acquisitions during the nine months ended September 30, 2025 were as follows:
In-place lease intangibles Leasing commissions Below-market lease intangibles
Weighted-average amortization periods (in years) 5.14 7.66 4.73
Sale of Interest in Consolidated Joint Ventures
In February 2025, we sold a 40% indirect leasehold interest in a student housing property, The Carmin, in which we previously had a 98% ownership interest, to an unaffiliated third party for a sale price of $138.5 million. In connection with the sale, the existing joint venture of the property, of which we have a controlling financial interest, formed a new joint venture with the buyer. The transaction did not qualify as a sale of real estate for financial reporting purposes because we continue to control the joint venture and will continue to account for the entity on a consolidated basis in our condensed consolidated financial statements. We have accounted for the transaction as an equity transaction and have recognized non-controlling interest in our condensed consolidated balance sheets of $4.9 million. Total consideration of $22.0 million for the transaction includes $14.4 million paid in cash by the buyer at the date of the sale and a $7.6 million note receivable from the buyer due within six months from the date of sale, which was repaid in full on August 28, 2025. The difference of $17.1 million between the total consideration of $22.0 million and the non-controlling interest recognized of $4.9 million has been reflected as an increase to additional paid in capital on our condensed consolidated balance sheets.
Purchase of Interest in Consolidated Joint Ventures
In April 2025, we purchased the remaining 5% interest of three industrial properties in our Midwest Industrial portfolio, Meridian Business 940, Capital Park 2919 and 3101 Agler, in which we previously had a 95% ownership interest, from our joint venture partner for a sale price of $1.5 million. This was completed in connection with our DST Program, which includes these three industrial properties. We have accounted for the transaction as an equity transaction as we will continue to account for the entity on a consolidated basis in our condensed consolidated financial statements and recognized a decrease in non-controlling interest in our condensed consolidated balance sheets of $1.4 million. The difference of approximately $32,000 between the total consideration paid of $1.5 million and the decrease in non-controlling interest recognized of $1.4 million has been reflected as a decrease to additional paid in capital on our condensed consolidated balance sheets.
Impairment
During the three and nine months ended September 30, 2025 and 2024, we did not recognize any impairment losses on our real estate investments.
12

4.Investments in Unconsolidated Entities
As of September 30, 2025, we held five investments in unconsolidated entities that are accounted for using the equity method of accounting. The amounts reflected in the following tables (except for our share of equity and income) are based on the historical financial information of the individual unconsolidated entities. We do not record operating losses of an unconsolidated entity in excess of its investment balance unless we are liable for the obligations of the entity or are otherwise committed to provide financial support to the entity.
Our investments in unconsolidated entities as of September 30, 2025 and December 31, 2024 were as follows:
in thousands Carrying Amount
Entity
Ownership Percentage(1)
September 30, 2025 December 31, 2024
Vida JV LLC(2)
42.5% $ 60,336 $ 64,292
San Simeon Preferred Equity(3)
- % 29,750 28,693
PTCR Holdco, LLC(4)
- % 10,167 9,375
Retail GP Fund(5)
4.5% to 9.0%
16,469 22,019
Homestead Communities, LLC(6)
50.0% 216 94
Total $ 116,938 $ 124,473
(1)Ownership percentage represents our entitlement to residual distributions after payments of priority returns, where applicable. Preferred equity investment ownership percentages are not presented.
(2)We formed a joint venture (the "Invesco JV") with Invesco U.S. Income Fund L.P., an affiliate of Invesco, to acquire an interest in a portfolio of medical office buildings located throughout the United States (the "Sunbelt Medical Office Portfolio"). As of September 30, 2025, the Invesco JV owned an 85% interest in a joint venture ("Vida JV LLC") with an unaffiliated third party. As of September 30, 2025, Vida JV LLC owned a portfolio of twenty medical office buildings.
(3)We own a preferred membership interest in San Simeon Holdings LLC ("San Simeon Preferred Equity"), a limited liability company that owns a multifamily property. The common member of San Simeon Preferred Equity had two one-year extension options that they have exercised as of September 30, 2025. Our mandatory redemption date of our preferred membership interest is December 15, 2025. As of September 30, 2025, the investment yields a preferred return rate of 7.50%, which includes both the current pay and the deferred pay rates, as well as a preferred accrued return of 4.00% due upon redemption.
(4)We hold an 85% ownership interest in a consolidated joint venture, ITP Investments LLC ("ITP LLC"). ITP LLC holds a preferred equity investment in PTCR Holdco, LLC, a fully integrated retail platform operating company.
(5)ITP LLC has a 90% interest in PT Co-GP Fund, LLC ("Retail GP Fund"), which was formed to invest in retail properties through non-controlling general partner interests. ITP LLC holds non-controlling general partner interests through its interest in the Retail GP Fund ranging from 4.5% to 9.0% in twelve retail properties.
(6)We hold a 50% ownership interest in a real estate operating company focused on the aggregation and asset management of manufactured housing through a joint venture, Homestead Communities, LLC ("Homestead"). Invesco U.S. Income Fund L.P, an affiliate of Invesco, owns the remaining 50% ownership interest. An unaffiliated third party has a promote incentive that could dilute our ownership percentage if certain performance milestones are exceeded.
Our share of the unconsolidated entities' income (loss) for the three and nine months ended September 30, 2025 and 2024 were as follows:
Company's Share of Unconsolidated Entities' Income (Loss)
in thousands Three Months Ended September 30, Nine Months Ended September 30,
Entity Ownership Percentage 2025 2024 2025 2024
Vida JV LLC 42.5% $ (1,144) $ (1,439) $ (2,399) $ (2,345)
San Simeon Preferred Equity -% 849 798 2,494 2,353
PTCR Holdco, LLC -% 273 271 791 808
Retail GP Fund
4.5% to 9.0%
(60) (508) (286) (648)
Homestead Communities, LLC 50.0% 96 (74) (94) (39)
Total $ 14 $ (952) $ 506 $ 129
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The following tables provide summarized balance sheets of our investments in unconsolidated entities:
September 30, 2025 December 31, 2024
in thousands Total assets Total liabilities Total equity Total assets Total liabilities Total equity
Vida JV LLC $ 374,087 $ (232,871) $ (141,216) $ 376,408 $ (225,791) $ (150,617)
San Simeon Preferred Equity 133,288 (77,646) (55,642) 132,593 (77,450) (55,143)
Retail GP Fund 892,431 (490,259) (402,172) 938,113 (608,707) (329,406)
Other 7,613 (8,356) 743 4,316 (3,832) (484)
The following tables provide summarized operating data of our investments in unconsolidated entities:
Three Months Ended September 30, 2025 Three Months Ended September 30, 2024
in thousands Revenue Net income (loss) Revenue Net income (loss)
Vida JV LLC $ 9,592 $ (2,683) $ 9,873 $ 3,382
San Simeon Preferred Equity 2,803 642 2,835 638
Retail GP Fund 26,376 (3,100) 36,426 (7,041)
Other 4,069 227 5,115 696
Total $ 42,840 $ (4,914) $ 54,249 $ (2,325)
Nine Months Ended September 30, 2025 Nine Months Ended September 30, 2024
in thousands Revenue Net income (loss) Revenue Net income (loss)
Vida JV LLC $ 28,412 $ (5,627) $ 29,224 $ 5,506
San Simeon Preferred Equity 8,208 1,999 8,329 1,767
Retail GP Fund 69,846 (12,612) 61,051 (7,885)
Other 9,981 (1,416) 10,105 (813)
Total $ 116,447 $ (17,656) $ 108,709 $ (1,425)
Impairment
We did not record any impairment losses on our investments in unconsolidated entities for the three and nine months ended September 30, 2025 and 2024.
5.Investment in Commercial Loan
The following table summarizes our investment in a commercial loan as of September 30, 2025 and December 31, 2024:
Current Principal Balance Fair Value
in thousands Origination Date Loan Type
Interest Rate(1)
Periodic Payment Terms September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024 Maturity Date
5805 N Jackson Gap Loan 1/20/2023 Mezzanine 12.48% Interest only $ 12,245 $ 13,007 $ 12,213 $ 12,996 2/9/2026
(1)Represents the interest rate as of September 30, 2025. The loan earns interest at Secured Overnight Financing Rate ("SOFR") plus a spread.
We elected the fair value option for our commercial loan and, accordingly, there are no capitalized origination costs or fees associated with our loan.
14

6.Investments in Real Estate-Related Securities
The following tables summarize our investments in real estate-related securities by asset type:
September 30, 2025
in thousands Principal Balance Unamortized Premium (Discount)
Amortized Cost / Cost(1)
Unrealized Gain (Loss), Net Fair Value Period-end Weighted Average Yield Weighted-Average Maturity Date
Non-agency CMBS $ 41,741 $ (1,370) $ 40,371 $ 368 $ 40,739 6.87 % 4/22/2028
Preferred stock of REITs N/A N/A 1,975 73 2,048 6.20 % N/A
Total $ 41,741 $ (1,370) $ 42,346 $ 441 $ 42,787
December 31, 2024
in thousands Principal Balance Unamortized Premium (Discount)
Amortized Cost / Cost(1)
Unrealized Gain (Loss), Net Fair Value Period-end Weighted Average Yield Weighted-Average Maturity Date
Non-agency CMBS $ 52,377 $ (1,553) $ 50,824 $ 49 $ 50,872 6.81 % 1/14/2027
Common stock of REITs N/A N/A 5,543 56 5,600 4.41 % N/A
Total $ 52,377 $ (1,553) $ 56,367 $ 105 $ 56,472
(1)For non-agency CMBS, the amount presented represents amortized cost. For preferred and common stock of REITs, the amount presented represents cost.
7.Intangibles
The gross carrying amount and accumulated amortization of our intangible assets and liabilities are:
September 30, 2025
in thousands Total Cost Accumulated Amortization Intangible Assets, net
Intangible assets, net:
In-place lease intangibles $ 58,258 $ (31,614) $ 26,644
Leasing commissions 8,501 (2,759) 5,742
Above-market lease intangibles 1,951 (674) 1,277
Total intangible assets, net $ 68,710 $ (35,047) $ 33,663
Total Cost Accumulated Amortization Intangible Liabilities, net
Intangible liabilities, net:
Below-market lease intangibles $ 8,227 $ (2,872) $ 5,355
Total intangible liabilities, net $ 8,227 $ (2,872) $ 5,355
December 31, 2024
in thousands Total Cost Accumulated Amortization Intangible Assets, net
Intangible assets, net:
In-place lease intangibles $ 45,510 $ (26,021) $ 19,489
Leasing commissions 6,166 (2,121) 4,045
Above-market lease intangibles 1,951 (542) 1,409
Total intangible assets, net $ 53,627 $ (28,684) $ 24,943
Total Cost Accumulated Amortization Intangible Liabilities, net
Intangible liabilities, net:
Below-market lease intangibles $ 7,230 $ (1,433) $ 5,797
Total intangible liabilities, net $ 7,230 $ (1,433) $ 5,797
15

The estimated future amortization of our intangibles for each of the next five years and thereafter as of September 30, 2025 is:
in thousands In-place Lease
Intangibles 		Leasing Commissions Above-market Lease Intangibles Below-market
Lease Intangibles
2025 (remainder) $ 3,403 $ 301 $ 44 $ (523)
2026 6,625 1,036 175 (1,796)
2027 4,402 938 175 (1,632)
2028 2,927 804 175 (699)
2029 2,494 665 164 (488)
2030 2,111 579 94 (140)
Thereafter 4,682 1,419 450 (77)
$ 26,644 $ 5,742 $ 1,277 $ (5,355)
8.Other Assets
The following table summarizes the components of other assets:
in thousands September 30, 2025 December 31, 2024
Deferred rent $ 4,119 $ 3,669
Prepaid expenses 1,718 791
Capitalized tax abatement, net(1)
1,072 1,196
Derivative instruments 554 1,733
Receivables, net 344 1,052
Deposits 265 339
Other 445 418
Total $ 8,517 $ 9,198
(1)We obtained a tax abatement in conjunction with our purchase of the 3101 Agler property with an expiration date of December 31, 2031. We are amortizing the tax abatement over its remaining useful life as a component of property operating expenses in the condensed consolidated statements of operations. As of September 30, 2025, accumulated amortization of the capitalized tax abatement was $0.6 million.
9.Derivative Instruments
We are exposed to certain risks arising from both our business operations and economic conditions. We principally manage our exposures to a wide variety of business and operational risks through management of our core business activities. We manage economic risks, including interest rate risk, primarily by managing the amount, sources, and duration of our investments, borrowings, and the use of derivative financial instruments. Specifically, we use derivative financial instruments to manage exposures that arise from business activities that result in the payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Our derivative financial instruments are used to manage differences in the amount, timing, and duration of our known or expected cash payments principally related to our borrowings.
The following table summarizes changes to the notional amount of our derivative instruments in for the nine months ended September 30, 2025:
in thousands Notional Amount as of December 31, 2024 Additions Termination or Expiration Notional Amount as of September 30, 2025
Interest rate caps $ 153,500 $ - $ (153,500) $ -
Interest rate swaps 52,500 142,900 - 195,400
Total $ 206,000 $ 142,900 $ (153,500) $ 195,400
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The following tables summarize the notional amount and other information related to our interest rate caps and interest rate swap as of September 30, 2025 and December 31, 2024:
September 30, 2025
in thousands Number of Instruments
Notional Amount(1)
Fixed Amount Fair Value Weighted Average Strike Rate/Fixed Rate Weighted Average Remaining Term In Years
Assets(2)
Interest rate swap 1 52,500 N/A 554 2.73% 1.58
Total assets 1 $ 52,500 $ - $ 554
Liabilities(3)
Interest rate swaps 2 $ 142,900 N/A $ 493 3.86% 1.06
Total liabilities 2 $ 142,900 $ - $ 493
December 31, 2024
in thousands Number of Instruments
Notional Amount(1)
Fixed Amount Fair Value Weighted Average Strike Rate/Fixed Rate Weighted Average Remaining Term In Years
Assets(2)
Interest rate caps 3 $ 153,500 $ 2,108 $ 237 3.08% 0.22
Interest rate swap 1 52,500 N/A 1,496 2.73% 2.32
Total 4 $ 206,000 $ 2,108 $ 1,733
(1)The notional amount represents the amount of the mortgage note borrowings that we are hedging. It does not represent our exposure to credit, interest rate or market risks.
(2)Derivative assets are included as a component of other assets on our condensed consolidated balance sheets.
(3)Derivative liabilities are included as a component of accounts payable, accrued expenses and other liabilities on our condensed consolidated balance sheets.
The following tables summarize the effect of interest rate caps and interest rate swaps reported in gain (loss) on derivative instruments, net on the condensed consolidated statements of operations for the three months ended September 30, 2025 and 2024:
Three Months Ended September 30, 2025
in thousands Realized gain (loss) on derivative instruments, net Contractual net interest income (expense) Unrealized gain (loss), net Gain (loss) on derivative instruments, net
Interest rate cap $ (29) $ 113 $ 7 $ 91
Interest rate swaps - 286 (195) 91
Total $ (29) $ 399 $ (188) $ 182

Three Months Ended September 30, 2024
in thousands Realized gain (loss) on derivative instruments, net Contractual net interest income (expense) Unrealized gain (loss), net Gain (loss) on derivative instruments, net
Interest rate caps $ (176) $ 887 $ (1,026) $ (315)
Interest rate swap - 351 (1,418) (1,067)
Total $ (176) $ 1,238 $ (2,444) $ (1,382)

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The following tables summarize the effect of interest rate caps and interest rate swaps reported in gain (loss) on derivative instruments, net on the condensed consolidated statements of operations for the nine months ended September 30, 2025 and 2024:
Nine Months Ended September 30, 2025
in thousands Realized gain (loss) on derivative instruments, net Contractual net interest income (expense) Unrealized gain (loss), net Gain (loss) on derivative instruments, net
Interest rate cap $ (29) $ 251 $ (461) $ (239)
Interest rate swaps - 757 (973) (216)
Total $ (29) $ 1,008 $ (1,434) $ (455)

Nine Months Ended September 30, 2024
in thousands Realized gain (loss) on derivative instruments, net Contractual net interest income (expense) Unrealized gain (loss), net Gain (loss) on derivative instruments, net
Interest rate caps $ (122) $ 2,796 $ (2,092) $ 582
Interest rate swap - 1,046 (740) 306
Total $ (122) $ 3,842 $ (2,832) $ 888
10.Borrowings
Revolving Credit Facility
INREIT OP has a Revolving Credit Facility with Bank of America, N.A. ("Bank of America"), which was amended on July 25, 2025. The following is a summary of the Revolving Credit Facility:
$ in thousands
Maximum Facility Size(3)
Principal Outstanding Balance
Indebtedness Interest Rate
Maturity Date(2)
September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024
Revolving Credit Facility
S + applicable margin(1)
7/21/2028 $ 250,000 $ 150,000 $ 25,000 $ -
(1)The term "S" refers to the relevant floating benchmark rate, SOFR. Borrowings under the Revolving Credit Facility carry interest at a rate equal to (i) SOFR, (ii) SOFR with an interest period of one, three or six-months, or (iii) a Base Rate, where the base rate is the highest of (a) federal funds rate plus 0.5%, (b) the rate of interest as publicly announced by Bank of America as its "prime rate", (c) SOFR with an interest period of one month plus 1.0%, or (d) 1.0%, in each case, plus an applicable margin that is based on our leverage ratio. The weighted-average interest rate for the three and nine months ended September 30, 2025 was 5.75%, respectively. The weighted-average interest rate for the three and nine months ended September 30, 2024 was 7.08% and 7.10%, respectively.
(2)The maturity date presented is the extended maturity date. The amendment extended the maturity date from September 5, 2025 to July 23, 2027 and grants an option to extend the term to July 21, 2028, subject to certain conditions.
(3)With the amendment, the aggregate commitment is $100.0 million with an ability to request increases up to $250.0 million in aggregate commitments. The available borrowing capacity is determined by our unencumbered property borrowing base calculation. As of September 30, 2025, we had $45.0 million of available borrowing capacity. With the amendment, the unused commitment fee was modified to be 0.25% if usage is less than 50.0% and 0.15% if usage is greater than or equal to 50.0% that accrues on the daily amount by which the aggregate commitments exceed the total outstanding balance of the Revolving Credit Facility.
As of September 30, 2025, we were in compliance with all loan covenants in our revolving credit facility agreement.
18

Mortgage Notes Payable, Net
The following table summarizes certain characteristics of our mortgage notes that are secured by the Company's properties:
in thousands Principal Balance Outstanding
Indebtedness
Interest Rate(1)
Initial Maturity Date
Extended Maturity Date(5)
Maximum Principal Amount September 30, 2025 December 31, 2024
The Carmin
S + 1.75%(2)
3/5/2026 3/5/2032 $ 84,000 $ 84,000 $ 65,500
Cortlandt Crossing
3.13%
3/1/2027 N/A $ 39,660 39,660 39,660
Everly Roseland
S + 1.45%(3)
4/28/2027 4/28/2029 $ 113,500 111,658 111,441
Midwest Industrial Portfolio
4.44% and S + applicable margin(4)
7/5/2027 N/A $ 70,000 - 70,000
Total mortgages payable 235,318 286,601
Deferred financing costs, net (692) (1,335)
Mortgage notes payable, net $ 234,626 $ 285,266
(1)The term "S" refers to the relevant floating benchmark rate, SOFR.
(2)In February 2025, we sold a 40% indirect leasehold interest in The Carmin student housing property and refinanced the mortgage note secured by the property. Proceeds from the new secured mortgage note were partially used to repay the existing mortgage. We incurred debt extinguishment charges of approximately $34,000 in connection with the refinancing of the mortgage note. The weighted-average interest rate for the three and nine months ended September 30, 2025 was 6.06% and 6.07%, respectively. The weighted-average interest rate for the three and nine months ended September 30, 2024 was 7.09% and 7.08%, respectively.
(3)The weighted-average interest rate for the three and nine months ended September 30, 2025 was 5.77% and 5.89%, respectively. The weighted-average interest rate for the three and nine months ended September 30, 2024 was 6.75% and 6.77%, respectively.
(4)In April 2025, we repaid the mortgage note secured by Meridian Business 940, Capital Park 2919, 3101 Agler and Earth City 13330 (collectively the "Midwest Industrial Portfolio") in connection with our buyout of the joint venture partner. We incurred debt extinguishment charges of $0.5 million from the early repayment of the mortgage note. The mortgage note secured by these properties bore interest at two rates. Of the $70.0 million principal balance, $35.0 million bore interest at a fixed rate of 4.44%, and $35.0 million bore interest at a floating rate of the greater of (a) 2.20% or (b) the sum of 1.70% plus SOFR. The weighted-average interest rate of the combined $70.0 million principal balance for the nine months ended September 30, 2025 was 5.39%. There was no weighted-average interest rate for the three months ended September 30, 2025 as the mortgage note was fully repaid in April 2025. The weighted-average interest rate of the combined $70.0 million principal balance for the three and nine months ended September 30, 2024 was 5.71% and 5.73%, respectively.
(5)We may elect to extend the maturity date upon meeting certain conditions, which may include payment of a non-refundable extension fee.
As of September 30, 2025, we were in compliance with all loan covenants in our mortgage note agreements.
Financing Obligation, Net
In connection with the sale and leaseback of The Carmin property, as of September 30, 2025, we hold a financing obligation on our condensed consolidated balance sheets of $54.0 million, net of debt issuance costs.
The following table presents the future principal payments due under our outstanding borrowings as of September 30, 2025:
in thousands
Year
Revolving Credit Facility(1)
Mortgages Payable(1)
Financing Obligation Total
2025 (remaining) $ - $ - $ 3 $ 3
2026 - - 12 12
2027 - 39,660 15 39,675
2028 25,000 - 18 25,018
2029 - 111,658 21 111,679
2030 - - 25 25
Thereafter - 84,000 36,245 120,245
Total $ 25,000 $ 235,318 $ 36,339 $ 296,657
19

