[Form 4] INNOVATIVE INDUSTRIAL PROPERTIES INC Insider Trading Activity

Rhea-AI Filing Summary

Innovative Industrial Properties, Inc. (IIPR) reported an insider transaction by its CFO and Treasurer on a Form 4. On 11/20/2025, the reporting person purchased 600 shares of common stock in an open-market transaction at a price of $45.90 per share, and now beneficially owns 600 common shares directly.

The filing also lists existing equity awards in the form of restricted stock units (RSUs). These include 13,080 RSUs from 2023, 10,893 RSUs from 2024, and 13,665 RSUs from 2025, each representing the right to receive one share of common stock upon vesting. Vesting occurs in annual one-third installments on specific January 1 dates between 2024 and 2028, subject to continued service and vesting conditions under the company’s Nonqualified Deferred Compensation Plan.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Smith David Jon

(Last) (First) (Middle)

C/O INNOVATIVE INDUSTRIAL PROPERTIES

11440 WEST BERNARDO COURT, SUITE 100

(Street)

SAN DIEGO CA 92127

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INNOVATIVE INDUSTRIAL PROPERTIES INC [ IIPR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO AND TREASURER

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/20/2025		P		600	A	$45.9	600	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units 2023	$0(1)							(2)	(2)	Common Stock	13,080		13,080	D
Restricted Stock Units 2024	$0(1)							(3)	(3)	Common Stock	10,893		10,893	D
Restricted Stock Units 2025	$0(1)							(4)	(4)	Common Stock	13,665		13,665	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents the contingent right to receive, upon vesting of the RSU, one share of Innovative Industrial Properties, Inc. (the "Company") common stock.

2. One-third of the RSUs shall be released from the forfeiture restriction on each of January 1, 2024, January 1, 2025 and January 1, 2026, provided that the reporting person continues to be a non-employee director or employee of the Company on such date. The vesting of RSUs is subject to satisfaction of the vesting conditions under the Company's NQDC Plan.

3. One-third of the RSUs shall be released from the forfeiture restriction on each of January 1, 2025, January 1, 2026 and January 1, 2027, provided that the reporting person continues to be a non-employee director or employee of the Company on such date. The vesting of RSUs is subject to satisfaction of the vesting conditions under the Company's NQDC Plan.

4. One-third of the RSUs shall be released from the forfeiture restriction on each of January 1, 2026, January 1, 2027 and January 1, 2028, provided that the reporting person continues to be a non-employee director or employee of the Company on such date. The vesting of 9,110 of the RSUs is subject to satisfaction of the vesting conditions under the Company's Nonqualified Deferred Compensation Plan (the "NQDC Plan").

	/s/ David Smith	11/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did IIPR disclose on this Form 4?

The filing reports that the CFO and Treasurer of Innovative Industrial Properties, Inc. (IIPR) purchased 600 shares of common stock on 11/20/2025 in an open-market transaction.

At what price did the IIPR CFO buy shares on 11/20/2025?

The IIPR CFO bought 600 shares of common stock at a price of $45.90 per share on 11/20/2025.

How many IIPR common shares does the reporting person own after the transaction?

Following the reported transaction, the reporting person beneficially owns 600 shares of IIPR common stock directly.

What restricted stock units (RSUs) are reported for the IIPR CFO?

The filing lists 13,080 RSUs from 2023, 10,893 RSUs from 2024, and 13,665 RSUs from 2025, each RSU representing the right to receive one share of IIPR common stock upon vesting.

How do the IIPR RSUs vest for the reporting person?

For the 2023 RSUs, one-third vests on each of January 1, 2024, January 1, 2025, and January 1, 2026. For the 2024 RSUs, one-third vests on January 1, 2025, January 1, 2026, and January 1, 2027. For the 2025 RSUs, one-third vests on January 1, 2026, January 1, 2027, and January 1, 2028, subject to continued service and the company’s NQDC Plan conditions.

What role does the reporting person hold at Innovative Industrial Properties (IIPR)?

The reporting person is an officer of Innovative Industrial Properties, Inc., serving as CFO and Treasurer.