Starwood Real Estate Income Trust Inc.

03/20/2026 | Press release | Distributed by Public on 03/20/2026 09:53

Annual Report for Fiscal Year Ending DECEMBER 31, 2025 (Form 10-K)

MANAGEMENT'S DISCUSSION AND ANALYSIS OFFINANCIAL CONDITION AND RESULTS OF OPERATIONS

References herein to "Starwood Real Estate Income Trust, Inc.," "Company," "we," "us," or "our" refer to Starwood Real Estate Income Trust, Inc. and its subsidiaries unless the context specifically requires otherwise.

The following discussion should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Annual Report on Form 10-K. In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Our actual results may differ materially from those in this discussion as a result of various factors, including but not limited to those discussed under Item 1A. "Risk Factors" in this Annual Report on Form 10-K.

Overview

We were formed on June 22, 2017 as a Maryland corporation to invest primarily in stabilized, income-oriented commercial real estate and debt secured by commercial real estate. Our portfolio is principally comprised of properties located in the United States and is diversified on a global basis through investments in properties outside of the United States, with a focus on Europe. To a lesser extent, we also invest in real estate debt, including loans secured by real estate and real estate-related securities. We are an externally advised, perpetual-life REIT. We own all or substantially all of our assets through the Operating Partnership, of which we are the sole general partner. We and the Operating Partnership are externally managed by the Advisor.

Our board of directors has at all times oversight and policy-making authority over us, including responsibility for governance, financial controls, compliance and disclosure. Pursuant to an advisory agreement among the Advisor, the Operating Partnership and us (the "Advisory Agreement"), we have delegated to the Advisor the authority to source, evaluate and monitor our investment opportunities and make decisions related to the acquisition, management, financing and disposition of our assets, in accordance with our investment objectives, guidelines, policies and limitations, subject to oversight by our board of directors.

We have elected to be taxed as a REIT under the Code for U.S. federal income tax purposes, commencing with our taxable year ended December 31, 2019. 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.

Public Offerings

On December 27, 2017, we commenced our initial public offering of up to $5.0 billion in shares of our common stock. On June 2, 2021, our initial public offering terminated and we commenced our follow-on public offering of up to $10.0 billion in shares of common stock. On August 10, 2022, the follow-on public offering terminated and we commenced our third public offering of up to $18.0 billion in shares of common stock. On February 4, 2026, our third public offering terminated, and we commenced our fourth public offering of up to $10.0 billion in shares of common stock, consisting of up to $9.5 billion in shares in our primary offering and up to $0.5 billion in shares pursuant to our distribution reinvestment plan. We intend to continue selling shares in our fourth public offering on a monthly basis.

As of March 20, 2026, we had received net proceeds of $14.3 billion from the sale of our common stock through our public offerings. We have contributed the net proceeds from our public offerings to the Operating Partnership in exchange for a corresponding number of Class T, Class S, Class D and Class I units. The Operating Partnership has primarily used the net proceeds to make investments in real estate and real estate debt as further described below under "Portfolio".

DST Program

In April 2024, we, through the Operating Partnership, commenced the DST Program to issue and sell up to a maximum aggregate offering amount of $1.0 billion of DST Interests in specific DSTs holding one or more DST Properties. These DST 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, 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, which will be held in a DST are leased-back to a wholly owned subsidiary of the Operating Partnership on a long-term basis through January 2, 2031, unless sooner terminated pursuant to master lease agreements. Each master lease agreement will be guaranteed by the Operating Partnership, which will retain a FMV Option, giving it the right, but not the obligation, to acquire the DST Interests in the applicable DST from the investors in exchange for Operating Partnership units or cash, at the Operating Partnership's discretion. Such FMV Option shall be exercisable any time after two years from the closing of the applicable DST Offering. The Operating Partnership, in its sole and absolute discretion, may assign its rights in the FMV Option to a subsidiary, an affiliate, a successor entity to the Operating Partnership or the acquiror of a majority of the Operating Partnership's assets. After a one-year holding

period, investors who acquire Operating Partnership units pursuant to the FMV Option generally have the right to cause the Operating Partnership to redeem all or a portion of their Operating Partnership units for, at our sole discretion, shares of our common stock, cash, or a combination of both.

We expect that the DST Program will give 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 like-kind replacement properties to complete tax-deferred exchange transactions under Section 1031 of the Code. Affiliates of the Advisor are expected to receive fees in connection with the sale of the DST 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.

As of December 31, 2025, we have raised approximately $56.0 million in gross offering proceeds through the DST Program.

Investment Objectives

Our investment objectives are to invest in assets that will enable us to:

provide current income in the form of regular, stable cash distributions to achieve an attractive distribution yield;
preserve and protect invested capital;
realize appreciation in NAV from proactive investment management and asset management; and
provide an investment alternative for stockholders seeking to allocate a portion of their long-term investment portfolios to commercial real estate with lower volatility than publicly traded real estate companies.

We cannot assure you that we will achieve our investment objectives. See Item 1A."Risk Factors" section of this Annual Report on Form 10-K.