(1) Assumes all extension options are exercised for mortgage note agreements and the revolving credit facility that may be extended at our option, subject to certain conditions.
11.Accounts Payable, Accrued Expenses and Other Liabilities
The following table summarizes the components of accounts payable, accrued expenses and other liabilities:
in thousands September 30, 2025 December 31, 2024
Intangible liabilities, net $ 5,355 $ 5,797
Accounts payable and accrued expenses 3,956 1,382
Real estate taxes payable 3,676 3,066
Tenant security deposits 2,064 1,651
Subscriptions received in advance(1)
1,740 835
Common stock repurchases 1,046 1,308
Accrued interest expense 910 1,300
Distributions payable 673 633
Derivative instruments 493 -
Prepaid rental income 361 86
Total $ 20,274 $ 16,058
(1)Represents subscriptions received by our transfer agent prior to the date the subscriptions are effective.
12.Redeemable Equity Instruments
Class N Redeemable Common Stock
The following table details the movement in our Class N redeemable common stock activity with MassMutual for the three and nine months ended September 30, 2025 and 2024:
Total
Balance at December 31, 2024 14,466,761
Distribution reinvestment 182,884
Balance at March 31, 2025 14,649,645
Distribution reinvestment 187,401
Balance at June 30, 2025 14,837,046
Distribution reinvestment 191,673
Balance at September 30, 2025 15,028,719
Balance at December 31, 2023 13,783,204
Distribution reinvestment 164,658
Balance at March 31, 2024 13,947,862
Distribution reinvestment 169,005
Balance at June 30, 2024 14,116,867
Distribution reinvestment 172,736
Balance at September 30, 2024 14,289,603
For the three and nine months ended September 30, 2025 and 2024, we did not record any adjustments to the value of the Class N shares held by MassMutual.
MassMutual committed to purchase $400.0 million of Class N common stock in our Class N Private Offering and fully met its commitment as of December 31, 2022.
20

Beginning January 1, 2026 and continuing until we have repurchased $200.0 million of MassMutual shares, we are required to repurchase MassMutual shares on a monthly basis, subject to thresholds based on monthly net offering proceeds. In any month, MassMutual may choose to waive our obligation to repurchase shares. We are required to limit repurchases to ensure that the aggregate NAV of MassMutual shares is at least $50.0 million.
Beginning January 1, 2026, MassMutual holds the right to request that we repurchase MassMutual shares on a monthly basis, subject to thresholds based on monthly net offering proceeds and the Company's NAV. This right to request that we repurchase MassMutual shares is in addition to the requirement to repurchase MassMutual shares described in the preceding paragraph. We will not be required to repurchase (1) in any calendar year, more than $150.0 million of MassMutual shares or (2) in any calendar month, MassMutual shares with an aggregate repurchase price equal to more than 100% of the net proceeds to us from the sale of shares of our common stock during such month.
Exchange Rights and Registration Agreement
We have entered into an exchange rights and registration agreement with MassMutual (the "Registration Rights Agreement"). After September 28, 2025, MassMutual may require us to exchange all or a portion of its Class N shares for any class of shares of our common stock being sold in the Primary Offering and file and maintain an effective registration statement with the SEC (for no longer than three years) registering the offer and sale of the new shares issued in the exchange. As of September 30, 2025, MassMutual has not made a request to exchange its Class N shares. MassMutual's rights under the Registration Rights Agreement will terminate when its shares of our common stock have an aggregate NAV of less than $20.0 million.
Redeemable Non-controlling Interest in INREIT OP
In connection with its performance participation interest, Invesco REIT Special Limited Partner L.L.C. (the "Special Limited Partner") holds Class E units in INREIT OP. See Note 18 - "Related Party Transactions" for further details of the Special Limited Partner's performance participation interest. Because the Special Limited Partner has the ability to redeem its Class E units for cash at its sole discretion, we have classified these Class E units as redeemable non-controlling interest in INREIT OP on our condensed consolidated balance sheets. For the three months ended September 30, 2025, we did not record an adjustment to redeemable non-controlling interest in INREIT OP as the Class E units were fully repurchased during the three months ended September 30, 2025. For the nine months ended September 30, 2025, we recorded a decrease to redeemable non-controlling interest in INREIT OP and an increase to additional paid-in capital of approximately $35,000 to adjust the value of the Class E units in INREIT OP held by the Special Limited Partner to our September 30, 2025 NAV per Class E unit in INREIT OP. For the three and nine months ended September 30, 2024, we recorded an increase to redeemable non-controlling interest in INREIT OP and a decrease to additional paid-in capital of approximately $15,000 and $0.1 million, respectively, to adjust the value of the Class E units in INREIT OP held by the Special Limited Partner to our September 30, 2024 NAV per Class E unit in INREIT OP.
The following table details the non-controlling interest activity related to the Special Limited Partner:
Three Months Ended September 30, Nine Months Ended September 30,
in thousands 2025 2024 2025 2024
Net income (loss) allocated $ - $ (15) $ 55 $ (57)
Distributions $ - $ 47 $ 30 $ 177
Adjustment to carrying value $ - $ 15 $ (35) $ 96
As the Class E units were fully repurchased as of September 30, 2025 there is no distribution payable to the Special Limited Partner. As of December 31, 2024, distributions payable to the Special Limited Partner were approximately $10,000.
21

13.Equity
Preferred Stock
We have 100,000,000 shares of preferred stock authorized with a par value of $0.01 per share. As of September 30, 2025 and December 31, 2024, we had zero shares of preferred stock issued and outstanding.
Common Stock
The following tables detail the movement in our outstanding shares of common stock for the nine months ended September 30, 2025 and 2024:
Nine Months Ended September 30, 2025
Class T
Shares 		Class S
Shares 		Class D
Shares 		Class I
Shares 		Class E
Shares 		Class N Shares Class S-PR Shares Class K-PR Shares Total
Balance at December 31, 2024 630,722 726,730 877,190 4,675,460 1,228,798 14,466,761 - - 22,605,661
Issuance of common stock 1,910 55,399 7,134 90,685 20,327 - - - 175,455
Exchange of common stock - - (8,680) 8,636 - - - - (44)
Common stock repurchased (2,607) (3,599) (3,778) (326,951) (18,180) - - - (355,115)
Distribution reinvestment 2,206 3,967 4,203 8,300 2,672 182,884 - - 204,232
Balance at March 31, 2025 632,231 782,497 876,069 4,456,130 1,233,617 14,649,645 - - 22,630,189
Issuance of common stock 5,061 36,937 3,586 149,612 30,011 - - - 225,207
Common stock repurchased (340) - (14,501) (223,330) (13,853) - - - (252,024)
Exchange of common stock (351,765) (351,765) (355,231) (307,836) - - 878,895 439,448 (48,254)
Distribution reinvestment 2,266 4,695 4,253 9,065 2,760 187,401 - - 210,440
Balance at June 30, 2025 287,453 472,364 514,176 4,083,641 1,252,535 14,837,046 878,895 439,448 22,765,558
Issuance of common stock 18,532 5,913 11,645 147,812 30,447 - - - 214,349
Common stock repurchased (21,711) - (13,761) (218,279) (17,336) - - - (271,087)
Exchange of common stock (1,852) - 1,851 - - - - - (1)
Cancellation of common stock - - - - (770) - - - (770)
Distribution reinvestment 2,230 4,589 4,355 9,903 2,924 191,673 - - 215,674
Balance at September 30, 2025 284,652 482,866 518,266 4,023,077 1,267,800 15,028,719 878,895 439,448 22,923,723

Nine Months Ended September 30, 2024
Class T
Shares 		Class S
Shares 		Class D
Shares 		Class I
Shares 		Class E
Shares 		Class N Shares Class S-PR Shares Class K-PR Shares Total
Balance at December 31, 2023 613,405 528,268 832,598 4,332,740 1,190,589 13,783,204 - - 21,280,804
Issuance of common stock 7,631 115,782 32,613 371,514 15,742 - - - 543,282
Common stock repurchased (226) - (262) (242,673) (15,463) - - - (258,624)
Distribution reinvestment 1,985 1,615 3,677 5,690 2,506 164,658 - - 180,131
Balance at March 31, 2024 622,795 645,665 868,626 4,467,271 1,193,374 13,947,862 - - 21,745,593
Issuance of common stock 3,665 32,743 11,187 379,827 16,418 - - - 443,840
Common stock repurchased (257) - (18,190) (252,147) (8,542) - - - (279,136)
Exchange of common stock - - - (574) 547 - - - (27)
Distribution reinvestment 2,065 2,806 3,852 6,686 2,512 169,005 - - 186,926
Balance at June 30, 2024 628,268 681,214 865,475 4,601,063 1,204,309 14,116,867 - - 22,097,196
Issuance of common stock 1,721 43,634 7,599 245,305 21,750 - - - 320,009
Common stock repurchased (3,485) (16,467) (5,997) (230,174) (15,383) - - - (271,506)
Distribution reinvestment 2,047 3,166 3,839 7,443 2,522 172,736 - - 191,753
Balance at September 30, 2024 628,551 711,547 870,916 4,623,637 1,213,198 14,289,603 - - 22,337,452
22

Distributions
We are generally required to distribute at least 90% our taxable income to our stockholders each year to comply with the REIT provisions of the Internal Revenue code. Taxable income does not necessarily equal net income as calculated in accordance with GAAP.
For the three and nine months ended September 30, 2025, we declared distributions of $9.5 million and $28.3 million, respectively. For the three and nine months ended September 30, 2024, we declared distributions of $9.3 million and $27.5 million, respectively. We accrued $2.5 million for distributions payable to related parties as a component of due to affiliates in our condensed consolidated balance sheets as of September 30, 2025 and December 31, 2024, respectively. Additionally, as of September 30, 2025 and December 31, 2024, we accrued $0.7 million and $0.6 million, respectively, for distributions payable to third parties as a component of accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.
The following tables detail the aggregate distributions declared per share for each applicable class of stock for the three and nine months ended September 30, 2025 and 2024:
Three Months Ended September 30, 2025
Series A
Preferred Stock 		Class T
Common Stock 		Class S
Common Stock 		Class D
Common Stock 		Class I
Common Stock 		Class E
Common Stock 		Class N
Common Stock 		Class S-PR Common Stock Class K-PR Common Stock
Aggregate distributions declared per share $ - $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170
Stockholder servicing fee per share(1)
- (0.0558) (0.0559) (0.0164) - - - - -
Net distributions declared per share $ - $ 0.3612 $ 0.3611 $ 0.4006 $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170
Three Months Ended September 30, 2024
Series A
Preferred Stock 		Class T
Common Stock 		Class S
Common Stock 		Class D
Common Stock 		Class I
Common Stock 		Class E
Common Stock 		Class N
Common Stock 		Class S-PR Common Stock Class K-PR Common Stock
Aggregate distributions declared per share $ - $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170 $ 0.4170 $ - $ -
Stockholder servicing fee per share(1)
- (0.0259) (0.0295) (0.0103) - - - - -
Net distributions declared per share $ - $ 0.3911 $ 0.3875 $ 0.4067 $ 0.4170 $ 0.4170 $ 0.4170 $ - $ -
23

Nine Months Ended September 30, 2025
Series A
Preferred Stock 		Class T
Common Stock 		Class S
Common Stock 		Class D
Common Stock 		Class I
Common Stock 		Class E
Common Stock 		Class N
Common Stock 		Class S-PR Common Stock Class K-PR Common Stock
Aggregate distributions declared per share $ - $ 1.2487 $ 1.2487 $ 1.2487 $ 1.2487 $ 1.2487 $ 1.2487 $ 0.5550 $ 0.5550
Stockholder servicing fee per share(1)
- (0.1153) (0.1246) (0.0383) - - - - -
Net distributions declared per share $ - $ 1.1334 $ 1.1241 $ 1.2104 $ 1.2487 $ 1.2487 $ 1.2487 $ 0.5550 $ 0.5550
Nine Months Ended September 30, 2024
Series A
Preferred Stock 		Class T
Common Stock 		Class S
Common Stock 		Class D
Common Stock 		Class I
Common Stock 		Class E
Common Stock 		Class N
Common Stock 		Class S-PR Common Stock Class K-PR Common Stock
Aggregate distributions declared per share $ 31.2500 $ 1.2507 $ 1.2507 $ 1.2507 $ 1.2507 $ 1.2507 $ 1.2507 $ - $ -
Stockholder servicing fee per share(1)
- (0.0774) (0.0806) (0.0310) - - - - -
Net distributions declared per share $ 31.2500 $ 1.1733 $ 1.1701 $ 1.2197 $ 1.2507 $ 1.2507 $ 1.2507 $ - $ -
(1)See Note 18 - "Related Party Transactions" for a discussion of our stockholder servicing fee.
Distribution Reinvestment Plan
We have adopted a distribution reinvestment plan whereby stockholders will have their cash distributions automatically reinvested in additional shares of common stock unless they elect to receive their distributions in cash. The per share purchase price for shares purchased (including fractional shares) under the distribution reinvestment plan is equal to the transaction price at the time the distribution is payable.
Share Repurchase Plan
We have adopted a share repurchase plan. On a monthly basis, our stockholders may request that we repurchase all or any portion of their shares. We may choose, in our discretion, to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any month, subject to limitations in the share repurchase plan. For the three and nine months ended September 30, 2025, we repurchased 253,751 and 833,185 shares of common stock for $6.6 million and $22.0 million, respectively, and fulfilled all repurchase requests that were made. For the three and nine months ended September 30, 2024, we repurchased 257,652 and 778,489 shares of common stock for $7.1 million and $21.8 million, respectively, and fulfilled all repurchase requests that were made.
Share-Based Compensation Plan
During the three and nine months ended September 30, 2025, we awarded independent members of our board of directors 787 restricted shares of Class E common stock under the terms of our 2019 Equity Incentive Plan (the "Incentive Plan"). The restricted shares vest on the first anniversary of the grant date unless forfeited prior to such date, subject to certain conditions that accelerate vesting. We did not award any restricted shares of Class E common stock during the three and nine months ended September 30, 2024. For the three and nine months ended September 30, 2025, we recognized approximately $51,000 and $0.2 million, respectively, of compensation expense. For three and nine months ended September 30, 2024, we recognized approximately $19,000 and $57,000, respectively, of compensation expense. As of September 30, 2025, we had 175,721 shares of common stock available for future issuance under the Incentive Plan, respectively.
24

14.Earnings (Loss) Per Share
The following table summarizes our earnings (loss) per share for the three and nine months ended September 30, 2025 and 2024:
For the Three Months Ended September 30, For the Nine Months Ended September 30,
in thousands, except per share amount 2025 2024 2025 2024
Net income (loss) available to common stockholders $ (1,457) $ (3,460) $ (7,941) $ (3,724)
Weighted average common shares outstanding 22,941,347 22,352,693 22,837,463 22,028,519
Effect of dilutive restricted stock awards - - - -
Diluted weighted average common shares outstanding 22,941,347 22,352,693 22,837,463 22,028,519
Earnings (loss) per share:
Basic $ (0.06) $ (0.15) $ (0.35) $ (0.17)
Diluted $ (0.06) $ (0.15) $ (0.35) $ (0.17)
15.Fair Value Measurements
A three-level valuation hierarchy exists for disclosure of fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions. The three levels are defined as follows:
Level 1 - quoted prices are available in active markets for identical investments as of the measurement date. We do not adjust the quoted price for these investments.
Level 2 - quoted prices are available in markets that are not active or model inputs are based on inputs that are either directly or indirectly observable as of the measurement date.
Level 3 - pricing inputs are unobservable and include instances where there is minimal, if any, market activity for the investment. These inputs require significant judgment or estimation by management or third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed.
Certain investments that are measured at fair value using NAV per share as a practical expedient are not required to be categorized in the fair value hierarchy tables. The total fair value of these investments is included in the tables below to permit reconciliation of the fair value hierarchy to amounts presented on our condensed consolidated balance sheets. As of September 30, 2025 and December 31, 2024, none of these investments were expected to be sold at a value materially different than NAV.
25

Valuation of Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table details our financial instruments measured at fair value on a recurring basis:
September 30, 2025
Fair Value Measurements Using:
in thousands Level 1 Level 2 Level 3 NAV as a Practical Expedient Total at Fair Value
Assets:
Investments in real estate-related securities $ 2,048 $ 40,739 $ - $ - $ 42,787
Investment in commercial loan - - 12,213 - 12,213
Investment in affiliated fund - - - 13,224 13,224
Interest rate swap - 554 - - 554
Total assets $ 2,048 $ 41,293 $ 12,213 $ 13,224 $ 68,778
Liabilities:
Interest rate swaps $ - $ 493 $ - $ - $ 493
Total liabilities $ - $ 493 $ - $ - $ 493
December 31, 2024
Fair Value Measurements Using:
in thousands Level 1 Level 2 Level 3 NAV as a Practical Expedient Total at Fair Value
Assets:
Investments in real estate-related securities $ 5,600 $ 50,872 $ - $ - $ 56,472
Investment in commercial loan - - 12,996 - 12,996
Investment in affiliated fund - - - 21,342 21,342
Interest rate caps - 237 - - 237
Interest rate swap - 1,496 - - 1,496
Total assets $ 5,600 $ 52,605 $ 12,996 $ 21,342 $ 92,543
The following table details our investment in commercial loan measured at fair value on a recurring basis using Level 3 inputs:
in thousands Investment in Commercial Loan
Balance as of December 31, 2024 $ 12,996
Unrealized gain (loss) (22)
Loan repayment (761)
Balance as of September 30, 2025 $ 12,213
The following table shows the significant unobservable inputs related to the Level 3 fair value measurement of our investment in commercial loan as of September 30, 2025.
Weighted Average Rate
Type Asset Class Valuation Technique Unobservable Input September 30, 2025 December 31, 2024
Commercial loan Industrial Discounted cash flow Discount rate 8.75% 8.75%
The discount rate above is subject to change based on changes in economic and market conditions both current and anticipated, in addition to changes in use or timing of exit if applicable. These rates are also based on the location, type and nature of each property and related industry publications. Changes in discount rates result in increases or decreases in the fair values of these investments. The discount rates encompass, among other things, uncertainties in the valuation models with respect to terminal capitalization rates and the amount and timing of cash flows. It is not possible for us to predict the effect of future economic or market conditions based on our estimated fair values.
26

Valuation of Liabilities Not Carried at Fair Value
The following table presents the principal balance and estimated fair value of our liabilities that are not carried at fair value on the condensed consolidated balance sheets:
September 30, 2025 December 31, 2024
in thousands Principal Balance Estimated Fair Value Principal Balance Estimated Fair Value
Revolving credit facility $ 25,000 $ 25,000 $ - $ -
Mortgage notes payable 235,318 234,288 286,601 283,937
Total $ 260,318 $ 259,288 $ 286,601 $ 283,937

