Inland Real Estate Income Trust, Inc. (INRE) director receives restricted stock grant

Rhea-AI Filing Summary

Inland Real Estate Income Trust, Inc. reported that one of its non-employee directors received a grant of 2,368.265 shares of common stock on 12/17/2025 at a reported price of $0, reflecting equity compensation rather than a purchase.

The grant was made under the issuer's Employee and Director Restricted Plan for the director’s board service. These shares vest in three equal installments of 33-1/3% on December 17, 2026, December 17, 2027, and December 17, 2028, subject to continued service, with full vesting upon a liquidity event or termination due to death or disability. Following this grant, the director beneficially owns 12,177.152 common shares, including shares previously acquired through the issuer’s distribution reinvestment plan.

Insider Trade Summary

Net Buyer: 2,368.265 shares

Net Buy 1 txn

Insider Michael Bernard J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,368.265	$0.00	$0.00

Holdings After Transaction: Common Stock — 12,177.152 shares (Direct)

Footnotes (2)

1. F1. Shares of common stock were granted to the reporting person under the Issuer's Employee and Director Restricted Plan. These shares were issued on account of the reporting person's service as a non-employee director of the Issuer and without additional consideration. The shares become vested in equal installments of 33-1/3% on December 17, 2026, December 17, 2027, and December 17, 2028, subject to the reporting person's continued service to the Issuer; provided that 100% of any then unvested shares becomes fully vested upon the consummation of a liquidity event or termination of the reporting person's service to the Issuer by reason of death or disability.
2. F2. Includes shares of common stock previously acquired through the Issuer's distribution reinvestment plan (DRP).

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 12/18/2025 - 02:12 PM Learn about SEC filing dates

FAQ

What insider transaction was reported for Inland Real Estate Income Trust, Inc. (INRE)?

A non-employee director reported receiving a grant of 2,368.265 shares of common stock of Inland Real Estate Income Trust, Inc. as equity compensation on 12/17/2025.

How many shares were granted to the director of INRE and at what price?

The director was granted 2,368.265 shares of common stock at a reported price of $0, indicating the shares were issued as compensation rather than purchased.

What is the vesting schedule for the restricted shares granted to the INRE director?

The granted shares vest in equal installments of 33-1/3% on December 17, 2026, December 17, 2027, and December 17, 2028, subject to the director’s continued service to the company.

Under what plan were the INRE director’s shares granted?

The shares were granted under the issuer's Employee and Director Restricted Plan, in connection with the director’s service as a non-employee director.

How many Inland Real Estate Income Trust shares does the director own after this transaction?

After the reported grant, the director beneficially owns 12,177.152 shares of common stock of Inland Real Estate Income Trust, Inc.

Are the INRE director’s reported holdings direct or indirect, and what do they include?

The reported 12,177.152 shares are held directly and include shares previously acquired through the issuer’s distribution reinvestment plan (DRP).

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
Estimated average burden
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^*

Michael Bernard J

(Last) (First) (Middle)

2901 BUTTERFIELD ROAD

(Street)

OAK BROOK IL 60523

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Inland Real Estate Income Trust, Inc. [ N/A ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2025

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	12/17/2025		A		2,368.265(1)	A	$0	12,177.152(2)	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

Explanation of Responses:

1. Shares of common stock were granted to the reporting person under the Issuer's Employee and Director Restricted Plan. These shares were issued on account of the reporting person's service as a non-employee director of the Issuer and without additional consideration. The shares become vested in equal installments of 33-1/3% on December 17, 2026, December 17, 2027, and December 17, 2028, subject to the reporting person's continued service to the Issuer; provided that 100% of any then unvested shares becomes fully vested upon the consummation of a liquidity event or termination of the reporting person's service to the Issuer by reason of death or disability.

2. Includes shares of common stock previously acquired through the Issuer's distribution reinvestment plan (DRP).

	Cathleen M. Hrtanek, Attorney-in-Fact	12/18/2025
	** 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.