Recent Developments

Business Outlook

Amid today's economic uncertainty, geopolitical environment and stock market volatility, real estate offers tangible, income-generating assets with low correlation to public market fluctuations, making it an effective portfolio diversifier. The tariff events are likely to cause construction costs to increase, which makes owning existing real estate below replacement cost attractive and a defensive place for capital preservation.

We continue to prioritize generating liquidity for stockholders submitting share repurchase requests, while also staying focused on protecting and maximizing value for our stockholders who remain fully invested. This requires picking the right spots to generate liquidity as the markets continue to improve.

Please refer to Item 1A. "Risk Factors" in this Annual Report on Form 10-K for additional disclosure relating to material trends or uncertainties that may impact our business.

2025 Highlights

Operating Results:

Declared monthly net distributions totaling $484.8 million for the year ended December 31, 2025. The details of the average annualized distribution rates and total returns are shown in the following table:

Class T

Class S

Class D

Class I

Shares

Shares

Shares

Shares

Average Annualized Distribution Rate

5.2%

5.2%

6.0%

6.2%

Annualized Year-to-Date Total Return, without upfront selling commissions and dealer manager fees

(3.3%)

(3.2%)

(2.7%)

(2.4%)

Annualized Inception-to-Date Total Return, without upfront selling commissions and dealer manager fees

4.7%

4.7%

5.0%

5.4%

Annualized Inception-to-Date Total Return, assuming full upfront selling commissions and dealer manager fees

4.2%

4.1%

4.8%

N/A

Disposition Activity:

Sold 43 industrial properties, 13 multifamily properties, two hospitality properties, one retail property, and 55 single-family rental units for total net proceeds of approximately $0.3 billion during the year ended December 31, 2025.

Financing Activity:

Refinanced and closed an aggregate of $3.0 billion in property-level financing.
Refinanced our secured financings on investment in real estate debt through a series of transactions, generating approximately $40.7 million in net proceeds.

Portfolio

Summary of Portfolio

The following chart outlines the percentage of our assets across investments in real estate and our investment in a real estate loan based on fair value as of December 31, 2025:

The following charts further describe the composition of our investments in real estate and our investment in a real estate loan based on fair value as of December 31, 2025:

(1)
Investments in real estate includes our direct property investments and our unconsolidated investments. Our investment in a real estate loan includes our term loan.
(2)
Includes our direct property investments, our unconsolidated investments and our investment in a term loan.
(3)
Geography weighting includes our term loan. Geography weighting is measured as the asset value of real estate properties, unconsolidated real estate ventures, and our investment in a real estate loan for each geographical category against the total value of all (i) real estate properties, (ii) unconsolidated real estate ventures, and (iii) our investment in a real estate loan.

Investments in Real Estate

The following table provides a summary of our portfolio as of December 31, 2025 ($ in thousands):

Segment

Number of
Consolidated
Properties

Sq. Feet
(in millions)
/ Number of
Units/Keys

Occupancy
Rate
(1)

Gross Asset Value(2)

Segment
Revenue for the Year ended December 31, 2025

Percentage of
Segment
Revenue

Multifamily

63,233 units

94%

$

15,356,900

$

1,179,694

75%

Industrial

15.79 sq. ft.

92%

2,710,444

151,497

9%

Office

3.90 sq. ft.

91%

1,556,239

167,025

11%

Other Properties(3)(4)

N/A (5)

N/A

933,336

82,713

5%

Total

$

20,556,919

$

1,580,929

100%

(1)
The occupancy rate for our multifamily investments is defined as the number of leased units divided by the total unit count as of December 31, 2025. The occupancy rate for our industrial and office investments is defined as all leased square footage divided by the total available square footage as of December 31, 2025.
(2)
Based on fair value as of December 31, 2025.
(3)
Includes a 100% interest in a subsidiary with 19 single-family rental units and a 95% interest in a consolidated joint venture with 859 single-family rental units. These are excluded from the number of consolidated properties count.
(4)
Excludes our investments in unconsolidated real estate ventures.
(5)
Includes approximately 2.3 million sq. ft. across our self-storage, medical office and retail properties, 150 keys at our consolidated hospitality property and 878 single-family rental units.

Average Effective Annual Base Rents

The following table provides a summary of the average effective annual base rents across our portfolio as of December 31, 2025:

Property Type

Average Effective Annual
Base Rent per Leased
Square Foot / Units

Multifamily(1)

$

18,282

Industrial(2)

$

8.20

Office(2)

$

34.95

(1)
For multifamily properties, average effective annual base rent per leased unit represents the annualized base rent for the year ended December 31, 2025. The average effective annual base rent includes the effects of rent concessions and abatements and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization.
(2)
For industrial and office properties, average effective annual base rent represents the annualized base rent per leased square foot for the year ended December 31, 2025. The average effective annual base rent includes the effects of rent concessions and abatements and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization.