Valuation of Assets Measured at Fair Value on a Nonrecurring Basis
Our real estate investments are not measured at fair value on an ongoing basis but are subject to fair value adjustments when there is evidence of impairment. We review our real estate investments for impairment each quarter or when there is an event or change in circumstances that could indicate the carrying amount of these investments may not be recoverable.
During the three and nine months ended September 30, 2025 and 2024, we did not recognize any impairment losses on our real estate investments.
16.Variable Interest Entities
Consolidated Variable Interest Entities
Included within our condensed consolidated financial statements as of September 30, 2025 and December 31, 2024 are five consolidated entities and one consolidated entity, respectively, that are VIEs for which we are the primary beneficiary. These entities were established to own and operate real estate property. Our involvement with these entities is through majority ownership and management of the property. The entities were deemed VIEs primarily because the unrelated investors do not have substantive kick-out rights to remove the managing partner by a vote of a simple majority or less and they do not have substantive participating rights. We determined that we are the primary beneficiary as (1) we have the power to direct activities of the VIEs that most significantly impact the VIEs economic performance and (2) we have the obligation to absorb losses or the right to receive benefits of the VIEs that could potentially be significant to the VIEs through our variable interests.
The majority of the operations of these VIEs are funded with cash flows generated from the properties. We have not provided financial support to these VIEs that we were not previously contractually required to provide, which consists primarily of funding expenses that are deemed necessary to continue to operate the entities and any operating cash shortfalls that the entities may experience.
In addition, included within our condensed consolidated financial statements as of September 30, 2025 and December 31, 2024 are four consolidated entities and two consolidated entities, respectively, that are VIEs that were established in connection with our DST Program. See additional information on the DST Program in Note 17 - "DST Program." Our involvement with these entities is through our majority ownership and master lease agreements between the VIEs and the Company. These entities are deemed VIEs primarily because any equity ownership in the entities does not provide the equity owners voting rights. We determined that we are the primary beneficiary as (1) the VIEs have limited ongoing significant activities and the Company is responsible for the key decisions of the VIEs that were made at formation and has the power to direct the remaining activities of the VIEs such as the ability to exercise a fair market value purchase option and (2) the Company has the obligation to absorb losses or the right to receive benefits of the VIEs that could potentially be significant to the VIEs through the Company's variable interests.
The majority of the operations of the VIE are funded with cash flows from the master lease between the VIE and a wholly-owned subsidiary of the Operating Partnership. We have not provided any financial support to the VIE other than the interests described in Note 17 - "DST Program."
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The table below summarizes the consolidated VIEs and the classification of the restricted assets and non-recourse VIE liabilities on our condensed consolidated balance sheets:
in thousands September 30, 2025 December 31, 2024
Total number of consolidated VIEs 9 3
Restricted assets:
Investments in real estate, net $ 452,716 $ 155,313
Cash and cash equivalents 5,782 2,254
Intangible assets, net 18,272 7,025
Other assets 2,095 1,108
Total restricted assets $ 478,865 $ 165,700
VIE non-recourse liabilities:
Mortgages payable, net $ 83,843 $ -
Financing obligation, net 53,985 -
Accounts payable, accrued expenses, and other liabilities 7,793 4,147
Total VIE non-recourse liabilities: $ 145,621 $ 4,147
Unconsolidated Variable Interest Entities
The table below summarizes the unconsolidated VIEs on our condensed consolidated balance sheets:
in thousands September 30, 2025
Investments in Unconsolidated Entities Carrying Amount Maximum Risk of Loss
Ownership Percentage(1)
San Simeon Preferred Equity $ 29,750 $ 24,400 - %
Retail GP Fund 16,469 22,200
4.5% to 9.0%
Homestead 216 2,700 50.0%
Total unconsolidated variable interest entities $ 46,435 $ 49,300
in thousands December 31, 2024
Investments in Unconsolidated Entities Carrying Amount Maximum Risk of Loss
Ownership Percentage(1)
San Simeon Preferred Equity $ 28,693 $ 24,400 - %
Retail GP Fund 22,019 22,200
4.5% to 9.0%
Homestead 94 2,700 50.0%
Total unconsolidated variable interest entities $ 50,806 $ 49,300
(1)Ownership percentage represents our entitlement to residual distributions after payments of priority returns, where applicable. Preferred equity investment ownership percentages are not presented.
We have concluded that these investments are VIEs primarily because the equity investors at risk lack the ability to make decisions that significantly impact the economic performance of the entities. We have determined that we are not the primary beneficiary because we either do not have the power or share the power to direct the activities of the VIEs that most significantly impact the VIEs' economic performance. We have not provided financial support to the VIEs that we were not previously contractually required to provide.
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17.DST Program

In February 2023, we, through our Operating Partnership, initiated the DST Program to issue and sell up to a maximum aggregate offering amount of $3.0 billion of beneficial interests in specific DSTs holding the DST Properties. Under the DST Program, each DST Property may be sourced from our real properties or from third parties, will be held in a separate DST, and will be leased by a wholly-owned subsidiary of the Operating Partnership in accordance with a master lease agreement. Each master lease agreement is guaranteed by the Operating Partnership, which has a fair market value purchase option (the "FMV Option") giving it the right, but not the obligation, to acquire the interests in the applicable DST from the investors any time after two years from the closing of the applicable DST offering in exchange for units of the Operating Partnership ("OP Units") or cash, at our sole discretion. After a one-year holding period, investors who receive OP Units under the FMV Option generally have the right to cause the Operating Partnership to redeem all or a portion of their OP Units for, at our sole discretion, shares of common stock, cash, or a combination of both.

The sale of beneficial interests in the DST are accounted for as sales of equity interests. As of September 30, 2025 and December 31, 2024, we have raised $165.4 million and $46.5 million net proceeds, respectively, related to the DST Program which is included in non-controlling interests on our condensed consolidated balance sheets.

As of September 30, 2025, the following investments are included in our DST Program:
13034 Excelsior 5201 Industry
Bend Self-Storage Portfolio Clarksville Self-Storage Portfolio
River Road Storage South Loop Storage
University Parkway Storage Meridian Business 340
Capital Park 2919 3101 Agler

Under the master lease, we are responsible for subleasing the DST Properties to tenants and for covering all costs associated with operating the underlying DST Properties. The rental revenues and property operating expenses associated with the underlying property are included in the respective line items on our condensed consolidated statements of operations. The net amount we receive from the underlying DST Properties may be more or less than the amount we pay to the investors in the relevant DST and could fluctuate over time.
18.Related Party Transactions
Due to Affiliates
The following table details the components of due to affiliates:
in thousands September 30, 2025 December 31, 2024
Advanced organization and offering expenses $ 6,789 $ 6,789
Advanced operating expenses 5,386 5,386
Accrued reimbursable organization and offering expenses(1)
3,197 1,403
Accrued stockholder servicing fee 2,567 2,506
Accrued reimbursable operating expenses(1)
2,514 4,898
Distributions payable 2,472 2,511
Accrued management fee 528 375
Accrued affiliate service provider expenses - 92
Total $ 23,453 $ 23,960
(1)We reimburse the Adviser on a quarterly basis for all accrued operating expenses incurred subsequent to December 31, 2021 and accrued organization and offering expenses incurred subsequent to December 31, 2022. Please refer to the 'Accrued Reimbursable Operating, Organization and Offering Expenses' section below for further details.
Management Fee and Performance Participation Interest
We are externally managed by the Adviser, a registered investment adviser and an indirect, wholly-owned subsidiary of Invesco. The Adviser is at all times subject to the supervision and oversight of our board of directors and has only such functions and authority as we delegate to it.
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We pay the Adviser a management fee equal to 1.0% of NAV for Class T shares, Class S shares, Class D shares, Class I shares, Class S-PR shares and Class K-PR shares per annum calculated and payable monthly. In addition, we will pay the Adviser 1.0% per annum payable monthly of the total consideration received by us for selling interests in the DST Program to third-party investors, which will be allocated among all classes of common stock based on each class's relative percentage of aggregate NAV. We will also pay the Adviser a management fee equal to 1.0% of NAV for INREIT OP Class T, Class S, Class S-1, Class S-2, Class D, Class D-2, Class I, Class S-PR, Class S-PR1, Class S-PR2 and Class K-PR units not held by us or the Adviser per annum. We will not pay a management fee on the Class E shares or INREIT OP Class E units. Commencing on January 16, 2030, we will pay the Adviser a management fee equal to 1.0% of NAV for Class N shares and INREIT OP Class N units not held by us or the Adviser per annum. The value of our investment in Invesco Commercial Mortgage Income - U.S. Fund, L.P. ("CMI"), an affiliate of Invesco managed by our Adviser, is excluded from NAV for purposes of calculating the management fee. The Adviser may elect to receive its management fee in cash, shares of our Class I common stock, shares of our Class E common stock, INREIT OP Class I units or INREIT OP Class E units. During the three and nine months ended September 30, 2025, we incurred management fees of $0.8 million and $2.1 million, respectively. During the three and nine months ended September 30, 2024, we incurred management fees of $0.5 million and $1.5 million, respectively. The unpaid portion of these fees are accrued as a component of due to affiliates on our condensed consolidated balance sheets. As of September 30, 2025 and December 31, 2024, we accrued $0.5 million and $0.4 million, respectively, of management fees. During the three and nine months ended September 30, 2025, we issued 25,908 and 68,254 Class E shares, respectively, as payment for the management fees earned. During the three and nine months ended September 30, 2024, we issued 17,341 and 48,992 Class E shares, respectively, as payment for the management fees earned. The shares issued to the Adviser for payment of the management fee were issued at the applicable NAV per share at the end of each month for which the fee was earned. During the three and nine months ended September 30, 2025, the Adviser submitted 17,336 and 45,401 Class E shares for repurchase by the Company, for a total repurchase amount of $0.5 million and $1.3 million, respectively. During the three and nine months ended September 30, 2024, the Adviser submitted 13,853 and 30,774 Class E shares for repurchase by the Company, for a total repurchase amount of $0.4 million and $0.9 million, respectively.
The Special Limited Partner holds a performance participation interest in INREIT OP that entitles it to receive an allocation from INREIT OP equal to (1) with respect to all INREIT OP units other than Class N units and Class E units, 12.5% of the Total Return, subject to a 6.0% Hurdle Amount and a High Water Mark, with a Catch-Up (each such term as defined in the limited partnership agreement of INREIT OP), and (2) with respect to Class N units, 10.0% of the Class N Total Return, subject to a 7.0% Class N Hurdle Amount and a Class N High Water Mark, with a Catch-Up (each such term as defined in the limited partnership agreement of INREIT OP). The performance participation interest started to accrue in June 2025 and is calculated and payable on an annual basis. As the hurdles were no longer met as of September 30, 2025, we released the performance participation interest accrual. For the three and nine months ended September 30, 2025, the Special Limited Partner did not earn a performance participation interest. For the three and nine months ended September 30, 2024, the Special Limited Partner did not earn a performance participation interest. The Special Limited Partner may elect to receive payment of the performance participation interest in cash, INREIT OP Class I units or INREIT OP Class E units. During the three and nine months ended September 30, 2025, the Special Limited Partner submitted 10,172 and 71,205 Class E units for repurchase by the Company, for a total repurchase amount of $0.3 million and $2.0 million, respectively. As of September 30, 2025 all Class E units have been repurchased by the Special Limited Partner. During the three and nine months ended September 30, 2024, the Special Limited Partner submitted 30,005 and 87,970 Class E units for repurchase by the Company, for a total repurchase amount of $0.9 million and $2.6 million, respectively.
Reimbursement of Expenses Incurred by Adviser
During the three and nine months ended September 30, 2025, we incurred $0.3 million and $1.0 million, respectively, for expenses incurred by the Adviser on our behalf. During the three and nine months ended September 30, 2024, we incurred $0.2 million and $0.8 million, respectively, for expenses incurred by the Adviser on our behalf.



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Stockholder Servicing Fees and Other Selling Commissions
Invesco Distributors, Inc. ("the Dealer Manager") is a registered broker-dealer affiliated with the Adviser and is entitled to receive selling commissions, dealer manager fees and stockholder servicing fees for Class T, Class S and Class D shares sold in the Offering. The Dealer Manager reallows (pays) all or a portion of the stockholder servicing fees to participating broker-dealers and servicing broker-dealers for ongoing stockholder services performed by such broker-dealers and will waive stockholder servicing fees to the extent a broker-dealer is not eligible to receive it for failure to provide such services.
We accrue the full amount of stockholder servicing fees payable as an offering cost at the time each Class T, Class S and Class D share is sold during the Offering. As of September 30, 2025 and December 31, 2024, we have paid $0.2 million and $0.3 million, respectively, of commissions, dealer manager fees and stockholder servicing fees with respect to the outstanding Class T, Class S and Class D shares.
The following table presents the upfront selling commissions and dealer manager fees for each class of shares sold in the Offering and the stockholder servicing fee per annum based on the aggregate outstanding NAV:
Class T
Shares 		Class S
Shares 		Class D
Shares 		Class I
Shares 		Class E
Shares
Maximum Upfront Selling Commissions
(% of Transaction Price)
up to 3.0%(1)
up to 3.5%
up to 1.5%
- -
Maximum Upfront Dealer Manager Fees
(% of Transaction Price)
0.5%(1)
- - - -
Stockholder Servicing Fee
(% of NAV)
0.85%(2)
0.85% 0.25% - -
(1)For Class T shares sold in the Offering (other than as part of our distribution reinvestment plan), investors will pay upfront selling commissions of up to 3.0% of the transaction price and upfront dealer manager fees of 0.5% of the transaction price, however such amounts may vary at certain participating broker-dealers, provided that the sum will not exceed 3.5% of the transaction price.
(2)Consists of a representative stockholder servicing fee (0.65% per annum) and a dealer stockholder servicing fee (0.20% per annum).
We will cease paying the stockholder servicing fee with respect to any Class T share, Class S share or Class D share held in a stockholder's account at the end of the month in which the Dealer Manager, in conjunction with the transfer agent, determines that total upfront selling commissions, dealer manager fees and stockholder servicing fees paid with respect to the shares held by such stockholder within such account would exceed, in the aggregate, 8.75% (or, in the case of Class T shares sold through certain participating broker-dealers, a lower limit as set forth in the applicable agreement between the Dealer Manager and a participating broker-dealer at the time such Class T shares were issued) of the gross proceeds from the sale of such shares (including the gross proceeds of any shares issued under our distribution reinvestment plan upon the reinvestment of distributions paid with respect thereto or with respect to any shares issued under our distribution reinvestment plan directly or indirectly attributable to such shares). At the end of such month, each such Class T share, Class S share or Class D share will convert into a number of Class I shares (including any fractional shares), with an equivalent aggregate NAV as such share.
DST Program Fees and Expenses
Invesco Distributors, Inc. serves as the dealer manager for the DST Program. We pay the DST dealer manager upfront selling commissions of up to 5.0% of Interests sold, upfront dealer manager fees of up to 1.0% of Interests sold and placement fees of up to 1.0% of the Interests sold, some or all of which may be waived or reallowed to participating broker-dealers. For the three and nine months ended September 30, 2025, we incurred upfront selling commissions, upfront dealer manager and placement fees of $0.7 million and $1.6 million, respectively. For the three and nine months ended September 30, 2024, we incurred upfront selling commissions, upfront dealer manager and placement fees of $0.1 million and $0.2 million, respectively.
The DST dealer manager also receives an investor servicing fee equal to 0.25% per annum of Interests sold, net of upfront fees and reimbursements, some or all of which may be waived or reallowed to participating broker-dealers. For the three and nine months ended September 30, 2025, the expense incurred for investor servicing fees was $0.1 million and $0.2 million, respectively. For the three and nine months ended September 30, 2024, the expense incurred for investor servicing fees was approximately $10,000 and $31,000, respectively.
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Invesco DST Manager LLC, a subsidiary of the Adviser, is paid a management fee equal to 0.15% per annum of Interests sold, net of upfront fees and reimbursements, to serve as manager and signatory trustee of the DSTs. For the three and nine months ended September 30, 2025, the expense incurred for management fees was approximately $47,000 and $0.1 million, respectively. For the three and nine months ended September 30, 2024, the expense incurred for management fees was approximately $6,000 and $19,000, respectively.
For the first DST Offering, an affiliate of Invesco received an organizational and offering expense reimbursement from the beneficial owners of 0.5% of Interests sold. The first DST Offering closed in December 2024. As such, we did not incur any organizational and offering expense reimbursement fees for the three and nine months ended September 30, 2025. For the three and nine months ended September 30, 2024, we incurred organizational and offering expense reimbursement fees of approximately $31,000 and $0.1 million, respectively. For the second and third DST Offering, our Operating Partnership receives an organizational and offering expense reimbursement from the beneficial owners of 0.5% of Interests sold. For the three and nine months ended September 30, 2025, we recorded income from organizational and offering expense reimbursement of $0.3 million and $0.6 million, respectively, recorded as a component of other revenue on our condensed consolidated statement of operations. The second and third DST Offering did not commence until October 2024 and April 2025, respectively, therefore, we did not record any income from organizational and offering expense reimbursement for the three and nine months ended September 30, 2024.
Our Operating Partnership generally receives a closing cost reimbursement from the beneficial owners equal to 0.5% of Interests sold. For the three and nine months ended September 30, 2025, we recorded income from closing cost reimbursements of $0.3 million and $0.6 million, respectively, recorded as a component of other revenue on our condensed consolidated statement of operations. For the three and nine months ended September 30, 2024, we recorded income from closing cost reimbursements of approximately $31,000 and $0.1 million, respectively, recorded as a component of other revenue on our condensed consolidated statement of operations.
See additional information on the DST Program in Note 17 - "DST Program."
Related Party Share Ownership
The table below shows the amount of shares and the total purchase price of those shares held by affiliates as of September 30, 2025 and December 31, 2024, excluding the Class E Shares issued for payment of the management fee held by the Adviser as described above.
September 30, 2025
in thousands, except share amounts Class T
Shares 		Class S
Shares 		Class D
Shares 		Class I
Shares 		Class E
Shares 		Class N
Shares 		Class S-PR Shares Class K-PR Shares Total Purchase Price
MassMutual - - - - - 15,028,719 - - $ 441,750
Invesco Global Property Plus Fund
- - - 147,960 834,416 - - - 29,500
Invesco Realty, Inc. 90 91 91 - - - 878,895 439,448 39,016
Members of our board of directors and employees of our Adviser(1)
- - - - 126,981 - - - 3,540
Total 90 91 91 147,960 961,397 15,028,719 878,895 439,448 $ 513,806
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December 31, 2024
in thousands, except share amounts Class T
Shares 		Class S
Shares 		Class D
Shares 		Class I
Shares 		Class E
Shares 		Class N
Shares 		Class S-PR Shares Class K-PR Shares Total Purchase Price
MassMutual - - - - - 14,466,761 - - $ 426,204
Invesco Global Property Plus Fund
- - - 790,720 834,415 - - - 46,500
Invesco Realty, Inc. 351,856 351,856 351,856 311,283 - - - - 39,016
Members of our board of directors and employees of our Adviser(1)
- - - - 125,600 - - - 3,479
Total 351,856 351,856 351,856 1,102,003 960,015 14,466,761 - - $ 515,199
(1)Members of our board of directors and employees of our Adviser are made up of officers of the Company or employees who serve on the Company's steering committee. This includes stock awards issued to members of our board of directors under our Share-Based Compensation Plan. Total Purchase Price for stock awards issued under our Share-Based Compensation Plan represents the value of shares issued as equity compensation.
Advanced Operating Expenses
The Adviser advanced all of our operating expenses on our behalf through December 31, 2021. Beginning January 2022 and ceasing September 2022, we began ratably reimbursing the Adviser over 60 months for the operating expenses incurred prior to December 31, 2021 and will recommence reimbursements to the Adviser following the earlier of (1) the date that our NAV reaches $1.0 billion and (2) December 31, 2027. As of September 30, 2025 and December 31, 2024, we have $5.4 million due to the Adviser for advanced operating expenses that are recorded as a component of due to affiliates on our condensed consolidated balance sheets.
Advanced Organization and Offering Expenses
The Adviser advanced all of our organization and offering expenses (other than upfront selling commissions, dealer manager fees, and ongoing stockholder servicing fees) incurred through December 31, 2022. We will begin reimbursing the Adviser for advanced organization and offering expenses upon the earlier of (1) the date that our NAV reaches $1.0 billion and (2) December 31, 2027. We will reimburse the Adviser for all of our advanced expenses ratably over 60 months following such date. As of September 30, 2025 and December 31, 2024, we have $6.8 million due to the Adviser for advanced organization and offering expenses that are recorded as a component of due to affiliates on our condensed consolidated balance sheets.
Accrued Reimbursable Operating, Organization and Offering Expenses

In January 2022, we began reimbursing the Adviser on a quarterly basis for operating expenses incurred subsequent to December 31, 2021. As of September 30, 2025 and December 31, 2024, we have $2.5 million and $4.9 million, respectively, due to the Adviser for operating expenses. The amount due to the Adviser is recorded as a component of due to affiliates on our condensed consolidated balance sheets.

In January 2023, we began reimbursing the Adviser on a quarterly basis for organizational and offering expenses incurred subsequent to December 31, 2022. As of September 30, 2025 and December 31, 2024, we have $3.2 million and $1.4 million, respectively, due to the Adviser for organization and offering expenses that are recorded as a component of due to affiliates on our condensed consolidated balance sheets.

On September 30, 2025, the Adviser agreed to reimburse us $1.1 million for operating expenses incurred by us for third-party support for our DST Program. We recorded this as a reduction of general and administrative expenses on our condensed consolidated statements of operations and due to affiliates on our condensed consolidated balance sheets.

