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Inland Real Estate Income Trust (INRE) director awarded 2,368 shares of common stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Inland Real Estate Income Trust, Inc. reported that one of its directors received 2,368.265 shares of common stock on 12/17/2025. The shares were granted at $0 under the company’s Employee and Director Restricted Plan as compensation for service as a non-employee director.

After this grant, the director beneficially owns 12,671.549 shares, including shares previously acquired through the company’s distribution reinvestment plan. The award vests in three equal installments of 33-1/3% on December 17, 2026, December 17, 2027, and December 17, 2028, with any remaining unvested shares vesting early upon a liquidity event or if service ends due to death or disability.

Positive

  • None.

Negative

  • None.
Insider HENRY GWEN
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 2,368.265 $0.00 $0.00
Holdings After Transaction: Common Stock — 12,671.549 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 →

FAQ

What insider transaction did Inland Real Estate Income Trust (INRE) disclose on this Form 4?

A director acquired 2,368.265 shares of Inland Real Estate Income Trust common stock on 12/17/2025. The shares were granted at $0 as stock compensation under the Employee and Director Restricted Plan.

How many Inland Real Estate Income Trust (INRE) shares does the director own after this grant?

Following the reported grant, the director beneficially owns 12,671.549 shares of Inland Real Estate Income Trust common stock.

What are the vesting terms of the new INRE restricted stock grant?

The 2,368.265-share grant vests in three equal installments of 33-1/3% on December 17, 2026, December 17, 2027, and December 17, 2028, subject to the director’s continued service, with full vesting upon a liquidity event or termination due to death or disability.

Did the Inland Real Estate Income Trust director pay cash for the granted shares?

No. The shares were issued without additional consideration as compensation for the director’s service as a non-employee director.

Do the director’s reported INRE holdings include shares from the distribution reinvestment plan?

Yes. The 12,671.549 shares beneficially owned include common shares previously acquired through Inland Real Estate Income Trust’s distribution reinvestment 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
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*
HENRY GWEN
(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 12,671.549(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.

Source: View Original Filing on SEC EDGAR