The following table provides information regarding our portfolio of real estate properties as of December 31, 2025:

Segment and Investment

Number of
Properties

Location

Acquisition
Date

Ownership
Interest
(1)

Sq. Feet
(in millions)
/ Number of
Units/Keys

Occupancy(2)

Multifamily:

Florida Multifamily Portfolio

Jacksonville/Naples, FL

January 2019

100%

1,150

95%

Phoenix Property

Mesa, AZ

January 2019

100%

256

95%

Columbus Multifamily

Columbus, OH

October 2019

96%

516

97%

Cascades Apartments(3)

Charlotte, NC

October 2019

54%

570

94%

Exchange on Erwin

Durham, NC

November 2019

100%

265

92%

Avida Apartments

Salt Lake City, UT

December 2019

100%

400

94%

Southeast Affordable Housing Portfolio

Various

Various 2020

100%

4,384

90%

Florida Affordable Housing Portfolio II

Jacksonville, FL

October 2020

100%

958

89%

Mid-Atlantic Affordable Housing Portfolio

Various

October 2020

100%

3,660

96%

Kalina Way(3)

Salt Lake City, UT

December 2020

54%

264

94%

Southeast Affordable Housing Portfolio II

DC, FL, GA, MD, SC, VA

May 2021

100%

1,642

97%

Azalea Multifamily Portfolio

TX, FL, NC, MD, TN, GA

June/July 2021

100%

4,548

95%

Keystone Castle Hills

Dallas, TX

July 2021

100%

690

93%

Greater Boston Affordable Portfolio

Boston, MA

August/September 2021

99%

842

97%

Columbus Preferred Portfolio

Columbus, OH

September 2021

96%

400

94%

The Palmer Dadeland

Dadeland, FL

September 2021

100%

844

96%

Seven Springs Apartments

Burlington, MA

September 2021

100%

331

94%

Maison's Landing

Taylorsville, UT

September 2021

100%

492

94%

Sawyer Flats

Gaithersburg, MD

October 2021

100%

648

94%

Raleigh Multifamily Portfolio

Raleigh, NC

November 2021

95%

2,291

94%

SEG Multifamily Portfolio

Various

November 2021

100%

14,066

94%

South Florida Multifamily Portfolio

Various

November 2021

95%

1,150

95%

Florida Affordable Housing Portfolio III

Various

November 2021

100%

2,660

98%

Central Park Portfolio

Denver, CO

December 2021

100%

1,444

94%

National Affordable Housing Portfolio

Various

December 2021

100%

3,264

93%

Phoenix Affordable Housing Portfolio

Phoenix, AZ

April/May 2022

100%

1,462

91%

Mid-Atlantic Affordable Housing Portfolio II

DC, GA

April 2022

100%

1,449

95%

Texas and North Carolina Multifamily Portfolio

TX, NC

April/June 2022

95%

1,601

94%

Summit Multifamily Portfolio

Various

May/June 2022

100%

8,612

95%

Florida Affordable Housing Portfolio IV

Various, FL

June/July 2022

100%

2,054

94%

Blue Multifamily Portfolio

San Antonio, TX

August 2022

100%

320

95%

Total Multifamily

63,233

Industrial:

Airport Logistics Park

Nashville, TN

September 2020

100%

0.40

100%

Marshfield Industrial Portfolio

Baltimore, MD

October 2020

100%

1.33

76%

Denver/Boulder Industrial Portfolio

Denver, CO

April 2021

100%

1.68

100%

Reno Logistics Portfolio

Reno, NV

May 2021

100%

3.04

76%

Northern Italy Industrial Portfolio

Northern Italy

August 2021

100%

0.75

100%

Southwest Light Industrial Portfolio

AZ, NV

September 2021

100%

2.48

94%

Norway Logistics Portfolio

Oslo, Norway

February 2022

100%

0.38

100%

Verona Oppeano

Verona, Italy

June 2022

100%

2.64

100%

Denmark Logistics Portfolio

Eastern Denmark

June 2022

100%

1.97

100%

Belgioioso Logistics

Greater Milan, Italy

August 2022

100%

1.12

100%

Total Industrial

15.79

Office:

Florida Office Portfolio

Jacksonville, FL

May 2019

97%

1.27

80%

Columbus Office Portfolio

Columbus, OH

October 2019

96%

0.32

90%

Nashville Office

Nashville, TN

February 2020

100%

0.36

100%

60 State Street

Boston, MA

March 2020

100%

0.91

96%

Stonebridge

Atlanta, GA

February 2021

100%

0.46

100%

M Campus

Paris, France

December 2021

100%

0.24

100%

Barcelona Mediacomplex

Barcelona, Spain

June 2022

100%

0.34

97%

Total Office

3.90

Segment and Investment

Number of
Properties

Location

Acquisition
Date

Ownership
Interest
(1)

Sq. Feet
(in millions)
/ Number of
Units/Keys

Occupancy(2)

Other Properties:

U.S. Select Service Portfolio

Boulder, CO

January 2019

100%

150

70%

Fort Lauderdale Hotel (5)

Fort Lauderdale, FL

March 2019

43%

236

67%

Exchange on Erwin - Commercial

Durham, NC

November 2019

100%

0.10

100%

Barlow

Chevy Chase, MD

March 2020

100%

0.29

85%

Single-Family Rental Joint Venture

N/A

Various

Various

95%

859

93%

Sun Belt Single-Family Rental Portfolio

N/A

Various

December 2021

100%

19

84%

Morningstar Self-Storage Joint Venture

Various

December 2021/March 2022

95%

1.94

86%

Extended Stay Portfolio (5)

Various

July 2022

45%

24,802

83%

Total Other Properties

N/A (4)

