false
0001677576
0001677576
2026-04-24
2026-04-24
0001677576
us-gaap:CommonStockMember
2026-04-24
2026-04-24
0001677576
us-gaap:SeriesAPreferredStockMember
2026-04-24
2026-04-24
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): April 24, 2026
Innovative Industrial
Properties, Inc.
(Exact name
of registrant as specified in its charter)
| Maryland |
|
001-37949 |
|
81-2963381 |
|
(State or Other Jurisdiction
of Incorporation) |
|
(Commission
File No.) |
|
(I.R.S. Employer
Identification No.) |
1389 Center
Drive, Suite 200
Park City, UT
84098
(Address of
principal executive offices, including zip code)
Registrant’s
telephone number, including area code: (858) 997-3332
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
(see General Instruction A.2. below):
| ¨ |
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)) |
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. ¨
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 $0.001 per share |
|
IIPR |
|
New York Stock Exchange |
| Series A Preferred Stock, par value $0.001 per share |
|
IIPR-PA |
|
New York Stock Exchange |
Item 1.01 Entry into a Material Definitive Agreement.
The disclosure under Item 2.03 regarding the Note
(as defined below) is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation
or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On April 24, 2026, IIP-IL 2 LLC (the “Borrower”),
an indirect subsidiary of Innovative Industrial Properties, Inc. (the “Company”), issued a promissory note (the “Note”)
in favor of Generations Bank (the “Lender”) evidencing a $20.0 million secured term loan (the “Loan”) maturing
on April 22, 2029.
The Note bears interest at a fixed rate of 9.00%
per annum (subject to the maximum rate permitted by law and adjustment upon an event of default). For the first twelve months, the Borrower
is required to make interest-only monthly payments, after which the Loan amortizes based on a 20-year schedule, with a balloon payment
due at maturity.
The Loan is secured by, among other things, mortgages
and security interests in the Borrower’s real and personal property located in Kankakee County and Will County, Illinois, assignments
of leases and rents, and certain deposit accounts maintained with the Lender. The Loan is made pursuant to a Loan and Security Agreement
between the Borrower and the Lender, which contains customary representations, warranties, covenants, events of default, and security
arrangements. The Company has guaranteed the Borrower’s obligations under the Loan.
The foregoing description is a summary of certain
terms of the Note and is qualified in its entirety by reference to the full text of the Note, which is filed as Exhibit 10.1 hereto and
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit |
|
Description of Exhibit |
| |
|
|
| 10.1
|
|
Promissory Note, dated as of April 24, 2026, by IIP-IL 2 LLC in favor of Generations Bank.
|
104
|
|
Cover Page Interactive Data File (embedded within the 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.
| Date:
April 29, 2026 |
INNOVATIVE INDUSTRIAL PROPERTIES, INC. |
| |
|
| |
|
|
| |
By: |
/s/ David Smith |
| |
Name: |
David Smith |
| |
Title: |
Chief Financial Officer |