Operating Expenses Reimbursement
Under our charter, we may reimburse the Adviser, at the end of each fiscal quarter, for total operating expenses paid by the Adviser. However, we may not reimburse the Adviser at the end of any fiscal quarter for total operating expenses (as defined in our charter) that, in the four consecutive fiscal quarters then ended, exceed the greater of 2% of average invested assets or 25% of net income determined without reduction for any additions to reserves for depreciation, bad debts or other similar non-cash reserves and excluding any gain from the sale of our assets for that period (the "2%/25% Guidelines").
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We may reimburse the Adviser for expenses in excess of the 2%/25% Guidelines if a majority of our independent directors determines that such excess expenses (an "Excess Amount") are justified based on unusual and non-recurring factors. Operating expenses for the four consecutive fiscal quarters ended September 30, 2025 did not exceed the charter-imposed limitation.
Accrued Affiliate Service Provider Expenses
The Company has engaged and expects to continue to engage Pine Tree Commercial Realty, LLC ("Pine Tree"), a wholly owned subsidiary of PTCR Holdco, LLC, in which we have a preferred equity investment, to provide property management services (including leasing, revenue management, accounting, legal and contract management, expense management and capital expenditure project services) for Cortlandt Crossing. The cost for such services is a percentage of the gross receipts and project costs, respectively.
During the three and nine months ended September 30, 2025, we incurred approximately $41,000 and $0.1 million, respectively, of expenses due to Pine Tree for services in connection with the property management of Cortlandt Crossing. During the three and nine months ended September 30, 2024, we incurred approximately $44,000 and $0.1 million, respectively, of expenses due to Pine Tree for services in connection with the property management of Cortlandt Crossing. All property management fees paid to Pine Tree are included in rental property operating expenses on our condensed consolidated statements of operations.
Co-Investments with Affiliated Products
We formed a joint venture with Invesco U.S. Income Fund L.P., an affiliate of Invesco, to acquire an 85% interest in the Sunbelt Medical Office Portfolio. We and Invesco U.S. Income Fund L.P. each hold a 50% interest in the joint venture.
We hold a 50% ownership interest in a real estate operating company focused on the aggregation and asset management of manufactured housing through Homestead Communities, LLC. Invesco U.S. Income Fund L.P. owns the remaining 50% ownership interest.
See additional discussion in Note 4 - "Investments in Unconsolidated Entities."
We hold our interest in Everly Roseland through a 60% consolidated ownership interest in Everly Roseland Co-Invest, a co-investment between INREIT OP and Invesco Real Estate Atlas US Everly LLC, an affiliate of Invesco and a majority owned subsidiary of Invesco Global Property Plus Fund ("IGP+"). The Everly Roseland Co-Invest holds a 95% consolidated ownership interest in a joint venture with a third-party.
Investment in Affiliated Fund
As of September 30, 2025, we have an investment of $13.2 million in CMI, an affiliate of Invesco managed by our Adviser. CMI invests primarily in mortgage loans that are collateralized by commercial and residential real estate throughout the United States.
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Captive Insurance Program
In March 2024, the Adviser established a captive insurance program to provide a portion of the "all risk property insurance" for real estate properties managed by the Adviser and its affiliates in the United States, including the properties owned by us. In connection with our participation in the captive insurance program, we or our property-owning subsidiaries will be a member of a Vermont mutual insurance company (the "Mutual Insurance Company") formed by the Adviser. We are required to pay to the Mutual Insurance Company our pro rata share of the premium for this first loss retention insurance. The Adviser's affiliated Vermont insurance company, IRE Core Insurance Services LLC, provides certain administrative services for the Mutual Insurance Company and is entitled to reimbursement from the Mutual Insurance Company (and thus, indirectly, from us and other participants) for such services at cost. In addition, the Mutual Insurance Company will reimburse IRE Core Insurance Services LLC for the fees and costs of certain third-party service providers retained in connection with such administrative services. For the three and nine months ended September 30, 2025, we incurred $0.1 million and $0.4 million, respectively, for our wholly owned properties and approximately $33,000 and $0.1 million, respectively, for our properties held through joint ventures related to the captive insurance program which are recorded as a component of rental property operating expenses and income (loss) from unconsolidated entities, net, respectively, on our condensed consolidated statement of operations. For the three and nine months ended September 30, 2024, we incurred $0.1 million and $0.2 million, respectively, for our wholly owned properties and approximately $29,000 and $0.1 million, respectively, for our properties held through joint ventures related to the captive insurance program which are recorded as a component of rental property operating expenses and income (loss) from unconsolidated entities, net, respectively, on our condensed consolidated statement of operations.
Adviser Capital Markets Service
We entered into a Financing Introduction Agreement, dated July 21, 2025, with the Adviser pursuant to which we pay the Adviser a fee to provide financing arrangement services upon the closing of mortgage financing on our assets. During the three months ended September 30, 2025, we paid the Adviser a fee of $0.1 million for such services.
As the mortgage refinance transaction related to the Sunbelt Medical Office Portfolio is held in the Invesco JV, the total fee of $0.2 million was paid pro rata with U.S. Income Fund L.P. based on our respective ownership interest.
Other
As of September 30, 2025, we have an outstanding commitment of $30.0 million from Invesco Realty, Inc. that collateralizes our Revolving Credit Facility. On July 25, 2025, the commitment was reduced by $35.0 million from $65.0 million pursuant to and in accordance with the terms of the amended Revolving Credit Facility. We may be required to call capital under this commitment to repay outstanding obligations under our Revolving Credit Facility in the event of default, however this commitment is not available to fund our operating or investing activities. As of September 30, 2025, we have not called any of the commitment.
MassMutual, an affiliate of Invesco, is the sole holder of our Class N redeemable common stock. See additional information on MassMutual's investment in the Company in Note 12 - "Redeemable Equity Instruments."
19.Commitments and Contingencies
Commitments and contingencies may arise in the ordinary course of business. As of September 30, 2025, we have no material off-balance sheet commitments and contingencies.
From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. As of September 30, 2025, we were not subject to any material litigation or aware of any pending or threatened material litigation.
20.Tenant Leases
Our real estate properties are leased to tenants under operating lease agreements that expire on various dates. Our tenants have the option to extend or terminate certain leases at their discretion and also have termination options that may result in additional fees due to the Company.
We recognize rental revenue on a straight-line basis over the life of the lease, including any rent steps or abatement provisions. Our tenant leases do not have material residual value guarantees or material restrictive covenants.
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The following table details the components of operating lease income:
Three Months Ended September 30, Nine Months Ended September 30,
in thousands 2025 2024 2025 2024
Fixed lease payments $ 13,321 $ 13,271 $ 38,809 $ 39,155
Variable lease payments 2,351 1,423 6,279 4,591
Rental revenue $ 15,672 $ 14,694 $ 45,088 $ 43,746
Aggregate minimum annual rentals for our consolidated real estate investments through the non-cancelable lease term are as follows:
in thousands Future Minimum
Year
Rents(1)
2025 (remainder) $ 5,472
2026 21,368
2027 18,802
2028 17,031
2029 14,337
2030 12,310
Thereafter 52,624
Total $ 141,944
(1)Includes leases for our industrial, office and retail properties which typically have long-term leases over multiple years. All other properties issue short term-leases which have no contractual obligations for future years.
Certain leases provide for additional rental amounts based upon the recovery of actual operating expenses in excess of specified base amounts or contractual increases as defined in the lease agreement. These contractual contingent rentals are not included in the table above.
21.Segment Reporting
As of September 30, 2025, we operated in nine reportable segments: healthcare, office, industrial, self-storage, multifamily, student housing, grocery-anchored retail, real estate debt and real estate-related securities. Real estate debt includes an originated commercial loan, the preferred equity investment in San Simeon Preferred Equity and our investment in an affiliated debt fund. We allocate resources and evaluate results based on the performance of each segment individually.
Our chief operating decision maker ("CODM") for each segment is a group comprised of the Company's Chief Executive Officer, President and Chief Financial Officer. The CODM is responsible for making investments in properties, real estate ventures and real-estate related securities and reviews the financial reports for each real estate sector and investment on a regular basis. The financial reports for each segment and investment are reviewed based on net operating income, a cash flow measure of operating performance that includes real estate revenue, income from commercial loans, rental property operating expenses, the net of revenues and rental property operating expenses of unconsolidated entities excluding depreciation and amortization, income from our investment in an affiliated fund and income from our real estate-related securities on a regular basis. Therefore, net operating income is the key performance metric that is used to make investment decisions and captures the unique operating characteristics of each segment.
The segment expenses regularly provided to the CODM that are used to manage our real estate segment operations are rental property operating expenses. Rental property operating expenses include real estate taxes, property insurance, repairs and maintenance, property management fees, utilities and other costs associated with owning real estate.
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The following table summarizes our total assets by segment:
in thousands September 30, 2025 December 31, 2024
Healthcare $ 60,335 $ 64,292
Office 28,243 29,270
Industrial 284,558 216,473
Self-Storage 70,940 71,242
Multifamily 229,855 193,547
Student Housing 149,819 151,382
Grocery-Anchored Retail 61,421 62,843
Real Estate Debt 55,250 63,161
Real Estate-Related Securities 44,587 56,472
Corporate and Other 84,545 74,397
Total assets $ 1,069,553 $ 983,079

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The following table summarizes our financial results by segment for the three months ended September 30, 2025:
in thousands Healthcare Office Industrial Self-Storage Multifamily Student Housing Grocery-Anchored Retail Real Estate Debt Real Estate-Related Securities Corporate and Other Total
Revenues:
Rental revenue $ - $ 732 $ 4,047 $ 1,678 $ 4,283 $ 3,244 $ 1,414 $ - $ - $ 274 $ 15,672
Income from commercial loans - - - - - - - 391 - - 391
Other revenue - - 87 146 135 320 3 - - 524 1,215
Total revenues - 732 4,134 1,824 4,418 3,564 1,417 391 - 798 17,278
Expenses:
Rental property operating - 143 1,040 859 2,060 2,044 549 - - 141 6,836
Total expenses - 143 1,040 859 2,060 2,044 549 - - 141 6,836
Income (loss) from unconsolidated entities, net 360 - - - - - - 849 - 840 2,049
Income (loss) from investment in affiliated fund, net - - - - - - - 225 - - 225
Gain (loss) from real estate-related securities, net - - - - - - - - 976 - 976
Segment net operating income (loss) $ 360 $ 589 $ 3,094 $ 965 $ 2,358 $ 1,520 $ 868 $ 1,465 $ 976 $ 1,497 $ 13,692
Depreciation and amortization $ (1,506) $ (342) $ (2,352) $ (462) $ (1,769) $ (1,219) $ (521) $ - $ - $ (1,476) $ (9,647)
General and administrative (725)
Gain (loss) on derivative instruments, net 182
Unrealized gain (loss) on commercial loans 23
Interest income 607
Interest expense (4,254)
Management fee - related party (776)
Performance participation interest - related party 8
Other income (expense) (130)
Net income (loss) attributable to Invesco Real Estate Income Trust Inc. $ (1,020)
Net (income) loss attributable to non-controlling interests in consolidated joint ventures (437)
Net income (loss) attributable to common stockholders $ (1,457)


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The following table reconciles our segment income (loss) from unconsolidated entities to income (loss) from unconsolidated entities, net on our condensed consolidated statement of operations for the three months ended September 30, 2025:
in thousands
Segment income (loss) from unconsolidated entities $ 2,049
Depreciation and amortization attributable to unconsolidated entities (2,035)
Income (loss) from unconsolidated entities, net $ 14
The following table reconciles our segment depreciation and amortization to depreciation and amortization on our condensed consolidated statement of operations for the three months ended September 30, 2025:
in thousands
Segment depreciation and amortization $ (9,647)
Depreciation and amortization attributable to unconsolidated entities 2,035
Depreciation and amortization $ (7,612)
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The following table summarizes our financial results by segment for the three months ended September 30, 2024:
in thousands Healthcare Office Industrial Self-Storage Multifamily Student Housing Grocery-Anchored Retail Real Estate Debt Real Estate-Related Securities Corporate and Other Total
Revenues:
Rental revenue $ - $ 767 $ 2,141 $ 2,168 $ 2,973 $ 5,215 $ 1,430 $ - $ - $ - $ 14,694
Income from commercial loans - - - - - - - 1,012 - - 1,012
Other revenue - - 89 220 66 407 - - - 31 813
Total revenues - 767 2,230 2,388 3,039 5,622 1,430 1,012 - 31 16,519
Expenses:
Rental property operating - 148 1,158 544 1,219 2,906 470 - - 109 6,554
Total expenses - 148 1,158 544 1,219 2,906 470 - - 109 6,554
Income (loss) from unconsolidated entities, net 161 - - - - - - 797 - 844 1,802
Income (loss) from investment in affiliated fund, net - - - - - - - 200 - - 200
Gain (loss) from real estate-related securities, net - - - - - - - - 1,631 - 1,631
Segment net operating income (loss) $ 161 $ 619 $ 1,072 $ 1,844 $ 1,820 $ 2,716 $ 960 $ 2,009 $ 1,631 $ 766 $ 13,598
Depreciation and amortization $ (1,600) $ (194) $ (1,432) $ (640) $ (1,213) $ (1,736) $ (518) $ - $ - $ (1,154) $ (8,487)
General and administrative (2,180)
Gain (loss) on derivative instruments, net (1,382)
Unrealized gain (loss) on commercial loans 36
Interest income 484
Interest expense (6,196)
Management fee - related party (515)
Other income (expense) 180
Net income (loss) attributable to Invesco Real Estate Income Trust Inc. $ (4,462)
Net (income) loss attributable to non-controlling interests in consolidated joint ventures 987
Net (income) loss attributable to non-controlling interest in INREIT OP 15
Net income (loss) attributable to common stockholders $ (3,460)
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The following table reconciles our segment income (loss) from unconsolidated entities to income (loss) from unconsolidated entities, net on our condensed consolidated statement of operations for the three months ended September 30, 2024:
in thousands
Segment income (loss) from unconsolidated entities $ 1,802
Depreciation and amortization attributable to unconsolidated entities (2,754)
Income (loss) from unconsolidated entities, net $ (952)
The following table reconciles our segment depreciation and amortization to depreciation and amortization on our condensed consolidated statement of operations for the three months ended September 30, 2024:
in thousands
Segment depreciation and amortization $ (8,487)
Depreciation and amortization attributable to unconsolidated entities 2,754
Depreciation and amortization $ (5,733)

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The following table summarizes our financial results by segment for the nine months ended September 30, 2025:
in thousands Healthcare Office Industrial Self-Storage Multifamily Student Housing Grocery-Anchored Retail Real Estate Debt Real Estate-Related Securities Corporate and Other Total
Revenues:
Rental revenue $ - $ 2,194 $ 11,720 $ 4,877 $ 12,119 $ 9,545 $ 4,267 $ - $ - $ 366 $ 45,088
Income from commercial loans - - - - - - - 1,176 - - 1,176
Other revenue - - 261 449 358 904 4 - - 1,269 3,245
Total revenues - 2,194 11,981 5,326 12,477 10,449 4,271 1,176 - 1,635 49,509
Expenses:
Rental property operating - 437 3,585 2,470 5,989 5,001 1,553 - - 138 19,173
Total expenses - 437 3,585 2,470 5,989 5,001 1,553 - - 138 19,173
Income (loss) from unconsolidated entities, net 2,190 - - - - - - 2,494 - 2,747 7,431
Income (loss) from investment in affiliated fund, net - - - - - - - 922 - - 922
Gain (loss) from real estate-related securities, net - - - - - - - - 2,226 - 2,226
Segment net operating income (loss) $ 2,190 $ 1,757 $ 8,396 $ 2,856 $ 6,488 $ 5,448 $ 2,718 $ 4,592 $ 2,226 $ 4,244 $ 40,915
Depreciation and amortization $ (4,590) $ (1,025) $ (7,170) $ (1,380) $ (6,602) $ (3,625) $ (1,559) $ - $ - $ (2,795) $ (28,746)
General and administrative (5,324)
Gain (loss) on derivative instruments, net (455)
Unrealized gain (loss) on commercial loans (22)
Debt extinguishment charges (485)
Interest income 2,093
Interest expense (12,739)
Management fee - related party (2,089)
Other income (expense) (293)
Net income (loss) attributable to Invesco Real Estate Income Trust Inc. $ (7,145)
Net (income) loss attributable to non-controlling interests in consolidated joint ventures (741)
Net (income) loss attributable to non-controlling interest in INREIT OP (55)
Net income (loss) attributable to common stockholders $ (7,941)
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The following table reconciles our segment income (loss) from unconsolidated entities to income (loss) from unconsolidated entities, net on our condensed consolidated statement of operations for the nine months ended September 30, 2025:
in thousands
Segment income (loss) from unconsolidated entities $ 7,431
Depreciation and amortization attributable to unconsolidated entities (6,925)
Income (loss) from unconsolidated entities, net $ 506
The following table reconciles our segment depreciation and amortization to depreciation and amortization on our condensed consolidated statement of operations for the nine months ended September 30, 2025:
in thousands
Segment depreciation and amortization $ (28,746)
Depreciation and amortization attributable to unconsolidated entities 6,925
Depreciation and amortization $ (21,821)
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The following table summarizes our financial results by segment for the nine months ended September 30, 2024:
in thousands Healthcare Office Industrial Self-Storage Multifamily Student Housing Grocery-Anchored Retail Real Estate Debt Real Estate-Related Securities Corporate and Other Total
Revenues:
Rental revenue $ - $ 2,249 $ 6,952 $ 6,387 $ 8,768 $ 15,192 $ 4,198 $ - $ - $ - $ 43,746
Income from commercial loans - - - - - - - 3,282 - - 3,282
Other revenue - - 266 663 183 1,009 2 - - 95 2,218
Total revenues - 2,249 7,218 7,050 8,951 16,201 4,200 3,282 - 95 49,246
Expenses:
Rental property operating - 446 2,652 3,326 3,735 7,083 1,388 - - 342 18,972
Total expenses - 446 2,652 3,326 3,735 7,083 1,388 - - 342 18,972
Income (loss) from unconsolidated entities, net 2,589 - - - - - - 2,353 - 2,390 7,332
Income (loss) from investment in affiliated fund, net - - - - - - - 1,356 - - 1,356
Gain (loss) from real estate-related securities, net - - - - - - - - 3,386 - 3,386
Segment net operating income (loss) $ 2,589 $ 1,803 $ 4,566 $ 3,724 $ 5,216 $ 9,118 $ 2,812 $ 6,991 $ 3,386 $ 2,143 $ 42,348
Depreciation and amortization $ (4,934) $ (1,026) $ (4,192) $ (1,915) $ (3,773) $ (5,207) $ (1,563) $ - $ - $ (2,269) $ (24,879)
General and administrative (4,943)
Gain (loss) on derivative instruments, net 888
Unrealized gain (loss) on commercial loans 146
Interest income 1,259
Interest expense (18,269)
Management fee - related party (1,478)
Other income (expense) (309)
Net income (loss) attributable to Invesco Real Estate Income Trust Inc. $ (5,237)
Dividends to preferred stockholders (4)
Issuance and redemption costs of redeemed preferred stock (24)
Net (income) loss attributable to non-controlling interests in consolidated joint ventures 1,484
Net (income) loss attributable to non-controlling interest in INREIT OP 57
Net income (loss) attributable to common stockholders $ (3,724)

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The following table reconciles our segment income (loss) from unconsolidated entities to income (loss) from unconsolidated entities, net on our condensed consolidated statement of operations for the nine months ended September 30, 2024:
in thousands
Segment income (loss) from unconsolidated entities $ 7,332
Depreciation and amortization attributable to unconsolidated entities (7,203)
Income (loss) from unconsolidated entities, net $ 129
The following table reconciles our segment depreciation and amortization to depreciation and amortization on our condensed consolidated statement of operations for the nine months ended September 30, 2024:
in thousands
Segment depreciation and amortization $ (24,879)
Depreciation and amortization attributable to unconsolidated entities 7,203
Depreciation and amortization $ (17,676)


























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22.Subsequent Events
DST Program

On October 7, 2025, we commenced our fourth DST Offering under our DST Program. The DST Properties for the fourth DST Offering are comprised of three industrial properties. As of November 7, 2025, we have not raised any proceeds from the fourth DST Offering.
Repayment of Revolving Credit Facility
Subsequent to September 30, 2025, we repaid the principal outstanding balance on our Revolving Credit Facility of $25.0 million.