Total Investment Properties

(1)
Certain of the joint venture agreements entered into by us provide the other partner a profits interest based on certain internal rate of return hurdles being achieved. Such investments are consolidated by us and any profits interest due to the other partner will be reported within non-controlling interests in consolidated joint ventures on our Consolidated Balance Sheets. The table also includes two investments (196 total properties) owned by two unconsolidated real estate ventures.
(2)
The occupancy rate for our multifamily and certain other properties, including single-family rental investments, is defined as the number of leased units divided by the total unit count as of December 31, 2025. The occupancy rate for our industrial and office investments is defined as all leased square footage divided by the total available square footage as of December 31, 2025. The occupancy rate for our other investments, including self-storage investments, is defined as all leased square footage divided by the total available square footage as well as the trailing 12-month average occupancy for hospitality and extended stay investments for the period ended December 31, 2025.
(3)
Held through our DST Program as of December 31, 2025. These properties have been consolidated on our Consolidated Balance Sheets. Any profit interest due to the third-party investors in the DST Program are reported within non-controlling interests in consolidated joint ventures on our Consolidated Balance Sheets.
(4)
Includes approximately 2.3 million sq. ft. across our self-storage, medical office and retail properties, 25,188 keys at our hospitality and extended stay properties and 878 single-family rental units.
(5)
Investment in unconsolidated real estate venture.

Impairment of Investments in Real Estate

Management reviews its consolidated real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. If the carrying amount of the real estate investment is no longer recoverable and exceeds the fair value of such investment, an impairment loss is recognized. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Since cash flows on real estate properties are considered on an undiscounted basis to determine whether an asset has been impaired, our strategy of holding properties over the long term directly decreases the likelihood of recording an impairment loss. If our strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized, and such loss could be material to our results. If we determine that an impairment has occurred, the affected assets must be reduced to their fair value.

During the year ended December 31, 2025, we recognized a $5.1 million impairment charge on one hospitality property. During the year ended December 31, 2024, we recognized an aggregate $150.4 million of impairment charges related predominantly to 10 multifamily properties and, to a lesser extent, one hospitality property and one industrial property. During the year ended December 31, 2023, we recognized an aggregate of $188.8 million of impairment charges related predominantly to single-family rental properties and, to a lesser extent, two hospitality properties, in the Consolidated Statements of Operations and Comprehensive Loss. The estimated fair values of the impaired properties held as of December 31, 2024, were primarily based on recently completed sales transactions, letters of intent, or non-binding purchase and sales contracts. These inputs are considered Level 2 inputs for purposes of the fair value hierarchy. There are inherent uncertainties in making these estimates such as current and future macroeconomic conditions.

Impairment of Investments in Unconsolidated Real Estate Ventures

Management reviews its investments in unconsolidated joint ventures for impairment each quarter and will record impairment charges when events or circumstances change indicating that a decline in the fair values below the carrying values has occurred and such decline is other-than-temporary. The ultimate realization of the investment in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions.

During the years ended December 31, 2025, 2024 and 2023, we did not recognize any impairments on our investments in unconsolidated real estate ventures.

Investment in Real Estate Debt

The following table details our investment in real estate debt as of December 31, 2025 ($ in thousands):

December 31, 2025

Type of Loan

Number of Positions

Coupon (1)

Maturity Date (2)

Cost Basis

Fair Value

Term loan

BBSY + 4.75%

June 2030

$

956,877

$

915,431

(1)
The symbol "BBSY" refers to the relevant benchmark rate, which is three-month Bank Bill Swap Bid Rate ("BBSY").
(2)
Maturity date is based on the fully extended maturity date of the underlying collateral.

During June 2022, we provided financing in the form of a term loan to an unaffiliated entity in connection with its acquisition of Australia's largest hotel and casino company. The loan is in the amount of AUD 1,377 million and has an initial term of five years, with a two-year extension option. The loan is pre-payable at the option of the borrower at any time. During June 2025, we extended the loan term by three years to June 2030.

Lease Expirations

The following table details the expiring leases at our industrial, office, and other properties by annualized base rent as of December 31, 2025 ($ in thousands). The table below excludes our multifamily and certain other properties, including single-family rental and self-storage properties, as substantially all leases at such properties expire within 12 months.

Industrial

Office

Other Properties

Total

Year

Annualized
Base Rent
(1)

% of Total
Annualized
Base
Rent
Expiring

Annualized
Base Rent
(1)

% of Total
Annualized
Base
Rent
Expiring

Annualized
Base Rent
(1)

% of Total
Annualized
Base
Rent
Expiring

Annualized
Base Rent
(1)

% of Total
Annualized
Base
Rent
Expiring

2026

$

19,746

6%

$

7,300

1%

$

918

0%

$

27,964

7%

2027

27,411

9%

9,412

3%

1,333

1%

38,156

13%

2028

22,007

7%

14,334

5%

1,182

1%

37,523

13%

2029

16,863

5%

8,752

3%

6,538

2%

32,153

10%

2030

17,870

6%

20,118

7%

1,708

1%

39,696

14%

2031

6,986

2%

33,711

11%

689

0%

41,386

13%

2032

11,122

4%

10,119

4%

4,293

2%

25,534

10%

2033

9,922

3%

14,369

5%

2,187

1%

26,478

9%

2034

1,351

0%

5,976

1%

422

0%

7,749

1%

2035

782

0%

947

0%

492

0%

2,221

0%

Thereafter

3,958

1%

23,374

8%

2,595

1%

29,927

10%

Total

$

138,018

43%

$

148,412

48%

$

22,357

9%

$

308,787

100%

(1)
Annualized base rent is determined from the annualized 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.

