Independence Realty Trust (IRT) CEO Schaeffer forfeits shares for tax withholding

Rhea-AI Filing Summary

Independence Realty Trust insider Scott Schaeffer, the company's Chair of the Board and CEO, reported an annual update of his beneficial ownership. On January 2, 2026, he forfeited 20,240 shares of common stock at $17.48 per share in a transaction coded "F," which indicates shares withheld to cover taxes. According to the footnote, this forfeiture was undertaken solely to satisfy a tax withholding liability related to the vesting of stock held by him. After this transaction, he directly owned 853,151 shares of Independence Realty Trust common stock.

SEC Form 5

FORM 5

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

ANNUAL 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

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

Form 3 Holdings Reported.

X

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

SCHAEFFER SCOTT

(Last) (First) (Middle)

1835 MARKET STREET

SUITE 2601

(Street)

PHILADELPHIA PA 19103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INDEPENDENCE REALTY TRUST, INC. [ IRT ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chair Board and CEO

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
01/02/2026

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common stock	01/02/2026		F4	20,240	D	$17.48(1)	853,151	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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This forfeiture was undertaken solely to satisfy a tax withholding liability related to the vesting of stock held by the reporting person.

	/s/ James J. Sebra, attorney-in-fact	01/07/2026
	** 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).
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FAQ

What insider activity did Independence Realty Trust (IRT) report on this Form 5?

The filing shows that Chair of the Board and CEO Scott Schaeffer reported a forfeiture of 20,240 shares of common stock on January 2, 2026 in connection with his annual beneficial ownership update.

Why did Scott Schaeffer forfeit shares of Independence Realty Trust (IRT)?

A footnote explains that the 20,240-share forfeiture was undertaken solely to satisfy a tax withholding liability related to the vesting of stock held by the reporting person.

At what price were the forfeited IRT shares valued in this insider transaction?

The 20,240 forfeited shares of Independence Realty Trust common stock were valued at $17.48 per share in the reported transaction.

How many Independence Realty Trust (IRT) shares does Scott Schaeffer own after this Form 5 transaction?

Following the reported tax-withholding forfeiture, Scott Schaeffer directly beneficially owned 853,151 shares of Independence Realty Trust common stock at the end of the issuer's fiscal year.

What does transaction code "F" mean in this IRT Form 5 filing?

Transaction code "F" indicates a payment of tax liability by withholding or delivering securities, consistent with the footnote stating the shares were forfeited solely to satisfy tax withholding on vested stock.

Is this IRT insider transaction direct or indirect ownership for Scott Schaeffer?

The filing classifies Scott Schaeffer's ownership after the transaction as direct (D) with 853,151 common shares beneficially owned.