Inland Real Estate Income Trust, Inc. announced a planned leadership transition. Mark E. Zalatoris notified the board he would resign as President and Chief Executive Officer effective February 2, 2026, and stepped down from the board immediately, with the company stating his resignation was not due to any disagreement.
On January 28, 2026, the board elected long-time director Bernard J. Michael as the new President and CEO, effective February 2, 2026. He will continue as a director but no longer be considered independent, and will be compensated by the company’s business manager rather than directly by the company.
The board also elected Alan Feldman as an independent Class II director to fill the vacancy, appointed him to all key board committees, and reshuffled committee chair and Lead Independent Director roles, with defined annual cash fees for these leadership positions.
Inland Real Estate Income Trust, Inc. reports the income tax characterization of its 2025 stockholder distributions. For the year ended December 31, 2025, the Company paid total distributions of approximately $19.6 million. For income tax purposes only, 27.1% of these distributions were treated as ordinary dividends and 72.9% as nondividend distributions, which are treated as a return of capital to the extent of a stockholder's basis and thereafter as capital gain.
On each of the four quarterly record dates (December 31, 2024; March 31, 2025; June 30, 2025; and September 30, 2025), stockholders received total cash distributions of $0.135600 per share, including $0.036728 per share as ordinary dividend and $0.098872 per share as nondividend distribution, with no amounts classified as capital gain. The Company recommends that stockholders consult their tax advisors regarding the specific tax treatment of these distributions.
Inland Real Estate Income Trust, Inc. reported that its board of directors has authorized a cash distribution of $0.135600 per share on its common stock. The payment will go to stockholders of record as of December 31, 2025, and the Company expects to pay the distribution on or about January 7, 2026.
The Company also included a standard cautionary note that these expectations are "forward-looking statements" and may change based on factors such as general economic conditions, persistently high inflation and interest rates, competition from internet retailers, unforeseen events affecting commercial and retail real estate, and other risks described in its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q.
Inland Real Estate Income Trust, Inc. updated its share repurchase program and reported results of its 2025 annual stockholder meeting. The board approved a Sixth Amended and Restated Share Repurchase Program, under which shares repurchased due to death or qualifying disability will be bought at 100% of the Share Price, and shares repurchased from stockholders who have held their shares for at least one year will be bought at 80% of the Share Price. Using the estimated per share net asset value as of September 30, 2025, this equates to $16.89 per share for exceptional repurchases and $13.51 per share for ordinary repurchases. Stockholders elected two Class I directors, ratified KPMG LLP as auditor for 2025, approved a non-binding advisory vote on executive compensation, and supported holding the advisory “Say on Pay” vote every year.
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.
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.
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.
Inland Real Estate Income Trust, Inc. reported that a non-employee director received a grant of 2,368.265 shares of common stock on 12/17/2025 at no cash cost under the company’s Employee and Director Restricted Plan. The grant is compensation for board service rather than an open-market purchase.
After this grant, the director beneficially owns 14,345.771 shares of common stock in direct ownership, including shares previously acquired through the company’s distribution reinvestment plan. The new 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 if there is a liquidity event or if the director’s service ends due to death or disability.
Inland Real Estate Income Trust, Inc. reported a new estimated net asset value (NAV) of $16.89 per share for its common stock as of September 30, 2025, implying a total estimated net asset value of about $609.9 million based on roughly 36.1 million shares outstanding. This compares with a prior estimated NAV of $19.17 per share as of December 31, 2023, a decline driven largely by higher discount and terminal capitalization rates, greater capital expenditure assumptions and broader market uncertainty, including the effects of tariffs.
The estimate is based on a third‑party valuation by SitusAMC using a ten‑year discounted cash flow approach on a portfolio of 52 retail properties totaling about 7.2 million square feet, and a fair value assessment of the company’s debt. The NAV range ran from $15.76 to $18.02 per share, with the board choosing the midpoint.
Using this NAV, the board reinstated the distribution reinvestment plan and the share repurchase program effective February 1, 2026. DRP purchases will be priced at $16.89 per share, while share repurchases under the program, for both ordinary and exceptional repurchases, will occur at $13.51 per share, equal to 80% of the estimated NAV, subject to board discretion on funding and volume.
Inland Real Estate Income Trust, Inc. reported that its 2025 Annual Meeting of Stockholders, initially convened on November 19, 2025, was adjourned without conducting any business and will reconvene on December 17, 2025 at 10:00 a.m. Central Time. The company plans to publish an updated estimated net asset value (NAV) as of September 30, 2025 on or about December 8, 2025, giving stockholders time to review this information before voting on the proposals described in its definitive proxy statement filed on September 24, 2025. The record date remains September 23, 2025, previously submitted proxies will carry over unless revoked, and the company will continue soliciting votes, including with assistance from Broadridge Investor Communication Solutions, Inc.