Certain operating leases contain early termination options that require advance notification and may include payment of penalty, which, in most cases, is substantial enough to be deemed economically disadvantageous by a tenant to exercise. As of December 31, 2025, approximately 1% of our industrial portfolio square footage and approximately 14% of our office portfolio square footage is subject to early termination provisions. Approximately 8% of our office portfolio that is subject to these early termination provisions have early termination dates prior to January 1, 2029.

During the year ended December 31, 2025, three tenants exercised early lease termination provisions, impacting 34,202 square feet across our industrial and office properties, which represents approximately 0.2% of our combined square footage owned across our industrial and office properties. During the year ended December 31, 2024, two tenants exercised early lease termination provisions, impacting 56,747 square feet across our industrial and office properties, which represents 0.3% of our combined square footage owned across our industrial and office properties.

Results of Operations

The following table sets forth information regarding our consolidated results of operations ($ in thousands):

For the Year Ended December 31,

2025 vs. 2024

2025

2024

$

Revenues

Rental revenue

$

1,549,669

$

1,649,291

$

(99,622

)

Other revenue

31,260

38,494

(7,234

)

Total revenues

1,580,929

1,687,785

(106,856

)

Expenses

Property operating

676,635

714,991

(38,356

)

General and administrative

39,054

47,048

(7,994

)

Management fees

87,618

105,356

(17,738

)

Performance participation allocation

-

-

-

Impairment of investments in real estate

5,123

150,392

(145,269

)

Depreciation and amortization

704,765

742,220

(37,455

)

Total expenses

1,513,195

1,760,007

(246,812

)

Other expense

Loss from unconsolidated real estate ventures

(13,519

)

(13,435

)

(84

)

Income from investments in real estate debt, net

74,709

95,755

(21,046

)

Net gain on dispositions of real estate

21,081

87,108

(66,027

)

Interest expense

(636,067

)

(641,420

)

5,353

Loss on extinguishment of debt

(5,247

)

-

(5,247

)

Other expense, net

(241,740

)

(179,994

)

(61,746

)

Total other expense

(800,783

)

(651,986

)

(148,797

)

Net loss

(733,049

)

(724,208

)

(8,841

)

Net loss attributable to non-controlling interests in consolidated joint ventures

4,742

3,228

1,514

Net loss attributable to non-controlling
interests in Operating Partnership

36,691

36,097

594

Net loss attributable to stockholders

$

(691,616

)

$

(684,883

)

$

(6,733

)

Revenues

Rental revenue primarily consists of base rent arising from tenant leases at our multifamily, industrial, office, and other properties. Rental revenue is recognized on a straight-line basis over the life of the lease, including any rent steps or abatement provisions. During the years ended December 31, 2025 and 2024, rental revenue was approximately $1.5 billion and $1.6 billion, respectively. The decrease in rental revenue was driven by the impact of asset sales during the year ended December 31, 2025, offset by an increase in average rental rates for multifamily and industrial assets for the year ended December 31, 2025 compared to the year ended December 31, 2024.

Other revenue primarily consists of revenue generated by our hospitality properties. Hospitality revenue consists primarily of room revenue. During the years ended December 31, 2025 and 2024, other revenue was $31.3 million and $38.5 million, respectively, resulting in a year over year decrease of approximately $7.2 million driven by sales of hospitality assets.

Expenses

Property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of property operating expenses include real estate taxes, insurance, utilities and repair and maintenance expenses. Property operating expenses also include general and administrative expenses unrelated to the operations of the properties. During the years ended December 31, 2025 and 2024, property operating expenses were approximately $676.6 million and $715.0 million, respectively. The decrease was driven primarily by the impact of asset sales during the year ended December 31, 2025.

General and administrative expenses are corporate-level expenses that relate mainly to our compliance and administration costs and consist primarily of legal fees, accounting fees, transfer agent fees and other professional fees. During the year ended December 31, 2025, general and administrative expenses decreased approximately $8.0 million compared to the year ended December 31, 2024 and was primarily driven by a reduction in legal and other professional fee expenses.

Management fees are earned by our Advisor for providing services pursuant to the Advisory Agreement. During the years ended December 31, 2025 and 2024, management fees were $87.6 million and $105.4 million, respectively. The decrease was primarily due to the reduction in our average NAV from December 31, 2024 to December 31, 2025. The decrease was also driven by the

Advisor's waiver of 20% of its management fee effective in May 2024, thereby reducing management fees from 1.25% of NAV to 1% of NAV, until our share repurchase plan has been reinstated to the monthly repurchase limit of 2% of NAV and quarterly repurchase limit of 5% of NAV.

