Material Event (Form 8-K)

Item 8.01 Other Events.

June 30, 2025 NAV per Common Share

On July 22, 2025, ExchangeRight Income Fund Trustee, LLC (the "Trustee"), which serves as the sole trustee of ExchangeRight Income Fund, doing business as ExchangeRight Essential Income REIT (the "Company"), declared the net asset value ("NAV") of the Company as of June 30, 2025 to be $707,795,000 (or $27.17 per Class I, Class A, Class S, Class D, Class ER-I, Class ER-A, Class ER-S, and Class ER-D common share as well as the common units of limited partnership interest ("OP Units") in ExchangeRight Income Fund Operating Partnership, LP (the "Operating Partnership"). The NAV set forth above is based on the midpoint of the range of real estate values as of June 30, 2025 of the Company's owned properties as determined by an independent valuation firm, combined with the value of the Company's cash and cash equivalents, restricted cash, and other assets, and less the Company's liabilities. We calculate NAV per share in accordance with the valuation guidelines that have been approved by our Trustee. Our NAV per unit/share, which is updated as of the last calendar day of each quarter, will be posted on our website at https://www.exchangeright.com/the-essential-income-reit/ and is the same for each of our Class I, Class A, Class S, Class D, Class ER-I, Class ER-A, Class ER-S, and Class ER-D common shares and OP Units. For a description of how our NAV is calculated, see the disclosures under the caption "Net Asset Value"beginning on page 60 of our Form 10-K filed with the Securities and Exchange Commission on February 27, 2025. Our Trustee is ultimately responsible for determining our NAV.

The following table provides a breakdown of the components of the Company's total NAV and NAV per Class I, Class A, Class S, Class D, Class ER-I, Class ER-A, Class ER-S, and Class ER-D common share and OP Units as of June 30, 2025:

Private Offering Updates

The Company is currently conducting a private placement offering on a continuous basis of up to $2.165 billion of common shares of beneficial interest (the "Common Shares"), pursuant to which the Company is offering its Class I, Class A, Class S, Class D, Class ER-I, Class ER-A, Class ER-S, and Class ER-D Common Shares (the "Private Offering"). As of the date of this report, the

2

Company has not issued any Class S, Class D, Class ER-A, Class ER-S, or Class ER-D Common Shares in the Private Offering. The Company has updated the purchase price for our Class I, Class A, Class S, and Class D Common Shares offered in the Private Offering to be equal to the NAV per Common Share as of June 30, 2025, plus any applicable upfront selling commissions and expenses related to each class of Common Shares. The purchase price for the Company's Class ER-I, Class ER-A, Class ER-S, and Class ER-D Common Shares pursuant to the terms of the Private Offering is reflected in the table below and was not updated as of June 30, 2025. The repurchase price for the Class I, Class A, Class S, and Class D Common Shares under the Company's share repurchase program also was updated to reflect the June 30, 2025 NAV and purchase prices for the Common Shares in the Private Offering. The Class ER-I, Class ER-A, Class ER-S, and Class ER-D Common Shares are not eligible for repurchase or redemption under the Company's share repurchase program. The purchase price for the Class I, Class A, Class S, and Class D Common Shares will be applicable for subscriptions for such shares closing from and after August 1, 2025. The purchase price for each class of Common Shares for subscriptions beginning on August 1, 2025 is as follows:

(a) Net Current Yield is calculated as the most recent annualized monthly distribution for June 2025 divided by the updated purchase price.

The Company has updated the offering materials for the Private Offering, including the confidential private placement memorandum and subscription documents, which are available on the Company's website at: https://www.exchangeright.com/the-essential-income-reit/. The Common Shares offered in the Private Offering have not been, and will not be, registered under the Securities Act of 1933 (the "Securities Act") and may not be offered or sold in any state absent registration or an applicable exemption from such registration requirements. This Current Report on Form 8-K does not constitute an offer to sell nor a solicitation of an offer to purchase any securities in any jurisdiction in which such an offer or solicitation is not authorized and does not constitute an offer within any jurisdiction to any person to whom such offer would be unlawful. The offering of Common Shares in the Private Offering will only be made pursuant to the confidential private placement memorandum for the private placement offering prepared by the Company, which will be made available to interested investors.

As of June 30, 2025, the Company has issued an aggregate of 18,324,386 Common Shares in the Private Offering for total consideration of $500.4 million. Of these issued Common Shares, 5,732,937 Class I Common Shares, 10,016,347 Class A Common Shares, and 754,917 Class ER-I Common Shares remained outstanding as of June 30, 2025. The following table lists the Common Shares issued and total consideration received to date in the Private Offering for each class of Common Shares that has been issued:

(a) As of June 30, 2025, no Class S, Class D, Class ER-A, Class ER-S, or Class ER-D shares were issued and outstanding.

As of June 30, 2025, there was up to $1.400 billion of Common Shares available for future issuance in the Private Offering, before selling commissions and expenses after calculating capital raised from other sources and the issuance of OP Units. The Company intends to continue selling Common Shares in the Private Offering on a monthly basis.

June 2025 Dividends

3

On June 30, 2025, the Company declared dividends in the amount of $0.1449 per share for each class of its outstanding Common Shares. The dividends for each class of Common Shares were payable to shareholders of record immediately following the close of business on June 30, 2025 and were paid in cash or reinvested in the Company's Common Shares through the Company's Dividend Reinvestment and Direct Share Purchase Plan ("DRIP") on July 15, 2025.

Dividend Reinvestment and Direct Share Purchase Plan

For the June 30, 2025 declared dividends described above, holders of Common Shares and holders of Class I and Class A OP Units of the Operating Partnership have elected 11.03% of the aggregate declared dividends on Common Shares and distributions on Class I and Class A OP Units to be reinvested back into the Company's Common Shares based on elections by the individual shareholders and unitholders pursuant to the DRIP. These distributions were reinvested in the Company's Common Shares on July 15, 2025.

The following table lists the Common Shares issued and total dividends reinvested to date under the DRIP for each class of Common Shares:

The DRIP generally permits shareholders of the Company to elect to have some or all of their cash dividends in respect of the shareholder's Common Shares to be automatically reinvested in additional Common Shares. Any cash dividends attributable to the class of Common Shares owned by participants in the DRIP will be reinvested in Common Shares on behalf of the participant on the business day such dividends would have been paid to such investor. In addition, holders of the Class I, Class A 721, and Class D OP Units may elect to reinvest their cash distributions into our Class I Common Shares and holders of the Class ER-I, Class ER-A, Class ER-S, and Class ER-D Common Shares of the Company will have their cash dividends from the Company reinvested in the Company's Class I, Class A, Class S, and Class D Common Shares, respectively.