Generation Income raises $4.04M for Loci preferred

Generation Income Properties, Inc. (GIPR) reported the completion of two non-core property sales: the Fresenius property in Chicago, Illinois, which closed on August 21, 2026, and a six-property Dollar General portfolio, which closed on August 24, 2026.

Rhea-AI Filing Summary

Generation Income Properties, Inc. (GIPR) reported the completion of two non-core property sales: the Fresenius property in Chicago, Illinois, which closed on August 21, 2026, and a six-property Dollar General portfolio, which closed on August 24, 2026. These transactions generated approximately $4.04 million of direct payments toward the company’s preferred equity redemption obligation to Loci Capital, including about $2.68 million from the Dollar General portfolio and about $1.36 million from the Fresenius disposition. Management states that the Loci preferred equity balance has been reduced materially during 2026 to approximately $4.0 million, down from about $20 million in 2025, after prior redemptions that left a balance of roughly $7.96 million as of July 27, 2026. The CEO highlights that these sales support a strategy focused on balance sheet improvement, debt reduction, and simplifying the capital structure. As of August 25, 2026, GIPR has 3,038,140 shares of common stock outstanding.

Positive

• Approximately $4.04 million from recent property sales will be applied directly to the Loci Capital preferred equity redemption obligation, supporting debt reduction and balance sheet improvement.
• The Loci Capital preferred equity balance has been reduced to about $4.0 million, down from roughly $20 million in 2025, indicating substantial progress in simplifying the company’s capital structure.

Negative

• None.

Filing Explained

The attached Item 7.01 release is furnished rather than filed, is not subject to Exchange Act Section 18 liability, and is not incorporated by reference into the company’s other filings.

8-K Event Classification

Item 7.01 — Regulation FD Disclosure

1 item

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Key Figures

Payments toward Loci preferred equity redemption obligation: $4.04 million Dollar General portfolio contribution: $2.68 million Fresenius Chicago disposition contribution: $1.36 million +5 more

8 metrics

Payments toward Loci preferred equity redemption obligation $4.04 million Expected direct payments from the completed Fresenius Chicago and Dollar General portfolio sales

Dollar General portfolio contribution $2.68 million Portion of the $4.04 million applied to Loci from the six-property Dollar General portfolio sale

Fresenius Chicago disposition contribution $1.36 million Portion of the $4.04 million applied to Loci from the Fresenius Chicago property sale

Loci preferred equity balance $4.0 million Approximate remaining balance during 2026 after multiple redemptions

Prior Loci preferred equity balance $20 million Approximate balance in 2025 before redemptions

Loci balance as of July 27, 2026 $7.96 million Outstanding preferred equity balance to Loci Capital before the most recent transactions

Common shares outstanding 3,038,140 shares Number of GIPR common shares outstanding as of August 25, 2026

Dollar General properties sold 6 properties Size of the Dollar General portfolio included in the property sale closed August 24, 2026

Key Terms

preferred equity redemption obligation, capital structure, non-core properties, forward-looking statements, +1 more

5 terms

preferred equity redemption obligation financial

"generated proceeds applied to senior mortgage debt payoffs and to reduce the Company's outstanding preferred equity redemption obligation to Loci Capital"

capital structure financial

"another major milestone in management's ongoing effort to simplify the Company's capital structure and reduce leverage"

Capital structure is the way a company finances its operations and growth by using different sources of money, such as borrowed funds (loans or bonds) and owner’s equity (investments from owners or shareholders). It’s like a recipe for baking a cake, where the balance of ingredients affects the final product's strength and taste; similarly, the mix of debt and equity influences a company's stability and risk. For investors, understanding a company's capital structure helps gauge how risky it might be to invest or lend money.

non-core properties financial

"These sales of non-core properties translate directly into debt reduction"

forward-looking statements regulatory

"This press release may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

emerging growth company regulatory

"or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

What transaction did GIPR (NASDAQ: GIPR) announce in this 8-K?

GIPR announced completion of two non-core property sales: the Fresenius property in Chicago, which closed on August 21, 2026, and a six-property Dollar General portfolio, which closed on August 24, 2026. These sales are tied to debt reduction and preferred equity redemption efforts.

How much will GIPR apply toward its Loci Capital preferred equity from these sales?

The completed transactions are expected to generate approximately $4.04 million of direct payments toward GIPR’s preferred equity redemption obligation to Loci Capital, with about $2.68 million from the Dollar General portfolio and about $1.36 million from the Fresenius Chicago disposition.

What is GIPR’s remaining Loci Capital preferred equity balance?

GIPR states that the Loci preferred equity balance has been reduced to approximately $4.0 million during 2026, compared with about $20 million in 2025. It was approximately $7.96 million as of July 27, 2026, before the most recent transactions.

How many GIPR common shares are outstanding as of August 25, 2026?

As of August 25, 2026, Generation Income Properties, Inc. has 3,038,140 shares of common stock outstanding. This figure is provided in connection with the company’s disclosure of recent property sale transactions and related balance sheet actions.

What strategic goal do the recent property sales support for GIPR?