Performance participation allocation relates to allocations from the Operating Partnership to the Special Limited Partner based on the total return of the Operating Partnership. Total return is defined as distributions paid or accrued plus the change in NAV. The performance participation allocation is measured annually and any amount earned by the Special Limited Partner becomes payable as of December 31 of the applicable year. During the years ended December 31, 2025 and 2024, there was no performance participation allocation as the return hurdle was not achieved.

During the year ended December 31, 2025, we recognized a $5.1 million impairment charge on one hospitality property. During the year ended December 31, 2024, we recognized an aggregate of $150.4 million of impairment charges related predominantly to 10 multifamily properties and, to a lesser extent, one hospitality and one industrial property.

Depreciation and amortization expenses are impacted by the values assigned to buildings, personal property and in-place lease assets as part of the initial purchase price allocation. During the years ended December 31, 2025 and 2024, depreciation and amortization expenses were $704.8 million and $742.2 million, respectively. The decrease in depreciation expense was driven by a reduction in investments in real estate, net as a result of asset sales during the year ended December 31, 2025 and throughout the year ended December 31, 2024.

Other Expense

During the year ended December 31, 2025 and 2024, loss from unconsolidated real estate ventures was ($13.5) million and $(13.4) million, representing a $0.1 million increase in losses from unconsolidated real estate ventures.

During the years ended December 31, 2025 and 2024, income from investments in real estate debt was $74.7 million and $95.8 million, respectively, which consisted of interest income, realized losses, and unrealized gains and losses resulting from changes in the fair value of our real estate debt investments and related hedges. The decrease was primarily driven by the disposition of our investments in real estate debt securities and the disposition of our GBP-denominated term loan investment.

During the year ended December 31, 2025, we recorded $21.1 million of net gains from the disposition of 43 industrial properties, 13 multifamily properties, two hospitality properties, one retail property, and 55 single-family rental units. During the year ended December 31, 2024, we recorded $87.1 million of net gains from the disposition of seven industrial properties, two hospitality properties, one net lease property, and 83 single-family rental units.

During the years ended December 31, 2025 and 2024, interest expense was $636.1 million and $641.4 million, respectively, which primarily consisted of interest expense incurred on our mortgage notes, secured credit facilities, line of credit and borrowings under our secured financing on investments in real estate debt. The decrease was primarily driven by an decrease in borrowings under our secured financing on investments in real estate debt during the year ended December 31, 2025 compared to the year ended December 31, 2024.

During the year ended December 31, 2025, loss on extinguishment of debt was ($5.2) million. During the year ended December 31, 2024, we did not recognize any losses on extinguishment of debt. The results were primarily driven by property-level refinancing closed during the year ended December 31, 2025.

During the years ended December 31, 2025 and 2024, other expense, net was ($241.7) million and ($180.0) million, respectively. These results were primarily driven by unrealized losses relating to the changes in the fair value of our foreign exchange market forwards of ($85.3) million during the year ended December 31, 2025, compared to unrealized gains of $62.7 million during the year ended December 31, 2024. This was offset by unrealized losses relating to the changes in the fair value of our interest rate caps and swaps of ($175.9) million during the year ended December 31, 2025, compared to unrealized losses of ($221.7) million during the year ended December 31, 2024. The interest rate caps and swaps are used primarily to limit our interest rate payments on certain of our variable rate borrowings.

Refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in our Current Report on Form 8-K/A (filed on July 11, 2025) for the year ended December 31, 2024 for discussion of our consolidated results of operations for the year ended December 31, 2024 compared to the year ended December 31, 2023, which specific discussion is incorporated herein by reference.

Liquidity and Capital Resources

Our primary sources of liquidity include cash and cash equivalents and available borrowings under our unsecured line of credit and senior secured revolving credit facility. The following table summarizes amounts available under these sources as of December 31, 2025 ($ in thousands):

December 31, 2025

Cash and cash equivalents

$

200,806

Available borrowings on undrawn unsecured line of credit

177,000

Available borrowings on undrawn senior secured revolving credit facility

150,000

Total available liquidity and capital resources

$

527,806

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 pursuant to our share repurchase plan, to pay our offering and operating expenses and capital expenditures, to pay debt service on the outstanding indebtedness we incur, and to repay principal on outstanding indebtedness as it comes due. Since October 2022, share repurchase requests from our stockholders have exceeded the limits of our share repurchase plan. Our operating expenses include, among other things, fees and expenses related to managing our properties and other investments, the management fee we pay to the Advisor (to the extent the Advisor elects to receive the management fee in cash), the performance participation allocation that the Operating Partnership will pay to the Special Limited Partner (when earned and to the extent that the Special Limited Partner elects to receive the performance participation allocation in cash) and general corporate expenses.

Our cash needs for acquisitions and other investments will be funded primarily from the sale of shares of our common stock and through the assumption or incurrence of debt.

Other potential future sources of capital include secured or unsecured financings from banks or other lenders and proceeds from the sale of assets and investments in real estate-related debt. If necessary, we may use financings or other sources of capital in the event of unforeseen significant capital expenditures. From inception through December 31, 2025, our distributions have been primarily funded from cash flows from operating activities in addition to certain cash flows from interest rate derivatives, classified as cash flows from investing activities. In addition, for the years ended December 31, 2025 and 2024, we have repurchased $0.5 billion and $1.1 billion in shares of our common stock under our share repurchase plan.