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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
In this quarterly report on Form 10-Q, or this "Quarterly Report," we refer to Invesco Real Estate Income Trust Inc. and its consolidated subsidiaries as "we," "us," "our Company," or "our," unless we specifically state otherwise or the context indicates otherwise. We refer to our external manager, Invesco Advisers, Inc., as our "Adviser," and we refer to the indirect parent company of our Adviser, Invesco Ltd. together with its consolidated subsidiaries (which does not include us), as "Invesco."
The following discussion should be read in conjunction with our condensed consolidated financial statements and the accompanying notes to our condensed consolidated financial statements, which are included in Item 1 of this Quarterly Report, as well as the information contained in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (the "SEC").
Forward Looking Statements
This Quarterly Report may include statements that constitute "forward-looking statements" within the meaning of the United States securities laws and the Private Securities Litigation Reform Act of 1995, and such statements are intended to be covered by the safe harbor provided by the same. These forward-looking statements may include statements about possible or assumed future results of our business, investment strategies, financial condition, liquidity, results of operations, distributions, repurchases, plans and objectives. When we use the words "believe," "expect," "anticipate," "estimate," "plan," "intend," "project," "forecast" or similar expressions and future or conditional verbs such as "will," "may," "could," "should," and "would," and any other statement that necessarily depends on future events, we intend to identify forward-looking statements, although not all forward-looking statements may contain such words.
Forward-looking statements are subject to risks, uncertainties and assumptions and may be affected by known and unknown risks, trends, uncertainties and factors that are difficult to predict and are generally beyond our control. The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us. You should not place undue reliance on these forward-looking statements. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us. We caution you not to rely unduly on any forward-looking statements and urge you to carefully consider the factors described under the headings "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in this Report and our Annual Report on Form 10-K. If a change occurs, our business, financial condition, liquidity and results of operations may vary materially from those expressed in our forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Overview
We are a Maryland corporation formed in October 2018. We invest primarily in stabilized, income-oriented commercial real estate in the United States. To a lesser extent, we also originate and acquire private real estate debt and invest in real estate-related securities. We own, and expect to continue to own, all or substantially all of our assets through Invesco REIT Operating Partnership L.P. ("INREIT OP" or "Operating Partnership"), of which we are the sole general partner.
We are externally managed and advised by our Adviser, a registered investment adviser and an indirect, wholly-owned subsidiary of Invesco Ltd., an independent global investment management firm. Our Adviser utilizes the personnel and global resources of Invesco Real Estate, the real estate investment center of Invesco, to provide investment management services to us. We qualified to be taxed as a real estate investment trust ("REIT") for U.S. federal income tax purposes commencing with the taxable year ended December 31, 2020. To maintain our REIT qualification, we must meet a number of organizational and operational requirements, including that we are generally required to distribute at least 90% of our REIT taxable income to our stockholders annually. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent we annually distribute all of our net taxable income (determined without regard to our net capital gain and dividends-paid deduction) to stockholders and maintain our qualification as a REIT. We operate our business in a manner that permits our exclusion from the definition of "Investment Company" under the Investment Company Act of 1940, as amended (the "Investment Company Act").
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As of September 30, 2025, we own or have invested in 64 properties. See "Investment Portfolio-Real Estate" below for additional information on these investments. As of September 30, 2025, we also own real estate-related securities, have an investment in a commercial loan and have invested in an affiliated fund which invests primarily in mortgage loans that are collateralized by commercial and residential real estate throughout the United States.
Public Offering
In May 2021, we commenced our initial public offering of up to $3.0 billion in shares of common stock. In November 2024, our initial public offering terminated and we commenced our follow-on public offering of up to $3.0 billion, consisting of up to $2.4 billion in shares in our primary offering (the "Primary Offering") and up to $600.0 million in shares under our distribution reinvestment plan (collectively, the "Offering"). We are offering to sell any combination of five classes of shares of our common stock, Class T shares, Class S shares, Class D shares, Class I shares and Class E shares in the Offering, with a dollar value up to the maximum offering amount. The share classes have different upfront selling commissions and dealer manager fees and different ongoing stockholder servicing fees. The purchase price per share for each class of our common stock sold in the Offering will vary and will generally equal our prior month's net asset value ("NAV") per share for such class, as determined monthly, plus any applicable upfront selling commissions and dealer manager fees. We intend to continue selling shares in our follow-on public offering on a monthly basis. As of November 7, 2025, we have received aggregate gross proceeds of $235.4 million from the Offering. We intend to continue selling shares on a monthly basis.
Private Offerings
In addition to the Offering, we are conducting several private offerings of our common stock (the "Private Offerings"). As of November 7, 2025, we have received gross proceeds of $607.3 million in the Private Offerings.

In August 2022, our board of directors authorized management to initiate, through the Operating Partnership, a program (the "DST Program") to issue and sell up to a maximum aggregate offering amount of $3.0 billion of beneficial interests ("Interests") in specific Delaware statutory trusts (the "DSTs") holding real properties (the "DST Properties"). These Interests will be issued and sold to "accredited investors," as that term is defined under Regulation D promulgated by the SEC under the Securities Act of 1933, as amended (the "Securities Act") in private placements exempt from registration pursuant to Section 4(a)(2) of the Securities Act (the "DST Offerings"). Under the DST Program, each DST Property may be sourced from our real properties or from third parties, will be held in a separate DST, and will be leased back by a wholly-owned subsidiary of the Operating Partnership in accordance with a master lease agreement. Each master lease agreement is guaranteed by the Operating Partnership, which has a fair market value purchase option (the "FMV Option") giving it the right, but not the obligation, to acquire the interests in the applicable DST from the investors any time after two years from the closing of the applicable DST offering in exchange for units of the Operating Partnership ("OP Units") or cash. After a one-year holding period, investors who acquire OP Units under the FMV Option generally have the right to cause the Operating Partnership to redeem all or a portion of their OP Units for, at our sole discretion, shares of our common stock, cash, or a combination of both.

The DST Program gives us the opportunity to expand and diversify our capital-raising strategies by offering what we believe to be an attractive investment product for investors that may be seeking replacement properties to complete like-kind exchange transactions under Section 1031 of the Internal Revenue Code of 1986, as amended. Certain affiliates of the Adviser receive fees in connection with the sale of the Interests and the management of the DSTs. We intend to use the net offering proceeds from the DST Program to make investments in accordance with our investment strategy and policies, reduce our borrowings, repay indebtedness, fund the repurchase of shares of all classes of our common stock under our share repurchase plan and for other corporate purposes. We commenced our DST Program in February 2023. As of November 7, 2025, we have raised $194.0 million net proceeds from our DST Program.
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Factors Affecting Operating Results
Our results of operations are affected by a number of factors and depend on the rental income generated by the properties that we acquire or lend on, the timing of lease expirations, operating expenses, income or loss from unconsolidated entities, general market conditions and the competitive environment for real estate assets. Of these factors, changing macroeconomic landscape, interest rates, capital flows and transaction activity had the most direct impacts on our performance and financial condition during the third quarter of 2025.
Market Conditions
Our business is affected by conditions in the financial markets and economic conditions in the United States and to a lesser extent, elsewhere in the world. Inflation and economic trend data, along with policy shifts with a new administration, will ultimately determine if and when interest rates decline. For the time being, secured borrowing costs for core and core plus real estate remain in the five to six percent range, which will inform how investors underwrite value and their conviction in required growth. Our investment decisions today are further colored by a divergence in sector fundamentals, impacts of recent changes to U.S. trade policies and the resulting impacts to both near-term and long-term consumer demand. Our real estate portfolio is comprised of tangible, income-generating assets, the cash flows of which are less directly impacted by fluctuations in public markets. New trade policies may cause construction costs to increase, which makes owning existing real estate below replacement cost attractive and a defensive place for capital preservation. This could create attractive entry points and investment opportunities, further emphasizing the importance to prioritize investment-level execution to generate outperformance.
Rental Property Operating Results
We generate rental property income primarily from rental revenue received by the properties that we acquire. The amount of rental revenue depends upon a number of factors, including our ability to enter into leases with above or at market value rents and rent collection, which is determined primarily by each current and future tenant's financial condition and ability to make rent payments to us on time. Rental property operating expenses include real estate taxes, property insurance, repairs and maintenance, property management fees, utilities and other costs associated with owning real estate.

Our investments are diversified across sectors, including student-housing, multifamily, self-storage, industrial and healthcare. With our pipeline of new investments, ample liquidity and low leverage, we believe we have a unique opportunity to access private real estate at an inflection point. While market volatility and certain fundamental factors have affected and may continue to affect the commercial real estate market and our performance, we believe there are positive long-term fundamentals within our portfolio and benefits from our recent portfolio repositioning. In addition, we believe that demand will continue for Section 1031 investment products, supporting our DST Program.

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Q3 2025 Highlights
Operating Results
•We declared monthly net distributions totaling $9.5 million for the three months ended September 30, 2025. The details of the average annualized distributions rates and total returns are shown in in the following table:
Class T Class S Class D Class I Class E Class N Class S-PR Class K-PR
Average Annualized Distribution Rate(1)(4)
5.5% 5.5% 6.1% 6.3% 5.9% 6.0% 6.1 % 6.1 %
Year-to-Date Total Return, without upfront selling commissions(2)
1.9% 1.9% 2.2% 2.4% 3.1% 3.1% 1.9 % 1.9 %
Year-to-Date Total Return, assuming maximum upfront selling commissions(2)
(1.7)% (1.7)% 0.7% 2.4% 3.1% 3.1% (1.7) % 1.9 %
Inception-to-Date Total Return, without upfront selling commissions(2)(3)
4.1% 4.2% 4.4% 4.7% 6.1% 7.7% 1.9 % 1.9 %
Inception-to-Date Total Return, assuming maximum upfront selling commissions(2)(3)
3.3% 3.4% 4.0% 4.7% 6.1% 7.7% (1.7) % 1.9 %
(1)The annualized distribution rate is calculated as the current month's distribution annualized and divided by the prior month's NAV, which is inclusive of all fees and expenses. The percent shown is the average annualized distribution rate for the three months ended September 30, 2025.
(2)Total return is calculated as the change in NAV per share during the respective periods plus any distributions per share declared in the period and assumes any distributions are reinvested in accordance with our distribution reinvestment plan. Returns for periods longer than one year are annualized.
(3)The inception date was June 1, 2021 for Class T, S and D shares; May 21, 2021 for Class I shares; May 14, 2021 for Class E shares; September 28, 2020 for Class N shares and June 30, 2025 for Class S-PR and K-PR shares.
Capital Activity
•During the three months ended September 30, 2025, we raised $11.6 million of net proceeds from the sale of our common stock and $52.4 million of net proceeds from the DST Program.
Investments
•We purchased $14.5 million and sold $29.6 million in real estate-related securities bringing our total investment in real estate-related securities to $42.8 million.
•During the three months ended September 30, 2025, we acquired two industrial real estate properties for a total purchase price of $77.8 million, inclusive of acquisition-related costs. These industrial property acquisitions include a property in Mebane, North Carolina and Fort Pierce, Florida, both providing long-term durable income and income growth supported by weighted average lease terms of approximately nine and six years, respectively, and contractual rent escalations. These industrial properties are strategically located along major logistics corridors, serving as key distribution hubs in the Southeast and Florida.
•During the three months ended September 30, 2025, we also acquired a multifamily apartment community in Las Vegas, Nevada, and a portfolio of three manufactured housing communities in the Tucson and Phoenix, Arizona Metropolitan Statistical Areas for a total purchase price of $58.4 million, inclusive of acquisition-related costs. These residential investments reflect our focus on acquiring assets in markets with growing populations and declining levels of new supply.
Financings
•On July 25, 2025, we entered into a loan amendment to the existing Revolving Credit Facility. The amendment extended the maturity date to July 23, 2027 with an option to extend the maturity date to July 21, 2028, subject to certain conditions. The amendment also provides us the ability to request increases in aggregate commitments up to $250.0 million and modified pricing that borrowings under the Revolving Credit Facility carry interest at a rate equal to SOFR plus an applicable margin that is based on our leverage ratio.
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Investment Portfolio
Summary of Portfolio
The following chart summarizes the allocation of our investment portfolio based on fair value as of September 30, 2025:
Investment Allocation (1)
The following charts describe the diversification of our investments in real estate based on fair value as of September 30, 2025:
Property Type (2)
Geography (3)

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(1)Investment allocation is measured as the asset value of each investment category (real estate property investments, private real estate debt, real estate-related securities or cash) against the total asset value of all investment categories, excluding the value of any third-party interests in such assets. Real estate investments include our direct property investments, unconsolidated investments and our interest in retail properties through INREIT's interest in ITP Investments LLC. See "-Real Estate" below for additional information on these investments. Totals may not sum to 100% due to rounding.
(2)Property Type weighting is measured as the asset value of real estate investments for each sector category (Healthcare, Industrial, Office, Multifamily, Grocery-Anchored Retail, Self-Storage, Student Housing, Private Real Estate Debt, Other) against the total asset value of all real estate investments, excluding the value of any third-party interests in such real estate investments. The Other segment includes non-controlling interests in retail properties through our interest in ITP Investments LLC and our investments in manufactured housing communities. Totals may not sum to 100% due to rounding.
(3)Geography weighting excludes the asset value of any investments in private real estate debt, real estate-related securities or cash and is measured as the asset value of direct real estate properties and unconsolidated investments for each geographical category (East, Midwest, South, West) against the total asset value of all real estate property investments. Totals may not sum to 100% due to rounding.
As of September 30, 2025, we owned interests in 64 properties, which we acquired for a total purchase price of $1.0 billion, inclusive of closing costs. Our diversified portfolio of income producing assets consists of healthcare, office, industrial, self-storage, multifamily, student housing and grocery-anchored retail properties, as well as real estate debt investments, concentrated in growth markets across the United States.
The following table provides a summary of our real estate portfolio as of September 30, 2025:
Segment Number of
Properties 		Sq. Feet /
Units /Beds 		Occupancy
Rate
Gross Asset
Value
($ in thousands)(1)
Segment
Revenue
($ in thousands)(2)
Percentage of
Total Segment
Revenue(3)
Industrial 14 2,354,967 sq. ft. 84% $ 293,723 $ 11,981 20%
Healthcare 20 1,030,397 sq. ft. 94% 168,161 2,190 4%
Multifamily 3 739 units 95% 168,203 12,477 21%
Student Housing 1 833 beds 92% 115,830 10,449 17%
Self-Storage 8 462,520 sq. ft. 87% 81,070 5,326 9%
Grocery-Anchored Retail 1 122,225 sq. ft. 100% 60,200 4,271 7%
Office 1 80,980 sq. ft. 100% 27,900 2,194 4%
Other(4)
16 4,080,786 sq. ft. /
256 units 		94% 69,672 4,382 6%
Total 64 $ 984,759 $ 53,270 88%
(1)Based on fair value as of September 30, 2025. Gross Asset Value consists of $773.0 million of our allocable share of consolidated real estate properties and $211.7 million of our allocable share of the gross real estate value held by unconsolidated entities, in each case excluding the value of any third-party interests in such real estate investments. See "-Real Estate" below for additional information on these investments.
(2)Segment revenue is presented for the nine months ended September 30, 2025. Healthcare and Other segment revenue includes income from unconsolidated entities.
(3)The Percentage of Total Segment Revenue does not equal 100% as it does not include real estate debt and real estate-related securities. See the tables below for the remainder of our segment revenue.
(4)The full amount of the Other segment is comprised of non-controlling interests we own in retail properties through our interest in ITP Investments LLC and our investments in manufactured housing communities. See "-Real Estate" below for additional information on these investments.
The following table provides a summary of our real estate debt as of September 30, 2025:
Segment Number of
Instruments
Fair
Value
($ in thousands)(1)
Segment
Revenue
($ in thousands)(2)
Percentage of
Total Segment
Revenue(3)
Real Estate Debt 3 $ 55,162 $ 4,592 8%
(1)Based on fair value as of September 30, 2025. The Fair Value includes an investment in a commercial mortgage, the investment in an affiliated debt fund and unconsolidated preferred equity. See "-Real Estate Debt" below for additional information on these investments.
(2)Segment revenue is presented for the nine months ended September 30, 2025. The Real Estate Debt segment revenue includes income from unconsolidated entities as a result of the San Simeon Holdings LLC ("San Simeon Preferred Equity") investment, income from commercial loans and income from the investment in an affiliated fund.
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(3)The Percentage of Total Segment Revenue does not equal 100% as it does not include the real estate portfolio and real estate-related securities.
The following table provides a summary of our real estate-related securities as of September 30, 2025:
Segment Number of
Instruments
Fair
Value
(in thousands)(1)
Segment
Revenue
(in thousands)(2)
Percentage of
Total Segment
Revenue(3)
Real Estate-Related Securities 23 $ 42,787 $ 2,226 4%
(1)Based on fair value as of September 30, 2025. The Fair Value includes investments in liquid real estate-related securities consisting of investments in commercial mortgage backed securities ("CMBS") and preferred stock of REITs. See "-Investments in Real Estate-Related Securities" below for additional information on these investments.
(2)Segment revenue is presented for the nine months ended September 30, 2025. The Real Estate-Related Securities segment revenue includes the gain (loss) from real estate-related securities, net.
(3)The Percentage of Total Segment Revenue does not equal 100% as it does not include the real estate portfolio and real estate debt.

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Real Estate
The following table provides information regarding our portfolio of real estate as of September 30, 2025:

Segment and Investment Number of Properties Location(s) Acquisition Date(s) Ownership Interest Sq. Feet /
Units /Beds 		Occupancy
Industrial:
13034 Excelsior(5)
1 Norwalk, CA December 2020 100% 53,527 sq. ft. 100%
5201 Industry(5)
1 Pico Rivera, CA December 2020 100% 40,480 sq. ft. 100%
Meridian Business 940(2)(5)
1 Aurora, IL September 2021 100% 257,542 sq. ft. 100%
Capital Park 2919(2)(5)
1 Grove City, OH January 2022 100% 378,283 sq. ft. 100%
3101 Agler Road(2)(5)
1 Columbus, OH March 2022 100% 160,000 sq. ft. 100%
Earth City 13330(2)
1 Earth City, MO March 2022 95% 542,600 sq. ft. 42%
International Business 4535 1 Charlotte, NC July 2024 100% 61,200 sq. ft. 100%
NJ Exit 5 Industrial Portfolio 5 Lumberton, NJ December 2024 95% 384,335 sq. ft. 86%
Buckhorn Industrial 1 Mebane NC August 2025 100% 265,000 sq. ft. 100%
Interstate Commerce 1 Fort Pierce, FL September 2025 100% 212,000 sq. ft. 100%
Total Industrial 14 2,354,967 sq. ft.
Multifamily:
Everly Roseland(3)
1 Roseland, NJ April 2022 57% 360 units 96%
Elan at Bluffview 1 Dallas, TX November 2024 100% 181 units 97%
Fleetwood Apartments 1 Las Vegas, NV August 2025 93% 198 units 90%
Total Multifamily 3 739 units
Student Housing:
The Carmin(6)
1 Tempe, AZ December 2021 59% 833 beds 92%
Total Student Housing 1 833 beds
Healthcare:
Sunbelt Medical Office Portfolio(1)
20 CA, CO, FL, TN, TX September 2020 / December 2020 / February 2021 42.5% 1,030,397 sq. ft. 94%
Total Healthcare 20 1,030,397 sq. ft.
Self-Storage:
River Road Storage(5)
1 Salem, OR September 2021 100% 76,034 sq. ft. 88%
South Loop Storage(5)
1 Houston, TX September 2021 100% 66,981 sq. ft. 89%
University Parkway Storage(5)
1 Winston-Salem, NC April 2022 100% 52,275 sq. ft. 89%
Bend Self-Storage Portfolio(5)
2 Bend, OR June 2022 100% 62,805 sq. ft. 91%
Clarksville Self-Storage Portfolio(5)
3 Clarksville, TN July 2022 100% 204,425 sq. ft. 86%
Total Self-Storage 8 462,520 sq. ft.
Grocery-Anchored Retail:
Cortlandt Crossing 1 Mohegan Lake, NY February 2022 100% 122,225 sq. ft. 100%
Total Grocery-Anchored Retail 1 122,225 sq. ft.
Office:
Willows Commerce 9805 1 Redmond, WA December 2020 100% 80,980 sq. ft. 100%
Total Office 1 80,980 sq. ft.
Other:
Retail GP Fund(4)
12
Various(4)
Various(4)
4.5% - 9.0%
4,080,786 sq. ft. 100%
Tanner Road MHC 1 Houston, TX May 2025 100% 85 units 100%
Arizona MHC Portfolio 3 Tucson, AZ September 2025 100% 171 units 90%
Total Other 16
Total Investment Properties 64
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(1)We hold our interest in the Sunbelt Medical Office Portfolio through a 50% ownership interest in a joint venture with Invesco U.S. Income Fund L.P., an affiliate of Invesco, (the "Invesco JV"). The Invesco JV holds an 85% ownership interest in a joint venture with a third-party. We account for our investment using the equity method of accounting. The dates of acquisition and aggregate purchase price in the table above reflect the dates of our investments and the total amount of our investment in the Invesco JV.
(2)Meridian Business 940, Capital Park 2919, 3101 Agler and Earth City 13330 were previously presented as Midwest Industrial Portfolio. In April 2025, we purchased the remaining 5% interest of the Meridian Business 940, Capital Park 2919 and 3101 Agler properties, in which we previously had a 95% ownership interest, from our joint venture partner.
(3)We hold our interest in Everly Roseland through a 60% consolidated ownership interest in Everly Roseland Co-Invest, a co-investment between INREIT OP and Invesco Real Estate Atlas US Everly LLC ("Atlas US"), an affiliate of Invesco. Invesco Global Property Plus Fund ("IGP+"), the majority owner in Atlas US, owns more than 10% of our outstanding common stock as of the date of this Report. The Everly Roseland Co-Invest holds a 95% consolidated ownership interest in a joint venture with a third-party.
(4)We hold an 85% ownership interest in a joint venture, ITP Investments LLC ("ITP LLC"). ITP LLC has a 90% interest in PT Co-GP Fund, LLC ("Retail GP Fund"), which was formed to invest in retail properties through non-controlling general partner interests. The ownership interest and aggregate purchase price in the table above reflects ITP LLC's ownership interest and the total amount paid by ITP LLC to obtain non-controlling general partner interests in the retail properties. The properties were acquired over several transactions from October 2021 to June 2024 and are located throughout the United States.
(5)These properties are held through our DST Program as of September 30, 2025 and have been consolidated in our condensed consolidated balance sheets. Any profits interest due to the third-party investors in the DST Program are reported within non-controlling interests in consolidated joint ventures in our condensed consolidated balance sheets.
(6)In February 2025, we sold a 40% indirect leasehold interest in The Carmin student housing property to an unaffiliated third party. Our new consolidated ownership interest is 59%.
Lease Expirations
The following schedule details the expiring leases at our consolidated office, industrial, and grocery-anchored retail properties, as well as our unconsolidated healthcare properties by annualized base rent and square footage as of September 30, 2025. The table below excludes our self-storage, multifamily and student housing properties as substantially all leases at such properties expire within 12 months.
Year Number of
Expiring Leases
Annualized
Base Rent (in thousands)(1)(2)
% of Total
Annualized Base
Rent Expiring
Square
Feet(2)
% of Total Square
Feet Expiring
2025 (remaining) 22 $ 1,206 4% 61,024 2%
2026 42 3,344 10% 338,689 13%
2027 32 2,579 8% 328,780 13%
2028 38 2,565 8% 80,959 3%
2029 35 5,678 17% 531,530 21%
2030 29 2,992 9% 187,996 7%
2031 13 1,016 3% 118,347 5%
2032 13 749 2% 22,867 1%
2033 8 273 1% 12,924 1%
2034 15 3,238 10% 323,200 13%
Thereafter 36 8,896 28% 572,798 21%
Total 283 $ 32,536 100% 2,579,114 100%
(1)Annualized base rent is determined from the annualized September 30, 2025 base rent per leased square foot of the applicable year and excludes tenant recoveries, straight-line rent and above-market and below-market lease amortization.
(2)Annualized base rent and square feet are presented at our pro rata share.
Real Estate Debt
We hold an investment in San Simeon Preferred Equity. San Simeon Preferred Equity owns San Simeon Apartments, a 431 unit multifamily property in Houston, Texas which is 94% occupied. Our investment is structured as a preferred membership interest, and we account for our investment in the San Simeon Apartments using the equity method of accounting. At September 30, 2025, our total equity investment was $29.8 million.
We have an investment in Invesco Commercial Mortgage Income - U.S. Fund, L.P. ("CMI"), an affiliate of Invesco managed by our Adviser, which invests primarily in mortgage loans that are collateralized by commercial and residential real estate throughout the United States. As of September 30, 2025, our investment in CMI was $13.2 million.
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The following table summarizes our investment in a commercial loan as of September 30, 2025 and December 31, 2024:
Current Principal Balance Fair Value
in thousands Origination Date Loan Type
Interest Rate(1)
Periodic Payment Terms September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024 Maturity Date
5805 N Jackson Gap Loan 1/20/2023 Mezzanine 12.48% Interest only $ 12,245 $ 13,007 $ 12,213 $ 12,996 2/9/2026
(1)Represents the interest rate as of September 30, 2025. The loan earns interest at Secured Overnight Financing Rate ("SOFR") plus a spread.
We elected the fair value option and, accordingly, there are no capitalized origination costs or fees associated with the loans.
Investments in Liquid Real Estate-Related Securities
The following table details our investments in real estate-related securities as of September 30, 2025 and December 31, 2024:
September 30, 2025
in thousands Principal Balance Unamortized Premium (Discount)
Amortized Cost / Cost(1)
Unrealized Gain (Loss), Net Fair Value Period-end Weighted Average Yield Weighted-Average Maturity Date
Non-agency CMBS $ 41,741 $ (1,370) $ 40,371 $ 368 $ 40,739 6.87 % 4/22/2028
Preferred stock of REITs N/A N/A 1,975 73 2,048 6.20 % N/A
Total $ 41,741 $ (1,370) $ 42,346 $ 441 $ 42,787

