Inland Real Estate Income Trust (INRE) details new director stock award

Rhea-AI Filing Summary

A director of Inland Real Estate Income Trust, Inc. received a grant of 2,368.265 shares of common stock on December 17, 2025 at a price of $ 0 under the company’s Employee and Director Restricted Plan, in connection with service as a non-employee director.

Following this grant, the director beneficially owns 12,200.316 shares of common stock held directly. The award vests in three equal installments of 33-1/3% on December 17, 2026, December 17, 2027, and December 17, 2028, and any unvested shares become fully vested upon a liquidity event or if service ends due to death or disability.

Insider Trade Summary

Net Buyer: 2,368.265 shares

Net Buy 1 txn

Insider Davis Stephen L

Role Director

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

Holdings After Transaction: Common Stock — 12,200.316 shares (Direct)

Footnotes (1)

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.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 12/18/2025 - 02:13 PM Learn about SEC filing dates

FAQ

What insider transaction did Inland Real Estate Income Trust (INRE) report?

The company reported that a director received a grant of 2,368.265 shares of common stock on December 17, 2025 at a price of $ 0 as equity compensation.

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

After the reported grant, the director beneficially owns 12,200.316 shares of Inland Real Estate Income Trust, Inc. common stock held directly.

What is the vesting schedule for the INRE director stock grant?

The 2,368.265 shares vest in equal installments of 33-1/3% on December 17, 2026, December 17, 2027, and December 17, 2028, subject to continued service.

Under what plan was the Inland Real Estate Income Trust (INRE) stock granted?

The shares were granted under the issuer’s Employee and Director Restricted Plan as compensation for the director’s service as a non-employee director.

Is there accelerated vesting for the INRE director’s restricted shares?

Yes. Any then unvested shares become 100% vested upon a liquidity event or if the director’s service ends due to death or disability.

Did the INRE director pay cash for the granted shares?

No. The 2,368.265 shares were issued for $ 0 in additional consideration, as part of the director’s equity compensation.

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^*

Davis Stephen L

(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	12,200.316	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.

	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.