The following table is a summary of our indebtedness as of December 31, 2025 and 2024 ($ in thousands):

Principal Balance Outstanding(3)(4)

Indebtedness

Weighted
Average
Interest Rate
(1)

Weighted
Average
Maturity Date
(2)

Maximum
Facility
Size

December 31,
2025

December 31,
2024

Fixed rate loans

Fixed rate mortgages

3.41%

January 2031

N/A

$

3,167,322

$

2,978,914

Total fixed rate loans

3,167,322

2,978,914

Variable rate loans

Floating rate mortgages

B + 1.91%

March 2029

N/A

8,690,438

9,658,934

Variable rate secured credit facility(5)

B + 2.25%

March 2026

$161,140

161,140

164,152

Senior secured revolving credit facility(6)

B + 2.50%

January 2027

$150,000

-

-

Total variable rate loans

8,851,578

9,823,086

Total loans secured by the Company's
properties

12,018,900

12,802,000

Secured financings on investments in real estate debt

B + 2.65%

June 2030

$

550,951

550,951

468,082

Unsecured line of credit(7)

B + 2.50%

May 2027

$

1,550,000

1,373,000

1,362,000

Total Indebtedness

$

13,942,851

$

14,632,082

(1)
The symbol "B" refers to the relevant floating benchmark rates, which includes one-month SOFR, NYFED 30-day SOFR, three-month EURIBOR, three-month CIBOR and three-month BBSY, as applicable to each loan.
(2)
For loans where we, at our own discretion, have extension options, the maximum maturity date has been assumed.
(3)
The majority of our mortgages contain prepayment provisions including (but not limited to) lockout periods, yield or spread maintenance provisions and fixed penalties.
(4)
Excludes a $12.6 million mortgage loan on a property classified as held-for-sale as of December 31, 2024. As of December 31, 2025, there were no properties, and their related mortgage loans secured by our properties, that met the criteria to be classified as held-for-sale.
(5)
The repayment of the variable rate secured credit facility is guaranteed by the Operating Partnership.
(6)
The repayment of the senior secured revolving credit facility is secured by pledges of ownership interests in holding companies that are directly under the Operating Partnership.
(7)
The repayment of the unsecured line of credit facility is guaranteed by us.

During the period from January 1, 2026 through March 20, 2026, we refinanced and closed an aggregate of approximately $1.7 billion in property-level financing.

During the period from January 1, 2026 through March 20, 2026, we repurchased approximately $0.1 billion of common stock under our share repurchase plan.

In January 2026, we received repurchase requests in excess of the 0.5% monthly limit. Based on the terms of our share repurchase plan, we honored all repurchase requests for January 2026 on a pro rata basis, subject to the repurchase priority, up to the 0.5% monthly limitation. As such, approximately 3.5% of each stockholder's January repurchase request was satisfied, and we repurchased approximately 1.9 million shares of common stock representing a total of approximately $38.7 million.

In February 2026, we received repurchase requests in excess of the 0.5% monthly limit. Based on the terms of our share repurchase plan, we honored all repurchase requests for February 2026 on a pro rata basis, subject to the repurchase priority, up to the 0.5% monthly limitation. As such, approximately 3.2% of each stockholder's February repurchase request was satisfied, and we repurchased approximately 1.9 million shares of common stock representing a total of approximately $38.5 million.

During the period from January 1, 2026 through March 20, 2026, we received approximately $0.1 billion of net borrowings on our unsecured line of credit.

Cash Flows

The following table provides a breakdown of the net change in our cash and cash equivalents and restricted cash ($ in thousands):

For the Year Ended

December 31, 2025

December 31, 2024

December 31, 2023

Cash flows provided by operating activities

$

345,612

$

429,191

$

556,567

Cash flows provided by investing activities

1,187,196

914,537

2,231,720

Cash flows used in financing activities

(1,641,752

)

(1,365,034

)

(3,193,911

)

Effect of exchange rate changes

11,270

3,605

(10,350

)

Net decrease in cash and cash equivalents and restricted cash

$

(97,674

)

$

(17,701

)

$

(415,974

)

Cash flows provided by operating activities decreased by approximately $83.6 million during the year ended December 31, 2025 compared to the year ended December 31, 2024. This decrease is primarily attributable to an increase in net interest expense during the period and a reduction in property operating income as a result of asset sales during the years ended December 31, 2025 and 2024. Cash flows provided by operating activities decreased by approximately $127.4 million during the year ended December 31, 2024 compared to the year ended December 31, 2023. This decrease is primarily attributable to an increase in net interest expense during the period and a reduction in property operating income as a result of asset sales during the year ended December 31, 2023.

Cash flows provided by investing activities increased by approximately $0.3 billion during the year December 31, 2025 compared to the year ended December 31, 2024. The increase was primarily due to an increase of approximately $0.8 billion in proceeds from dispositions of real estate, offset by an decrease of approximately $0.6 billion in proceeds from the dispositions of real estate debt investments. Cash flows provided by investing activities decreased by approximately $1.3 billion during the year December 31, 2024 compared to the year ended December 31, 2023. The decrease was primarily due to a reduction of approximately $1.7 billion in proceeds from dispositions of real estate, offset by an increase of approximately $0.5 billion in proceeds from the dispositions of real estate debt investments and real estate debt securities.