December 31, 2024
in thousands Principal Balance Unamortized Premium (Discount)
Amortized Cost / Cost(1)
Unrealized Gain (Loss), Net Fair Value Period-end Weighted Average Yield Weighted-Average Maturity Date
Non-agency CMBS $ 52,377 $ (1,553) $ 50,824 $ 49 $ 50,872 6.81 % 1/14/2027
Common stock of REITs N/A N/A 5,543 56 5,600 4.41 % N/A
Total $ 52,377 $ (1,553) $ 56,367 $ 105 $ 56,472
(1)For non-agency CMBS, the amount presented represents amortized cost. For preferred and common stock of REITs, the amount presented represents cost.
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Results of Operations
The following table sets forth the results of our operations:
Three Months Ended September 30, $ Change Nine Months Ended September 30, $ Change
in thousands 2025 2024 2025 2024
Revenues
Rental revenue $ 15,672 $ 14,694 $ 978 $ 45,088 $ 43,746 $ 1,342
Income from commercial loans 391 1,012 (621) 1,176 3,282 (2,106)
Other revenue 1,215 813 402 3,245 2,218 1,027
Total revenues 17,278 16,519 759 49,509 49,246 263
Expenses
Rental property operating 6,836 6,554 282 19,173 18,972 201
General and administrative 725 2,180 (1,455) 5,324 4,943 381
Management fee - related party 776 515 261 2,089 1,478 611
Performance participation interest - related party (8) - (8) - - -
Depreciation and amortization 7,612 5,733 1,879 21,821 17,676 4,145
Total expenses 15,941 14,982 959 48,407 43,069 5,338
Other income (expense), net
Income (loss) from unconsolidated entities, net 14 (952) 966 506 129 377
Gain (loss) on real estate-related securities, net 976 1,631 (655) 2,226 3,386 (1,160)
Income (loss) from investment in affiliated fund, net 225 200 25 922 1,356 (434)
Gain (loss) on derivative instruments, net 182 (1,382) 1,564 (455) 888 (1,343)
Unrealized gain (loss) on commercial loans 23 36 (13) (22) 146 (168)
Debt extinguishment charges - - - (485) - (485)
Interest income 607 484 123 2,093 1,259 834
Interest expense (4,254) (6,196) 1,942 (12,739) (18,269) 5,530
Other income (expense), net (130) 180 (310) (293) (309) 16
Total other income (expense), net (2,357) (5,999) 3,642 (8,247) (11,414) 3,167
Net income (loss) attributable to Invesco Real Estate Income Trust Inc. $ (1,020) $ (4,462) $ 3,442 $ (7,145) $ (5,237) $ (1,908)
Dividends to preferred stockholders $ - $ - $ - $ - $ (4) $ 4
Issuance and redemption costs of redeemed preferred stock - - - - (24) 24
Net (income) loss attributable to non-controlling interests in consolidated joint ventures (437) 987 (1,424) (741) 1,484 (2,225)
Net (income) loss attributable to non-controlling interest in INREIT OP - 15 (15) (55) 57 (112)
Net income (loss) attributable to common stockholders $ (1,457) $ (3,460) $ 2,003 $ (7,941) $ (3,724) $ (4,217)
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Rental Revenue, Other Revenue and Rental Property Operating Expenses
Our rental revenue primarily consists of fixed contractual base rent from our tenants and is recognized on a straight-line basis over the non-cancelable terms of the related leases. Our rental property operating expenses generally include the costs of ownership of real estate, including insurance, utilities, real estate taxes and repair and maintenance expense. Rental revenue increased by $1.0 million, other revenue increased by $0.4 million and rental property operating expenses increased by $0.3 million for the three months ended September 30, 2025 as compared to the same period in 2024. Rental revenue increased by $1.3 million, other revenue increased by $1.0 million and rental property operating expenses increased by $0.2 million for the nine months ended September 30, 2025 as compared to the same period in 2024. For the three and nine months ended, rental revenue, other revenue and property operating expenses increased due to the acquisition of thirteen new properties in the last twelve months. Additionally, for the three and nine months ended, the increase in other revenue is due to an increase in interests sold in our DST Program in 2025 driving an increase in the organizational and offering expense reimbursements and closing cost reimbursements that we receive.

Income from Commercial Loans and Unrealized Gain (Loss) on Commercial Loans
During the three and nine months ended September 30, 2025, income from commercial loans decreased $0.6 million and $2.1 million, respectively, compared to the three and nine months ended September 30, 2024. This is due to the maturity and repayment of the Blue Grass commercial loan in September 2024. For the three months ended September 30, 2025, unrealized gain on commercial loans decreased by approximately $13,000 compared to the three months ended September 30, 2024. For the nine months ended September 30, 2025, we recorded an unrealized loss of approximately $22,000 on commercial loans compared to an unrealized gain on commercial loans of $0.1 million for the nine months ended September 30, 2024. Changes for both of the comparable periods were driven by changes to the interest rate environment as compared to 2024.
General and Administrative
During the three months ended September 30, 2025, general and administrative expenses decreased $1.5 million compared to the three months ended September 30, 2024. The decrease was primarily due to the reimbursement agreed to be issued from the Adviser for expenses incurred by us for third-party support for our DST Program. During the nine months ended September 30, 2025, general and administrative expenses increased $0.4 million compared to the nine months ended September 30, 2024. The increase was primarily due to higher corporate level expenses related to the growth of our DST Program. We receive reimbursements from interests sold for costs incurred to start up each DST Offering as described in the increase in Other Revenue above.
Management Fee - Related Party
During the three and nine months ended September 30, 2025, the management fee increased $0.3 million and $0.6 million, respectively, compared to the three and nine months ended September 30, 2024 due to an additional management fee payable to the Adviser from interests sold in our DST Program.
Performance Participation Interest - Related Party
During the three and nine months ended September 30, 2025, the performance participation interest decreased approximately $8,000 as the hurdles were no longer met and the accrual was released as of September 30, 2025. There was no performance participation interest accrual for the three and nine months ended September 30, 2024.
Depreciation and Amortization
During the three and nine months ended September 30, 2025, depreciation and amortization increased $1.9 million and $4.1 million, respectively, compared to the three and nine months ended September 30, 2024 primarily due to the acquisition of thirteen properties in the last twelve months.
Income (Loss) from Unconsolidated Entities, Net
During the three and nine months ended September 30, 2025, income from unconsolidated entities increased $1.0 million and $0.4 million, respectively, compared to the three and nine months ended September 30, 2024. For the three months ended, the increase is primarily due to an increase in net income at Vida JV LLC due to unrealized gains from derivatives. For the nine months ended, the increase is primarily due to the sale of two investments in the Retail GP Fund in the last twelve months.
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Gain (Loss) on Real Estate-Related Securities, Net
During the three and nine months ended September 30, 2025, our gains on real estate-related securities decreased by approximately $0.7 million and $1.2 million, respectively, compared to the three and nine months ended September 30, 2024. The decrease was primarily due to market fluctuations on CMBS holdings.
Income (Loss) from Investment in Affiliated Fund, Net
During the three months ended September 30, 2025, income from investment in affiliated fund was consistent with the three months ended September 30, 2024. During the nine months ended September 30, 2025, income from investment in affiliated fund decreased by $0.4 million compared to the nine months ended September 30, 2024. The decrease is primarily due to a decrease in net investment income caused by partial redemptions and distributions which decreased our investment and unrealized loss allocations of the fund.
Gain (Loss) on Derivative Instruments, Net
During the three months ended September 30, 2025, we recorded a gain on derivative instruments of $0.2 million compared to a loss on derivative instruments of $1.4 million for the three months ended September 30, 2024. The change is primarily due to unrealized gains in the current period offset by a decrease in contractual interest received from the derivative instruments due to expired and terminated contracts. During the nine months ended September 30, 2025, we recorded a loss on derivative instruments of $0.5 million compared to a gain on derivative instruments of $0.9 million for the nine months ended September 30, 2024. The change is a result of cumulative unrealized losses in 2025 compared to 2024 and a decrease in contractual interest received from the derivative instruments due to expired and terminated contracts.
Debt Extinguishment Charges
During the nine months ended September 30, 2025, we incurred debt extinguishment charges of $0.5 million from the early repayment of the mortgage notes secured by The Carmin and Midwest Industrial Portfolio properties. We did not incur any debt extinguishment charges in the three months ended September 30, 2025 or the three and nine months ended September 30, 2024.
Interest Income
During the three and nine months ended September 30, 2025, interest income increased by $0.1 million and $0.8 million, respectively, compared to the three and nine months ended September 30, 2024. The increase was primarily due to a higher average cash balance in 2025 compared to 2024.
Interest Expense
During the three and nine months ended September 30, 2025, interest expense decreased $1.9 million and $5.5 million, respectively, compared to the three and nine months ended September 30, 2024. The decrease is primarily due to the repayment of the mortgage associated with a property sold in 2024 and the repayment of the mortgage related to the Midwest Industrial Portfolio that was paid off in April 2025.
Funds from Operations, Adjusted Funds from Operations and Funds Available for Distribution
We believe funds from operations ("FFO") is a meaningful non-GAAP measure. Our condensed consolidated financial statements are presented in accordance with GAAP under historical cost accounting which, among other things, requires depreciation of real estate investments to be calculated on a straight-line basis. As a result, our operating results imply that the value of our real estate investments will decrease evenly over a set time period. However, we believe that the value of our real estate investments will fluctuate over time based on market conditions and as such, depreciation under historical cost accounting may be less informative. FFO is a standard REIT industry metric defined by the National Association of Real Estate Investment Trusts ("NAREIT"). NAREIT defines FFO as net income or loss (computed in accordance with GAAP), excluding (i) gains or losses from sales of depreciable real property, (ii) impairment write-downs on depreciable real property, plus (iii) real estate-related depreciation and amortization and (iv) similar adjustments for non-controlling interests and unconsolidated entities.
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We also believe that adjusted FFO ("AFFO") is a meaningful non-GAAP measure of our operating results. AFFO further adjusts FFO to reflect the performance of our portfolio by adjusting for items we believe are not directly attributable to our operations. Our adjustments to FFO to arrive at AFFO include removing the impact of (i) straight-line rental income, (ii) amortization of capitalized tax abatements, (iii) amortization of above- and below-market lease intangibles, (iv) amortization of deferred financing costs, (v) organization expenses advanced by the Adviser, as well as repayment of those expenses, (vi) unrealized losses (gains) from changes in fair value of financial instruments, (vii) non-cash share based compensation awards and amortization of unvested restricted stock awards, (viii) non-cash performance participation interest or other non-cash incentive compensation even if repurchased by us, (ix) debt extinguishment charges and (x) similar adjustments for non-controlling interests and unconsolidated entities. We may add additional adjustments from FFO to arrive at AFFO as appropriate.
We also believe FAD is a meaningful non-GAAP measure that provides useful information for considering our operating results and certain other items relative to the amount of our distributions by removing the impact of certain non-cash items from our operating results. FAD is calculated as AFFO excluding (i) realized losses (gains) on investments in financial instruments and (ii) management fees paid in shares of our common stock or INREIT OP units even if repurchased by us, and including deductions for (a) recurring tenant improvements, leasing commissions, and other capital projects, (b) stockholder servicing fees paid during the period, (c) certain operating expenses advanced by the Adviser, as well as repayment of those expenses, (d) accrued preferred return from preferred membership interest, (e) accrued preferred return from preferred equity investment, (f) accrued property incentive fees and (g) similar adjustments for non-controlling interests and unconsolidated entities. FAD is not indicative of cash available to fund our cash needs and does not represent cash flows from operating activities in accordance with GAAP, as it excludes adjustments for working capital items and actual cash receipts from interest income recognized on investments in commercial loans. Cash flows from operating activities in accordance with GAAP would generally be adjusted for such items. Furthermore, FAD is adjusted for stockholder servicing fees and recurring tenant improvements, leasing commissions and other capital expenditures, which are not considered when determining cash flows from operating activities in accordance with GAAP.
FFO, AFFO, and FAD should not be considered to be more relevant or accurate than the GAAP methodology in calculating net income (loss) or in evaluating our operating performance. In addition, FFO, AFFO, and FAD should not be considered as alternatives to net income (loss) as indications of our performance or as alternatives to cash flows from operating activities as indications of our liquidity, but rather should be reviewed in conjunction with these and other GAAP measurements. Further, FFO, AFFO, and FAD are not intended to be used as liquidity measures indicative of cash flow available to fund our cash needs, including our ability to make distributions to our stockholders. In addition, our methodology for calculating AFFO and FAD may differ from the methodologies employed by other companies to calculate the same or similar supplemental performance measures, and accordingly, our reported AFFO and FAD may not be comparable to the AFFO and FAD reported by other companies.
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The following table presents a reconciliation of FFO, AFFO and FAD to net income (loss) attributable to our stockholders:
Three Months Ended September 30, Nine Months Ended September 30,
in thousands 2025 2024 2025 2024
Net income (loss) attributable to our stockholders $ (1,457) $ (3,460) $ (7,941) $ (3,724)
Adjustments to arrive at FFO:
Real estate depreciation and amortization 7,612 5,733 21,821 17,676
Amount attributed to unconsolidated entities for real estate depreciation and amortization 2,192 2,754 6,924 7,203
Amount attributed to non-controlling interests for real estate depreciation and amortization (2,161) (613) (3,017) (1,900)
Amount attributed to unconsolidated entities for net gain on disposition of real estate (79) - (419) (106)
FFO attributable to our stockholders 6,107 4,414 17,368 19,149
Adjustments to arrive at AFFO:
Straight-line rental income (118) (160) (450) (498)
Amortization of capitalized tax abatement(1)
42 42 125 125
Amortization of above-market and below-market lease intangibles (438) (47) (1,305) (158)
Amortization of deferred financing costs 428 368 1,175 993
Debt extinguishment charges - - 485 -
Unrealized losses (gains) from changes in the fair value of financial instruments(2)
172 1,323 1,270 (393)
Non-cash share based compensation awards 51 19 176 57
Non-cash performance participation interest (8) - - -
Amount attributed to unconsolidated entities for unrealized losses (gains) on fair value of financial instruments 1,033 1,594 2,098 2,847
Amount attributed to unconsolidated entities for above adjustments 89 12 220 (47)
Amount attributed to non-controlling interests for above adjustments 1,107 (661) 582 (456)
AFFO attributable to our stockholders 8,465 6,904 21,744 21,619
Adjustments to arrive at FAD:
Non-cash management fee 776 515 2,089 1,478
Recurring tenant improvements, leasing commissions and other capital expenditures(3)
(788) (268) (644) (605)
Accrued preferred return from preferred membership interest (315) (295) (923) (868)
Accrued preferred return from preferred equity investment (87) (91) (259) (263)
Stockholder servicing fees (52) (47) (148) (129)
Recurring capital expenditures attributed to unconsolidated entities(3)
(221) (105) (1,801) (1,293)
Recurring capital expenditures attributed to non-controlling interests(3)
195 (50) 985 -
Realized (gains) losses on financial instruments(4)
(96) 621 933 2,009
Accrued property incentive fees - (464) (92) 203
FAD attributable to our stockholders $ 7,877 $ 6,720 $ 21,884 $ 22,151
(1)We obtained a tax abatement in conjunction with our purchase of the 3101 Agler property with an expiration date of December 31, 2031. We are amortizing the tax abatement over its remaining useful life as a component of property operating expenses in the condensed consolidated statements of operations. As of September 30, 2025, accumulated amortization of the capitalized tax abatement was $0.6 million.
(2)Unrealized losses (gains) from changes in fair value of financial instruments primarily relates to mark-to-market changes on our investments in real estate-related securities, investment in affiliated fund, investments in commercial loans and derivatives.
(3)Recurring capital expenditures are required to maintain our investments. Capital expenditures exclude underwritten tenant improvements, leasing commissions and capital expenditures with useful lives over 10 years.
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(4)Realized (gains) losses on financial instruments relates to the sale of real estate related securities, realized (gains) losses from derivative instruments and realized (gains) losses from our investment in affiliated fund.
Net Asset Value
We calculate NAV in accordance with the valuation guidelines approved by our board of directors. We calculate our NAV for each class of shares based on the net asset values of our investments (including loans and real estate-related securities), the addition of any other assets (such as cash on hand), and the deduction of any liabilities (including mortgages, other indebtedness, the allocation/accrual of any performance participation to Invesco REIT Special Limited Partner L.L.C. (the "Special Limited Partner") and the deduction of any stockholder servicing fees specifically applicable to such class of shares). NAV is not a measure used under GAAP and the valuations of and certain adjustments made to our assets and liabilities used in the determination of NAV will differ from GAAP. You should not consider NAV to be equivalent to stockholders' equity or any other GAAP measure.
The following table reconciles stockholders' equity under GAAP per our condensed consolidated balance sheets to our NAV:
in thousands September 30, 2025 December 31, 2024
Stockholders' equity $ 77,000 $ 102,268
Adjustments:
Class N redeemable common stock(1)
440,723 425,178
Unrealized net real estate and borrowings appreciation (depreciation)(2)
(23,915) (27,036)
Accumulated depreciation and amortization(3)
132,367 108,062
Organization costs, offering costs and certain operating expenses(4)
12,000 12,000
Redeemable non-controlling interests attributable to INREIT OP(5)
- 2,018
Accrued stockholder servicing fee(6)
2,550 2,490
Impairment of investments in real estate(7)
6,182 6,182
Straight-line rent receivable(8)
(8,013) (7,399)
Purchase and sale of interest in consolidated joint ventures(9)
(17,020) -
Other 355 744
NAV $ 622,229 $ 624,507
(1)MassMutual's Class N shares have been classified as redeemable common stock, which is not a component of stockholders' equity on our condensed consolidated balance sheets in this Quarterly Report on Form 10-Q, because MassMutual has the contractual right to redeem the shares under certain circumstances. MassMutual's redemption rights are not transferable. We include the value of these shares as a component of our NAV.
(2)Our investments in real estate are presented under historical cost in our condensed consolidated financial statements in this Quarterly Report on Form 10-Q. Additionally, our mortgage notes, revolving credit facility and financing obligation ("Borrowings") are presented at their carrying value in our condensed consolidated financial statements. As such, any increases or decreases in the fair market value of our investments in real estate or our Borrowings are not included in our condensed consolidated financial statements. For purposes of determining our NAV, our investments in real estate and our Borrowings are recorded at fair value.
(3)We depreciate our investments in real estate and amortize certain other assets and liabilities in accordance with GAAP. Such depreciation and amortization, including depreciation and amortization related to our investments in unconsolidated entities, is excluded for purposes of determining our NAV.
(4)The Adviser advanced all of our operating expenses on our behalf through December 31, 2021. Beginning January 2022 and ceasing September 2022, we began ratably reimbursing the Adviser over 60 months for the operating expenses incurred prior to December 31, 2021 and will recommence reimbursements to the Adviser following the earlier of (1) the date our NAV reaches $1.0 billion and (2) December 31, 2027.
The Adviser advanced all of our organization and offering expenses (other than upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees) incurred through December 31, 2022. We will reimburse the Adviser for all of our advanced expenses ratably over 60 months following the earlier of (1) the date that our NAV reaches $1.0 billion and (2) December 31, 2027.
Under GAAP, organization and operating costs are expensed as incurred and offering costs are charged to equity as such amounts are incurred. For NAV, all such costs will be recognized as a reduction to NAV as they are reimbursed ratably over 60 months. The adjustment presented represents the difference between the organization costs, offering costs and certain operating expenses advanced by the Adviser and the amount that has been reimbursed to the Adviser.
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(5)The Class E units in the Operating Partnership held by the Special Limited Partner have been classified as redeemable non-controlling interest, which is not a component of stockholders' equity on our condensed consolidated balance sheets in this Quarterly Report on Form 10-Q. We include the value of these units as a component of our NAV. These Class E units are classified as redeemable non-controlling interest in the Operating Partnership on our condensed consolidated balance sheets because the Special Limited Partner has the contractual right to redeem the units under certain circumstances.
(6)Accrued stockholder servicing fee represents the accrual for the cost of the stockholder servicing fee for Class T, Class S and Class D shares. Under GAAP, we accrued the full cost of the stockholder servicing fee payable over the life of each share (assuming such share remains outstanding the length of time required to pay the maximum stockholder servicing fee) as an offering cost at the time we sold the Class T, Class S and Class D. For purposes of calculating NAV, we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis when such fee is paid.
(7)We record impairment of investments in real estate in accordance with GAAP. Any impairment recorded for GAAP is excluded for purposes of determining our NAV.
(8)We record straight-line rent in accordance with GAAP. Any resulting straight-line rent receivable or liability is excluded for purposes of determining our NAV.
(9)Under GAAP, contributions or distributions where there is an addition or reduction in the parent's ownership interest and control is maintained are based on the carrying value of the property at the time of the transaction. Therefore, contributions or distributions from non-controlling interests in the property may not equal total consideration received or paid. For purposes of determining our NAV, contributions or distributions from non-controlling interests are equal to total consideration received or paid.
The following table provides a breakdown of the major components of our total NAV as of September 30, 2025 and December 31, 2024:
in thousands, except share/unit data
Components of NAV September 30, 2025 December 31, 2024
Investments in real estate $ 928,931 $ 774,238
Investments in unconsolidated entities 146,669 148,905
Investments in real estate-related securities 42,787 56,472
Investment in commercial loan 12,212 12,996
Investment in affiliated fund 13,224 21,675
Cash and cash equivalents 39,385 48,820
Restricted cash 3,222 4,883
Other assets 3,523 4,395
Mortgage notes, revolving credit facility and financing obligation, net (312,581) (336,291)
Subscriptions received in advance (1,740) (835)
Other liabilities (21,670) (18,921)
Management fee payable (528) (359)
Accrued stockholder servicing fees (17) (16)
Non-controlling interests in joint-ventures (231,188) (91,455)
Net asset value $ 622,229 $ 624,507
Number of outstanding shares/units 22,923,723 22,676,865
The following table provides a breakdown of our total NAV and NAV per share/unit by class as of September 30, 2025:
in thousands, except share/unit data
NAV Per Share/Unit Class T Shares Class S Shares Class D Shares Class I Shares Class E Shares Class N Shares Class S-PR Shares Class K-PR Shares
Operating Partnership Units(1)
Total
Net asset value $ 7,397 $ 12,577 $ 13,477 $ 105,190 $ 35,428 $ 412,547 $ 23,742 $ 11,871 $ - $ 622,229
Number of outstanding shares/units 284,652 482,866 518,266 4,023,077 1,267,800 15,028,719 878,895 439,448 - 22,923,723
NAV Per Share/Unit as of September 30, 2025
$ 25.9867 $ 26.0471 $ 26.0037 $ 26.1466 $ 27.9447 $ 27.4506 $ 27.0135 $ 27.0135 $ -
(1)Includes the limited partnership interest of the Operating Partnership held by the Special Limited Partner.
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Our real estate properties are valued by an independent advisor using a discounted cash flow methodology. The following table summarizes the weighted averages of the key unobservable inputs used in the September 30, 2025 valuations:
Property Type Discount Rate Exit Capitalization Rate
Healthcare 7.3% 5.8%
Office 9.0% 7.3%
Industrial 8.0% 5.9%
Self-Storage 7.6% 5.8%
Multifamily 7.6% 5.5%
Student Housing 7.8% 5.8%
Retail 8.4% 7.3%