The company states that the property sales support its strategy of balance sheet improvement and debt reduction, including repayment of obligations to Loci Capital and simplifying its capital structure, which management describes as positioning GIPR for greater financial flexibility.

When did GIPR’s six-property Dollar General portfolio sale close?

The six-property Dollar General portfolio sale closed on August 24, 2026. Together with the Fresenius Chicago property sale, it contributed to approximately $4.04 million of payments toward the company’s Loci Capital preferred equity redemption obligation.

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Available on EDGAR 08/26/2026 - 06:02 AM Accepted by SEC EDGAR 08/25/2026 - 06:07 PM Learn about SEC filing dates

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 25, 2026

GENERATION INCOME PROPERTIES, INC.

(Exact name of Registrant as Specified in Its Charter)

Maryland			001-40771	47-4427295
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
401 East Jackson Street Suite 3300
Tampa, Florida				33602
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 813 448-1234

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock par value $0.01 per share		GIPR		The Nasdaq Stock Market LLC
Warrants to purchase Common Stock		GIPRW		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

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. ☐

Item 7.01 Regulation FD Disclosure.

On August 25, 2026, Generation Income Properties, Inc. (the "Company") issued a press release announcing the completion of two property sale transactions that generated proceeds applied to senior mortgage debt payoffs and to reduce the Company's outstanding preferred equity redemption obligation to Loci Capital. The transactions consisted of the disposition of the Fresenius property located in Chicago, Illinois, which closed on August 21, 2026, and the disposition of a six-property Dollar General portfolio, which closed on August 24, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

As of August 25, 2026, the Company's number of shares of common stock outstanding is 3,038,140.

The information in this Item 7.01 and Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release dated August 25, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.

			GENERATION INCOME PROPERTIES, INC.
Date:	August 26, 2026	By:	/s/ Ron Cook
			Ron Cook Principal Finance and Accounting Officer

Generation Income Properties Announces Continued Debt Reduction, Additional Loci Preferred Equity Redemption and Non-Core Property Sales

TAMPA, Fla., Aug. 25, 2026 -- Generation Income Properties, Inc. (NASDAQ: GIPR) ("GIPR" or the "Company") today announced the successful completion of two significant property sale transactions over the past several days that allowed for both senior mortgage debt payoffs and principal reduction to Loci Capital. The property sales included a portion of its Dollar General portfolio and the Fresenius property in Chicago. These transactions continue to support the Company's balance sheet improvement strategy and debt reduction efforts. The Fresenius Chicago transaction closed on August 21, 2026. The most recent transaction, the six-property Dollar General portfolio sale, closed on August 24, 2026.

Debt Reduction

The completed transactions are expected to generate approximately $4.04 million of direct payments toward the Company's Loci Capital preferred equity redemption obligation, consisting primarily of approximately $2.68 million from the Dollar General portfolio sale and approximately $1.36 million from the Fresenius Chicago disposition. The Company has already reduced the Loci preferred equity balance materially during 2026 to a balance of approximately $4.0 million – down from approximately $20 million in 2025.

As disclosed in recent communication to shareholders, GIPR's outstanding Loci balance was approximately $7.96 million as of July 27, 2026, after prior redemptions. The recently completed transactions substantially reduce that balance and represent another major milestone in management's ongoing effort to simplify the Company's capital structure and reduce leverage.

Comments from the CEO

"We have now closed multiple asset sales in rapid succession, including the Fresenius Chicago property and a six-property Dollar General portfolio," said David Sobelman, Chief Executive Officer of GIPR. "These sales of non-core properties translate directly into debt reduction, significantly advance our effort to repay Loci Capital, and strengthen our balance sheet. The progress we have made during the past several weeks demonstrates our commitment to executing the strategy we outlined to shareholders and positions the Company for greater financial flexibility moving forward."

Forward-Looking Statements

This press release may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. When used in this press release, in future filings with the Securities and Exchange Commission (the "SEC") or in other written or oral communications, statements which are not historical in nature, including those containing words such as "continue," "anticipate," "will," "estimate," "expect," "intend," "plan," and "project" and other similar words and expressions, are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and

uncertainties. Statements regarding the Company’s plans to redeem outstanding preferred equity interests, reduce debt, and sell properties, among others, may be forward-looking: statements. Such statements are based on current expectations of management of the Company and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include, among others, the risk that the Company may not be able to timely complete the redemption of outstanding preferred equity held by Loci and the risk that additional sources of capital may not be available to the Company on acceptable terms. Please also refer to the risks detailed from time to time in the reports that the Company files with the SEC, including the Company's Annual Report on Form 10-K/A for the year ended December 31, 2025 filed with the SEC on April 3, 2026, as well as the Company's subsequent filings on Form 10-Q and periodic filings on Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking statements. All forward-looking statements speak only as of the date on which they are made. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law.

Investor Relations Contact

Generation Income Properties, Inc.

401 East Jackson Street, Suite 3300

Tampa, Florida 33602

ir@gipreit.com

(813) 448-1234

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 11.9 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 46.3 KB