Cash flows used in financing activities increased by approximately $0.3 billion during the year ended December 31, 2025 compared to the year ended December 31, 2024. The increase was primarily driven by an approximate $1.1 billion decrease in net borrowings on our mortgage notes, secured credit facilities and unsecured line of credit and an approximate $0.1 billion decrease in net proceeds from the issuance of our common stock. The increase was offset by an approximate $0.6 billion decrease in repurchases of our common stock and a $0.3 billion increase in borrowings under secured financings on investments in real estate debt. Cash flows used in financing activities decreased by approximately $1.8 billion during the year ended December 31, 2024 compared to the year ended December 31, 2023. The decrease was primarily driven by an approximate $1.5 billion decrease in repurchases of our common stock, an approximate $0.7 billion decrease in net borrowings on our mortgage notes, credit facilities and unsecured line of credit, and was offset by approximately $0.2 billion in repayments under secured financings on investments in real estate debt and an approximate $0.2 billion decrease in net proceeds from the issuance of our common stock.

Critical Accounting Policies

The preparation of the financial statements in accordance with GAAP involves significant judgments and assumptions and requires estimates about matters that are inherently uncertain. These judgments will affect our reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our financial statements. The following is a summary of our significant accounting policies that we believe are most affected by our judgments, estimates, and assumptions. Refer to Note 2 - "Summary of Significant Accounting Policies" to our consolidated financial statements for further descriptions of such accounting policies.

Investments in Real Estate

Upon the acquisition of a property, we assess the relative fair value of acquired tangible and intangible assets (including land, buildings, tenant improvements, "above-market" and "below-market" leases, acquired in-place leases, other identified intangible assets and assumed liabilities) and allocates the purchase price to the acquired assets and assumed liabilities. We assess and consider relative fair value based on estimated cash flow projections that utilize discount and/or capitalization rates that we deem appropriate, as well as other available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known and anticipated trends and market and economic conditions.

The relative fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant. We also consider an allocation of purchase price of other acquired intangibles, including acquired in-place leases that may have a customer relationship intangible value, including (but not limited to) the nature and extent of the existing relationship with the tenants, the tenants' credit quality and expectations of lease renewals.

We record acquired above-market and below-market leases at their relative fair values (using a discount rate which reflects the risks associated with the leases acquired) equal to the difference between (1) the contractual amounts to be received pursuant to each in-place lease and (2) management's estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the term of any below-market fixed rate renewal options for below-market leases. Other intangible assets acquired include amounts for in-place lease values that are based on our evaluation of the specific characteristics of each tenant's lease. Factors to be considered include estimates of carrying costs during hypothetical expected lease-up periods considering current market conditions, and costs to execute similar leases. In estimating carrying costs, we include real estate taxes, insurance and other operating expenses and estimates of lost rentals at market rates during the expected lease-up periods, depending on local market conditions. In estimating costs to execute similar leases, we consider leasing commissions, legal and other related expenses.

Impairment of Investments in Real Estate

We review our real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. If the carrying amount of the real estate investment is no longer recoverable and exceeds the fair value of such investment, an impairment loss is recognized. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Since cash flows on real estate properties considered to be "long-lived assets to be held and used" are considered on an undiscounted basis to determine whether an asset has been impaired, our strategy of holding properties over the long term decreases the likelihood of recording an impairment loss. If our strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized and such loss could be material to our results. If we determine that an impairment has occurred, the affected assets must be reduced to their fair value

We classify the assets and liabilities related to our investments in real estate as held-for-sale when a sale is probable to occur within one year. We consider a sale to be probable when a binding contract has been executed, the buyer has posted a non-refundable deposit, and there are limited contingencies to closing. We record held-for-sale investments in real estate at the lower of depreciated cost or fair value, less estimated closing costs.

Our investments in unconsolidated joint ventures are reviewed for impairment quarterly and we record impairment charges when events or circumstances change indicating that a decline in the fair values below the carrying values has occurred and such decline is other-than-temporary. The ultimate realization of the investment in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions.

Investment in Real Estate Debt

Our investment in real estate debt consists of a loan secured by real estate and is reported at fair value. Our investment in real estate debt includes a term loan secured by real estate, which may not have readily available market quotations. In such cases, we will generally determine the initial value based on the origination amount or acquisition price of such investment if acquired by us or the par value of such investment if originated by us. Following the initial measurement, we will determine fair value by utilizing or reviewing certain of the following inputs (i) market yield data, (ii) discounted cash flow modeling, (iii) collateral asset performance, (iv) local or macro real estate performance, (v) capital market conditions, (vi) debt yield or loan-to-value ratios, and (vii) borrower financial condition and performance.

Recent Accounting Pronouncements

See Note 2 - "Summary of Significant Accounting Policies" to our consolidated financial statements for a discussion concerning recent accounting pronouncements.

Off-Balance Sheet Arrangements

We have no existing off-balance sheet arrangements.

Starwood Real Estate Income Trust Inc. published this content on March 20, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 20, 2026 at 15:53 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]