These assumptions are determined by Capright and reviewed by the Adviser. A change in these assumptions would impact the calculation of the value of our property investments. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our investment values:
Input Hypothetical
Change 		Healthcare
Investment
Values 		Office
Investment
Values 		Industrial
Investment
Values 		Self-Storage
Investment
Values 		Multifamily
Investment
Values 		Student Housing
Investment
Values 		Retail
Investment
Values
Discount Rate (weighted average) 0.25% decrease +1.9% +1.8% +2.0% +1.9% +1.9% +1.9% +1.8%
Discount Rate (weighted average) 0.25% increase (1.9)% (1.7)% (1.9)% (1.8)% (1.9)% (1.8)% (1.8)%
Exit Capitalization Rate (weighted average) 0.25% decrease +2.8% +2.1% +2.9% +2.7% +2.9% +2.7% +1.9%
Exit Capitalization Rate (weighted average) 0.25% increase (2.6)% (1.9)% (2.7)% (2.5)% (2.7)% (2.5)% (1.8)%
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Distributions
We generally intend to distribute substantially all of our taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to our stockholders each year to comply with the REIT provisions of the Code. Distributions are at the discretion of our board of directors and include a review of earnings, cash flow, liquidity and capital resources.
The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the applicable distributor.
The table below details the net distribution for each of our share classes for the nine months ended September 30, 2025:
Declaration Date Class T
Shares 		Class S
Shares 		Class D
Shares 		Class I
Shares 		Class E
Shares 		Class N
Shares 		Class S-PR Shares Class K-PR Shares
January 31, 2025 $ 0.1310 $ 0.1295 $ 0.1361 $ 0.1395 $ 0.1395 $ 0.1395 $ - $ -
February 28, 2025 0.1296 0.1281 0.1341 0.1372 0.1372 0.1372 - -
March 31, 2025 0.1310 0.1290 0.1361 0.1395 0.1395 0.1395 - -
April 30, 2025 0.1298 0.1277 0.1347 0.1380 0.1380 0.1380 - -
May 30, 2025 0.1311 0.1290 0.1362 0.1395 0.1395 0.1395 - -
June 30, 2025 0.1197 0.1197 0.1326 0.1380 0.1380 0.1380 0.1380 0.1380
July 31, 2025 0.1207 0.1206 0.1340 0.1395 0.1395 0.1395 0.1395 0.1395
August 31, 2025 0.1207 0.1207 0.1340 0.1395 0.1395 0.1395 0.1395 0.1395
September 30, 2025 0.1198 0.1198 0.1326 0.1380 0.1380 0.1380 0.1380 0.1380
Total $ 1.1334 $ 1.1241 $ 1.2104 $ 1.2487 $ 1.2487 $ 1.2487 $ 0.5550 $ 0.5550

For the three and nine months ended September 30, 2025, we declared distributions of $9.5 million and $28.3 million, respectively. For the three and nine months ended September 30, 2024, we declared distributions of $9.3 million and $27.5 million, respectively.
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The following tables summarizes our distributions declared during the three and nine months ended September 30, 2025 and 2024:
Three Months Ended
September 30, 2025 September 30, 2024
in thousands Amount Percentage Amount Percentage
Distributions
Payable in cash $ 3,633 38 % $ 3,755 40 %
Reinvested in shares 5,847 62 % 5,524 60 %
Total distributions $ 9,480 100 % $ 9,279 100 %
Sources of Distributions
Cash flows from operating activities $ 9,480 100 % $ 6,883 74 %
Distributions of capital from investments in unconsolidated entities(1)
- - % 2,334 25 %
Offering proceeds(3)
- - % 62 1 %
Total sources of distributions $ 9,480 100 % $ 9,279 100 %
Cash flows from operating activities $ 13,184 $ 6,883
Funds from Operations(2)
$ 6,107 $ 4,414
Nine Months Ended
September 30, 2025 September 30, 2024
in thousands Amount Percentage Amount Percentage
Distributions
Payable in cash $ 11,000 39 % $ 11,209 41 %
Reinvested in shares 17,265 61 % 16,256 59 %
Total distributions $ 28,265 100 % $ 27,465 100 %
Sources of Distributions
Cash flows from operating activities $ 20,573 73 % $ 13,628 50 %
Distributions of capital from investments in unconsolidated entities(1)
6,720 24 % 5,612 20 %
Offering proceeds(3)
972 3 % 1,479 5 %
Financing proceeds - - % 6,746 25 %
Total sources of distributions $ 28,265 100 % $ 27,465 100 %
Cash flows from operating activities $ 20,573 $ 13,628
Funds from Operations(2)
$ 17,368 $ 19,149
(1)Represents distributions received from equity method investments that are classified as cash flows from investing activities. These equity method investments currently include our interest in a joint venture through which we own our interest in the Sunbelt Medical Office Portfolio, our preferred membership interest in San Simeon Preferred Equity, which owns a multifamily property, and our interest in a joint venture through which we hold our interests in a fully integrated retail platform operating company and non-controlling interests we own in twelve retail properties. Distributions received from equity method investments are classified as either cash flows from operating or investing activities based on the cumulative earnings approach. See Note 2 - "Summary of Significant Accounting Policies" to our consolidated financial statements in the Annual Report on Form 10-K for the year ended December 31, 2024 for additional details on the cumulative earnings approach. In addition, this amount represents distributions from our investment in an affiliated fund. The distributions received from this investment are classified as investing activities.
(2)See "-Funds from Operations, Adjusted Funds from Operations and Funds Available for Distribution" above for description of Funds from Operations ("FFO"), for reconciliation of FFO to GAAP net income (loss) attributable to INREIT stockholders and for considerations on how to review this metric.
(3)Offering proceeds represents distributions reinvested in shares of our common stock at the shareholders election through our distribution reinvestment plan.
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Liquidity and Capital Resources
Liquidity
Our primary needs for liquidity and capital resources are to fund our investments, to make distributions to our stockholders, to repurchase shares of our common stock under our share repurchase plan, to pay our offering costs and operating fees and expenses and to pay interest on our borrowings. We will obtain the funds required to purchase investments and conduct our operations from the net proceeds of our Private Offerings, our Offering, DST Program and any future offerings we may conduct (collectively, the "Capital Raising Programs"), from secured and unsecured borrowings from banks and other lenders and from net cash provided by operating activities. Generally, cash needs for items other than asset acquisitions are met from operations, and cash needs for asset acquisitions are funded by our Capital Raising Programs and debt financings. However, there may be a delay between the sale of our shares and our purchase of assets that could result in a delay in the benefits to our stockholders, if any, of returns generated from our investment operations.
Our target leverage ratio is approximately 50% to 60%. As used herein, "leverage ratio" is measured by dividing (x) the sum of the Company's consolidated property-level debt, entity-level debt and debt-on-debt, net of cash and restricted cash, by (y) the asset value of the Company's real estate investments, private real estate debt investments and equity in the Company's real estate-related securities portfolio (in each case measured using the greater of fair market value and cost), including the Company's net investment in unconsolidated investments. For purposes of determining the asset value of the Company's real estate investments, the Company includes the asset value of the DST Properties due to the master lease structure, including the Company's fair market value purchase option. The leverage ratio calculation does not include (i) indebtedness incurred in connection with funding a deposit in advance of the closing of an investment, (ii) indebtedness incurred as other working capital advances, (iii) indebtedness on the Company's real estate securities investments or (iv) the pro rata share of debt within the Company's unconsolidated investments. Further, the refinancing of any amount of existing indebtedness will not be deemed to constitute incurrence of new indebtedness for purposes of the leverage ratio calculation so long as no additional amount of net indebtedness is incurred in connection therewith (excluding the amount of transaction expenses associated with such refinancing). Our charter prohibits us from borrowing more than 300% of our net assets, which approximates borrowing 75% of the cost of our investments. We may exceed this limit if a majority of our independent directors approves each borrowing in excess of the limit and we disclose the justification for doing so to our stockholders.
If we are unable to raise substantial funds in the Offering or Private Offerings, we will make fewer investments resulting in less diversification in terms of the type, number and size of investments we make. Further, we have certain fixed operating expenses, including certain expenses as a publicly offered REIT, regardless of whether we are able to raise substantial funds in the Offering and Private Offerings. Our inability to raise substantial funds would increase our fixed operating expenses as a percentage of gross income, reducing our net income and limiting our ability to make distributions.
The Adviser and its affiliates provide us with our management team, including our officers and appropriate support personnel. The Adviser or the Adviser's affiliates may provide us services that would otherwise be performed by third parties. In such event, we will reimburse the Adviser or the Adviser's affiliate the cost of performing such services provided that such reimbursements will not exceed the amount that would be payable if such services were provided by a third party in an arms-length transaction.
The Adviser advanced all of our operating expenses on our behalf through December 31, 2021. Beginning January 2022 and ceasing September 2022, we began ratably reimbursing the Adviser over 60 months for the operating expenses incurred prior to December 31, 2021 and will recommence reimbursements to the Adviser following the earlier of (1) the date that our NAV reaches $1.0 billion and (2) December 31, 2027. As of September 30, 2025 and December 31, 2024, we have $5.4 million due to the Adviser for advanced operating expenses that are recorded as a component of due to affiliates on our condensed consolidated balance sheets.

The Adviser advanced all of our organization and offering expenses (other than upfront selling commissions, dealer manager fees, and ongoing stockholder servicing fees) incurred through December 31, 2022. We will begin reimbursing the Adviser for advanced organization and offering expenses upon the earlier of (1) the date that our NAV reaches $1.0 billion and (2) December 31, 2027. We will reimburse the Adviser for all of our advanced expenses ratably over 60 months following such date. As of September 30, 2025 and December 31, 2024, we have $6.8 million due to the Adviser for advanced organization and offering expenses that are recorded as a component of due to affiliates on our condensed consolidated balance sheets.
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In January 2022, we began reimbursing the Adviser on a quarterly basis for operating expenses incurred subsequent to December 31, 2021. As of September 30, 2025 and December 31, 2024, we have $2.5 million and $4.9 million, respectively, due to the Adviser for operating expenses. The amount due to the Adviser is recorded as a component of due to affiliates on our condensed consolidated balance sheets.
In January 2023, we began reimbursing the Adviser on a quarterly basis for organization and offering expenses incurred subsequent to December 31, 2022. As of September 30, 2025 and December 31, 2024, we have $3.2 million and $1.4 million, respectively, due to the Adviser for organization and offering expenses that are recorded as a component of due to affiliates on our condensed consolidated balance sheets.
Under our charter, we may reimburse the Adviser, at the end of each fiscal quarter, for total operating expenses paid by the Adviser. However, we may not reimburse the Adviser at the end of any fiscal quarter for total operating expenses (as defined in our charter) that, in the four consecutive fiscal quarters then ended, exceed the greater of 2% of average invested assets or 25% of net income determined without reduction for any additions to reserves for depreciation, bad debts or other similar non-cash reserves and excluding any gain from the sale of our assets for that period (the "2%/25% Guidelines").
We may reimburse the Adviser for expenses in excess of the 2%/25% Guidelines if a majority of our independent directors determines that such excess expenses (an "Excess Amount") are justified based on unusual and non-recurring factors. Operating expenses for the four consecutive fiscal quarters ended September 30, 2025 did not exceed the charter-imposed limitation.
MassMutual committed to purchase $400.0 million of Class N common stock in our Class N Private Offering and fully met its commitment as of December 31, 2022.
Beginning January 1, 2026 and continuing until we have repurchased $200.0 million of MassMutual shares, we are required to repurchase MassMutual shares on a monthly basis, subject to thresholds based on monthly net offering proceeds. In any month, MassMutual may choose to waive our obligation to repurchase shares. We are required to limit repurchases to ensure that the aggregate NAV of MassMutual shares is at least $50.0 million.
Beginning January 1, 2026, MassMutual holds the right to request that we repurchase MassMutual shares on a monthly basis, subject to thresholds based on monthly net offering proceeds and the Company's NAV. This right to request that we repurchase MassMutual shares is in addition to the requirement to repurchase MassMutual shares described in the preceding paragraph. We will not be required to repurchase (1) in any calendar year, more than $150.0 million of MassMutual shares or (2) in any calendar month, MassMutual shares with an aggregate repurchase price equal to more than 100% of the net proceeds to us from the sale of shares of our common stock during such month.
Capital Resources
INREIT OP has a Revolving Credit Facility with Bank of America, N.A. ("Bank of America"), which was amended on July 25, 2025. The following is a summary of the Revolving Credit Facility:
$ in thousands
Maximum Facility Size(3)
Principal Outstanding Balance
Indebtedness Interest Rate
Maturity Date(2)
September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024
Revolving Credit Facility
S + applicable margin(1)
7/21/2028 $ 250,000 $ 150,000 $ 25,000 $ -
(1)The term "S" refers to the relevant floating benchmark rate, SOFR. Borrowings under the Revolving Credit Facility carry interest at a rate equal to (i) SOFR, (ii) SOFR with an interest period of one, three or six-months, or (iii) a Base Rate, where the base rate is the highest of (a) federal funds rate plus 0.5%, (b) the rate of interest as publicly announced by Bank of America as its "prime rate", (c) SOFR with an interest period of one month plus 1.0%, or (d) 1.0%, in each case, plus an applicable margin that is based on our leverage ratio. The weighted-average interest rate for the three and nine months ended September 30, 2025 was 5.75%. The weighted-average interest rate for the three and nine months ended September 30, 2024 was 7.08% and 7.10%, respectively.
(2)The maturity date presented is the extended maturity date. The amendment extended the maturity date from September 5, 2025 to July 23, 2027 and grants an option to extend the term to July 21, 2028, subject to certain conditions.
(3)With the amendment, the aggregate commitment is $100.0 million with an ability to request increases up to $250.0 million in aggregate commitments. The available borrowing capacity is determined by our unencumbered property borrowing base calculation. As of September 30, 2025, we had $45.0 million of available borrowing capacity. With the amendment, the unused commitment fee was modified to be 0.25% if usage is less than 50.0% and 0.15% if usage is greater than or equal to 50.0% that accrues on the daily amount by which the aggregate commitments exceed the total outstanding balance of the Revolving Credit Facility.
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As of September 30, 2025, we were in compliance with all loan covenants in our revolving credit facility agreement.
The following table summarizes certain characteristics of our mortgage notes that are secured by our properties:
in thousands Principal Balance Outstanding
Indebtedness
Interest Rate(1)
Initial Maturity Date
Extended Maturity Date(5)
Maximum Principal Amount September 30, 2025 December 31, 2024
The Carmin
S + 1.75%(2)
3/5/2026 3/5/2032 $ 84,000 84,000 65,500
Cortlandt Crossing 3.13% 3/1/2027 N/A $ 39,660 39,660 39,660
Everly Roseland
S + 1.45%(3)
4/28/2027 4/28/2029 $ 113,500 111,658 111,441
Midwest Industrial Portfolio
4.44% and S + applicable margin(4)
7/5/2027 N/A $ 70,000 - 70,000
Total mortgages payable 235,318 286,601
Deferred financing costs, net (692) (1,335)
Mortgage notes payable, net $ 234,626 $ 285,266
(1)The term "S" refers to the relevant floating benchmark rate, SOFR.
(2)In February 2025, we sold a 40% indirect leasehold interest in The Carmin student housing property and refinanced the mortgage note secured by the property. Proceeds from the new secured mortgage note were partially used to repay the existing mortgage. We incurred debt extinguishment charges of approximately $34,000 in connection with the refinancing of the mortgage note. The weighted-average interest rate for the three and nine months ended September 30, 2025 was 6.06% and 6.07%, respectively. The weighted-average interest rate for the three and nine months ended September 30, 2024 was 7.09% and 7.08%, respectively.
(3)The weighted-average interest rate for the three and nine months ended September 30, 2025 was 5.77% and 5.89%, respectively. The weighted-average interest rate for the three and nine months ended September 30, 2024 was 6.75% and 6.77%, respectively.
(4)In April 2025, we repaid the mortgage note secured by Meridian Business 940, Capital Park 2919, 3101 Agler and Earth City 13330 (collectively the "Midwest Industrial Portfolio") in connection with our buyout of the joint venture partner. We incurred debt extinguishment charges of $0.5 million from the early repayment of the mortgage note. The mortgage note secured by these properties and bore interest at two rates. Of the $70.0 million principal balance, $35.0 million bore interest at a fixed rate of 4.44%, and $35.0 million bore interest at a floating rate of the greater of (a) 2.20% or (b) the sum of 1.70% plus SOFR. The weighted-average interest rate of the combined $70.0 million principal balance for the nine months ended September 30, 2025 was 5.39%. There was no weighted-average interest rate for the three months ended September 30, 2025 as the mortgage note was fully in repaid in April 2025. The weighted-average interest rate of the combined $70.0 million principal balance for the three and nine months ended September 30, 2024 was 5.71% and 5.73%, respectively.
(5)We may elect to extend the maturity date upon meeting certain conditions, which may include payment of a non-refundable extension fee.
As of September 30, 2025, we were in compliance with all loan covenants in our mortgage notes.
In connection with the sale and leaseback of The Carmin property, as of September 30, 2025 we hold a financing obligation on our condensed consolidated balance sheets of $54.0 million, net of debt issuance costs.
See Note 10 - "Borrowings" to our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for a discussion of our borrowing arrangements.
Other potential future sources of capital include incremental secured or unsecured financings from banks or other lenders and proceeds from the sale of assets. If necessary, we may use financings or other sources of capital in the event of unforeseen significant capital expenditures. We have not yet identified any sources for these types of financings.
At September 30, 2025, we had cash and cash equivalents of $39.4 million and restricted cash of $3.2 million. Our restricted cash consists of subscriptions received in advance, amounts in escrow for taxes and insurance related to mortgages at certain properties and security deposits.
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We currently have no deposits or lines of credit with community or regional banking organizations, as such terms are defined by the Federal Reserve. The commercial loan we hold is a mezzanine loan for which the senior loan is held by a community or regional banking organization and in this case the senior loan is fully funded with no future funding obligation. Our Adviser and its affiliates use a formal bank monitoring program to seek to ensure a comprehensive and disciplined approach for the selection and ongoing monitoring of the financial institutions with whom funds and companies managed by our Adviser and its affiliates, such as our Company, do business. All financial institutions with which we do business must be initially approved by Invesco's treasurer and are subject to ongoing monitoring.
Capital Uses
During periods when we are selling more shares than we are repurchasing, we primarily use our capital to acquire our investments, which we also fund with other capital resources. During periods when we are repurchasing more shares than we are selling, we primarily use our capital to fund repurchases. During the months ended July 31, 2025, August 31, 2025 and September 30, 2025, we received repurchase requests below the applicable repurchase limits under our Share Repurchase Plan and fulfilled all repurchase requests.

Our operating expenses include, among other things, the management fee we pay to the Adviser and the performance participation allocation that INREIT OP pays to the Special Limited Partner, both of which will impact our liquidity to the extent the Adviser or the Special Limited Partner elects to receive such payments in cash, or subsequently redeem shares or OP units previously issued to them. To date, the Adviser and the Special Limited Partner have both always elected to be paid in shares or OP units, resulting in a non-cash expense.
Forward-Looking Statements Regarding Liquidity
We believe that with respect to liquidity, we are well positioned with $84.4 million of immediate liquidity as of September 30, 2025, comprised of $45.0 million of undrawn capacity on our Revolving Credit Facility and $39.4 million of cash and cash equivalents. In addition, we hold $42.8 million in investments in real estate-related securities that could be liquidated to satisfy any potential liquidity requirements.
Cash Flows
The following table provides a breakdown of the net change in our cash and cash equivalents and restricted cash:
Nine Months Ended September 30,
in thousands 2025 2024
Cash flows provided by (used in) operating activities $ 20,573 $ 13,628
Cash flows provided by (used in) investing activities (120,561) (1,744)
Cash flows provided by (used in) financing activities 89,536 24,394
Net increase (decrease) in cash and cash equivalents and restricted cash $ (10,452) $ 36,278
Operating Activities
Cash flows provided by operating activities of $20.6 million for the nine months ended September 30, 2025 consists of our net loss of $7.1 million adjusted for non-cash items and changes in assets and liabilities. The change in our assets and liabilities is primarily due to the timing of cash receipts and cash payments, including amounts we owe our affiliates.
Investing Activities
Cash flows used in investing activities increased $118.8 million during the nine months ended September 30, 2025 compared to the corresponding period in 2024 primarily due to the acquisitions of real estate in 2025.
Financing Activities
Cash flows provided by financing activities increased $65.1 million for the nine months ended September 30, 2025 compared to the corresponding period in 2024 primarily due to an increase in contributions from non-controlling interests primarily related to DST proceeds of $105.8 million and cash proceeds from the sale of an interest in The Carmin of $17.0 million. These increases were partially offset by a change in net borrowing activity of $26.4 million, a decrease in net proceeds and repurchases of common stock of $26.1 million and cash paid in connection with the buyout of our joint venture partner in the Midwest Industrial Portfolio of $1.5 million.
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Critical Accounting Policies and Estimates
There have been no significant changes to our critical accounting policies and estimates that are disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024.
Pending Accounting Pronouncements
There have been no significant changes to the status of our adoption of the recently issued accounting pronouncement that is disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The primary components of our market risk are related to interest rates, credit and real estate values. While we do not seek to avoid risk completely, we believe that risk can be quantified from historical experience, and we seek to actively manage that risk, to earn sufficient compensation to justify taking those risks and to maintain capital levels consistent with the risks we undertake.
Interest Rate Risk
We are exposed to interest rate changes primarily as a result of long-term debt used to maintain liquidity, fund capital expenditures and expand our investment portfolio and operations. Market fluctuations in real estate financing affect the availability and cost of funds needed to expand our investment portfolio. In addition, restrictions upon the availability of real estate financing or high interest rates for real estate loans could adversely affect our ability to dispose of real estate in the future. We seek to limit the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs. We use derivative financial instruments to hedge exposures to changes in interest rates on loans secured by our assets.
Interest rate risk is highly sensitive to many factors, including governmental, monetary and tax policies, domestic and international economic and political considerations and other factors beyond our control. We are subject to interest rate risk in connection with floating rate debt secured by our properties, our Revolving Credit Facility, our investments in real estate securities, our investment in a commercial loan and our investment in an affiliated debt fund. We are also subject to interest rate risk through our investments in unconsolidated entities that have been financed with floating rate debt. We seek to manage our exposure to interest rate risk by utilizing a combination of fixed- and floating-rate financing with staggered maturity dates and through interest rate protection agreements to cap a portion of our variable rate debt. Additionally, we may hedge our interest rate risk by using derivative contracts to fix the interest expense on a portion of our floating-rate debt.
Certain of our mortgage notes and Revolving Credit Facility financings are variable rate and indexed to SOFR. As of September 30, 2025, we had borrowed $260.3 million under our mortgage notes and the Revolving Credit Facility. Of our total borrowings, $220.7 million bears variable rate interest. As of September 30, 2025, a 100 basis point increase or decrease in SOFR assuming no changes in the composition of our borrowings over a twelve-month period results in a projected increase of $0.3 million or projected decrease in interest expense of $0.6 million, respectively, net of the impact of our interest rate hedges.
We have invested a portion of our portfolio in fixed and floating rate real estate-related debt securities. On floating-rate securities, our net income will increase or decrease depending on interest rate movements. As of September 30, 2025, a 100 basis point increase or decrease in SOFR assuming no changes in the composition of our portfolio of real estate-related securities over a twelve-month period results in a projected increase or decrease in interest income of $0.3 million, respectively.
As of September 30, 2025, we have originated a $12.2 million variable rate mezzanine commercial loan that is indexed to SOFR. As of September 30, 2025, a 100 basis point increase or decrease in SOFR assuming no changes in the composition of our commercial loan results in a projected increase of $0.2 million or projected decrease of $0.1 million in interest income, respectively.
Credit Risk
We are exposed to credit risk with respect to the tenants that occupy properties we own. To mitigate this risk, we undertake a credit evaluation of major tenants prior to making an investment. This analysis includes extensive due diligence of a potential tenant's creditworthiness and business, as well as an assessment of the strategic importance of the property to the tenant's core business operations.
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Additionally, we are exposed to credit risk in the real estate-related debt investments that we make with respect to a borrower's ability to make required interest and principal payments on scheduled due dates. We manage this risk by conducting a credit analysis prior to making an investment and by actively monitoring our portfolio and its underlying credit quality. In addition, we re-evaluate the credit risk inherent in our investments on a regular basis pursuant to fundamental considerations such as gross domestic product, unemployment, interest rates, retail sales, store closings/openings and corporate earnings. Where applicable, we also review key property and loan-level metrics including, but not limited to, payment status, debt-service coverage ratios, debt yields, current loan-to-value ratios, occupancy rates, and tenant rent rolls along with property sponsorship. These characteristics assist in determining the likelihood and severity of underlying loan losses as well as prepayment and extension expectations. We then perform structural analysis to project investment cash flows and assess subordination levels relative to underlying collateral performance expectations. This analysis allows us to quantify our opinions of credit quality and fundamental value, which are key drivers of portfolio management decisions.
Finally, we may be exposed to counterparty credit risk under the terms of a derivative contract. If the fair value of a derivative contract is positive, the counterparty will owe us, which creates credit risk for us. If the fair value of a derivative contract is negative, we will owe the counterparty and, therefore, do not have credit risk. We will seek to minimize the credit risk in derivative instruments by entering into transactions with high-quality counterparties. As of September 30, 2025, we held derivative instruments with a fair value asset balance of $0.6 million and a fair value liability balance of $0.5 million.
Real Estate Market Value Risks
Commercial property values are subject to volatility and may be adversely affected by a number of factors, including but not limited to: national, regional and local economic conditions (which may be adversely affected by industry slowdowns and other factors); local real estate conditions; changes or continued weakness in specific industry segments; construction quality, age and design; demographic factors; and retroactive changes to building or similar codes. Changes in commercial property values are difficult to predict with accuracy. We model a range of valuation scenarios and the resulting impacts to our business.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
An evaluation of the effectiveness of the design and operation of our "disclosure controls and procedures" (as defined in Rule 13a-15(e) and 15(d)-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")), as of the end of the period covered by this Quarterly Report was made under the supervision and with the participation of our management, including our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"). Based upon this evaluation, our CEO and CFO have concluded that as of the end of the period covered by this Quarterly Report our disclosure controls and procedures (a) are effective to reasonably ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by SEC rules and forms and (b) include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.
Changes in Internal Controls over Financial Reporting
There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the quarter ended September 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. As of September 30, 2025, we were not involved in any material legal proceedings.
ITEM 1A. RISK FACTORS
There were no material changes during the period covered by this Quarterly Report to the risk factors previously disclosed in Part I, Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES, USE OF PROCEEDS AND ISSUER PURCHASES OF EQUITY SECURITIES
Unregistered Sales of Equity Securities
On July 1, 2025, we issued 8,620 unregistered Class E shares of common stock to the Adviser for payment of management fees for total consideration of $0.2 million.
On August 1, 2025, we issued 8,409 unregistered Class E shares of common stock to the Adviser for payment of management fees for total consideration of $0.2 million.
On September 1, 2025, we issued 8,878 unregistered Class E shares of common stock to the Adviser for payment of management fees for total consideration of $0.2 million.
On July 9, 2025, we issued 286 unregistered Class E shares of common stock as part of the distribution reinvestment program for total consideration of approximately $8,000.
On August 12, 2025, we issued 291 unregistered Class E shares of common stock as part of the distribution reinvestment program for total consideration of approximately $8,000.
On September 11, 2025, we issued 292 unregistered Class E shares of common stock as part of the distribution reinvestment program for total consideration of approximately $8,000.
On July 9, 2025, we issued 63,014 unregistered Class N shares of common stock as part of the distribution reinvestment program for total consideration of $1.7 million.
On August 12, 2025, we issued 64,165 unregistered Class N shares of common stock as part of the distribution reinvestment program for total consideration of $1.8 million.
On September 11, 2025, we issued 64,494 unregistered Class N shares of common stock as part of the distribution reinvestment program for total consideration of $1.8 million.
The transactions described above were exempt from the registration provisions of the Securities Act by virtue of Section 4(a)(2) thereof because they were not part of any public offering and did not involve any general solicitation or general advertising.
Issuer Purchases of Equity Securities
We have adopted a share repurchase plan, whereby on a monthly basis, stockholders may request that we repurchase all or any portion of their shares of any class, subject to the terms and conditions of the share repurchase plan. We may choose to repurchase all, some or none of the shares that have been requested to be repurchased in any month, in our discretion, subject to any limitations in the share repurchase plan.
The aggregate amount of share repurchases is limited to no more than 2% of our aggregate NAV per month (measured using the aggregate NAV as of the end of the immediately preceding month) and no more than 5% of our aggregate NAV per calendar quarter (measured using the aggregate NAV as of the end of the immediately preceding three months).
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Under our share repurchase plan, to the extent we choose to repurchase shares in any month, we will only repurchase shares as of the opening of the last calendar day of that month (each such date, a "Repurchase Date"). Repurchases will be made at the transaction price in effect on the Repurchase Date, except that shares that have not been outstanding for at least one year will be repurchased at 95% of the transaction price, subject to certain limited exceptions. Should repurchase requests, in our judgment, place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on our company as a whole, or should we otherwise determine that investing our liquid assets in real properties or other investments rather than repurchasing our shares is in the best interests of our company as a whole, we may choose to repurchase fewer shares in any month than have been requested to be repurchased, or none at all. Further, our board of directors may make exceptions to modify or suspend our share repurchase plan if it deems such action to be in our best interest and the best interest of our stockholders.
If the transaction price for the applicable month is not made available by the tenth business day prior to the last business day of the month (or is changed after such date), then no repurchase requests will be accepted for such month and stockholders who wish to have their shares repurchased the following month must resubmit their repurchase requests.
During the three months ended September 30, 2025, we repurchased shares of our common stock in the following amounts:
Month of:
Total Number of Shares Repurchased(1)
Average Price Paid per Share
Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs(2)
Maximum Number of Shares Pending Repurchase Pursuant to Publicly Announced Plans or Programs (3)
July 2025 14,051 $ 15.39 8,272 -
August 2025 218,178 26.23 212,400 -
September 2025 38,858 26.37 33,079 -
271,087 $ 25.69 253,751 -
(1)The Total Number of Shares Repurchased and Average Price Paid per Share includes 17,336 Class E common shares held by the Adviser repurchased outside of the share repurchase plan, with an average price paid per share of $27.95, related to shares that were previously issued to the Adviser as payment of management fees.
(2)Publicly announced plans or programs include share repurchases under our share repurchase plan, if any.
(3)All repurchase requests under our share repurchase plan were satisfied.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
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ITEM 5. OTHER INFORMATION
Appointment of Officer
On November 5, 2025, our Board of Directors appointed Clifford Stoops as Chief Accounting Officer, effective November 17, 2025. Mr. Stoops, 54, has been with Invesco Ltd. since August 2024, most recently serving as Co-Head of Public Real Estate Finance. Prior to joining Invesco, he served as Managing Director of Private Equity Investments on the Underwriting team at Beneficient from March 2020 to August 2024, where he helped lead digital solution efforts at the technology-enabled platform focused on providing liquidity solutions to holders of alternative assets. Earlier in his career, Mr. Stoops joined Highland Capital Management in July 2006 as Controller and was promoted to Chief Accounting Officer in 2012. Highland is an alternative investment management firm based in Dallas, Texas that manages hedge funds, CLOs, and mutual funds. Prior to Highland, Mr. Stoops worked in the Dallas office of Ernst & Young (EY), beginning on the tax compliance team before transitioning to audit, where he worked with asset management clients. He is a licensed Certified Public Accountant in the state of Texas and holds a BBA in Accounting from the University of Texas and an MS in Taxation from the University of Texas at San Antonio.
As of the time of the filing of this report, the Company has not entered into any material plans, contracts or arrangements to which Mr. Stoops is a party or in which he participates, or any material amendment, in connection with the appointment described above. There is no arrangement or understanding between Mr. Stoops and any other persons pursuant to which he was selected as Chief Accounting Officer. There are no family relationships between Mr. Stoops and any of the Company's directors, executive officers or other key personnel reportable under Item 401(d) of Regulation S-K. There are no related party transactions between the Company and Mr. Stoops reportable under Item 404(a) of Regulation S-K.
Rule 10b5-1 Trading Plans
During the fiscal quarter ended June 30, 2025, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" as each term is defined in Item 408 of Regulation S-K.
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ITEM 6. EXHIBITS

Exhibit
Number 		Exhibit Description
3.1 Second Articles of Amendment and Restatement of Invesco Real Estate Income Trust Inc. (filed as Exhibit 3.1 to the Company's Registration Statement on Form S-11 filed on March 31, 2021 and incorporated herein by reference).
3.2 Articles of Amendment to the Company's Charter, effective June 27, 2025 (filed as Exhibit 3.1 to the Current Report on Form 8-K filed on July 1, 2025 and incorporated herein by reference).
3.3 Articles Supplementary Classifying and Designating a Class of Common Stock as Class S-PR Common Stock and Fixing Distribution and other Preferences and Rights of Such Class, effective June 27, 2025 (filed as Exhibit 3.2 to the Current Report on Form 8-K filed on July 1, 2025 and incorporated herein by reference).
3.4 Articles Supplementary Classifying and Designating a Class of Common Stock as Class K-PR Common Stock and Fixing Distribution and other Preferences and Rights of Such Class, effective June 27, 2025 (filed as Exhibit 3.3 to the Current Report on Form 8-K filed on July 1, 2025 and incorporated herein by reference).
3.5 Bylaws of Invesco Real Estate Income Trust Inc. (filed as Exhibit 3.2 to the Company's Registration Statement on Form S-11 filed on March 31, 2021 and incorporated herein by reference).
4.1 Distribution Reinvestment Plan (filed as Exhibit 4.1 on Form 10-Q filed on May 12, 2023 and incorporated herein by reference).
10.1 Amended and Restated Limited Partnership Agreement of Invesco REIT Operating Partnership LP, dated October 6, 2025 (filed as Exhibit 10.1 to the Current Report on Form 8-K as filed on October 10, 2025 and incorporated herein by reference).
10.2 Amended and Restated DST Dealer Manager Agreement, dated October 6, 2025, by and among Invesco Distributors, Inc., Invesco Advisers, Inc., Invesco Real Estate Income Trust Inc. and Invesco REIT Operating Partnership, LP (filed as Exhibit 10.2 to the Current Report on Form 8-K as filed on October 10, 2025 and incorporated herein by reference).
10.3 Sixth Amendment to Revolving Credit Agreement, dated July 25, 2025, by and among Invesco REIT Operating Partnership LP, Invesco Real Estate Income Trust Inc., Bank of America, N.A. and the other parties thereto (filed as Exhibit 10.1 to the Current Report on Form 8-K filed on July 31, 2025 and incorporated herein by reference).
31.1* Certification of Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2* Certification of Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1** Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2** Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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The following financial information from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in iXBRL (inline eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets; (ii) Condensed Consolidated Statements of Operations; (iii) Condensed Consolidated Statements of Changes in Equity and Redeemable Equity Instruments; and (iv) Condensed Consolidated Statements of Cash Flows
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Filed herewith
** Furnished herewith

The agreements and other documents filed as exhibits to this quarterly report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Invesco Real Estate Income Trust Inc.
/s/ R. Scott Dennis
R. Scott Dennis
Chairperson of the Board and Chief Executive Officer
(Principal Executive Officer)
/s/ Courtney Popelka
Courtney Popelka
Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)
Date: November 7, 2025

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