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NNN REIT (NYSE: NNN) appoints Edward Fritsch as new chair

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Form Type
8-K

Rhea-AI Filing Summary

NNN REIT, Inc. reported that long-time director Steven D. Cosler, who joined the Board in August 2016 and became Chair in May 2021, has retired from the Board effective February 18, 2026. Independent director Edward J. Fritsch, a Board member since February 2012 and former President and CEO of publicly traded REIT Highwoods Properties, Inc., has been appointed to succeed him as Chair.

The company highlights Mr. Fritsch’s extensive REIT background, including prior service on the Nareit Board of Governors, his role as Nareit’s 2015–2016 national chair, and receipt of Nareit’s Industry Leadership Award in 2023. As of December 31, 2025, NNN owned 3,692 properties across all 50 states, the District of Columbia and Puerto Rico, with approximately 39.6 million square feet of gross leasable area and a weighted average remaining lease term of 10.2 years. NNN also notes it is one of only three publicly traded REITs to have increased annual dividends for 36 or more consecutive years.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 18, 2026

NNN REIT, INC.

(exact name of registrant as specified in its charter)

Maryland

001-11290

56-1431377

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

 

450 South Orange Avenue, Suite 900, Orlando, Florida 32801

(Address of principal executive offices, including zip code)

 

(407) 265-7348

(Registrant’s telephone number, including area code)

 

Not applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of exchange on which registered

Common Stock, $0.01 par value

NNN

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition

period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 


 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.

On February 19, 2026, the Board of Directors (the "Board") of NNN REIT, Inc. ("NNN" or the "Company") announced that Steven D. Cosler, Chairperson ("Chair"), has retired from the Board effective February 18, 2026. Edward J. Fritsch, an independent director, has been appointed by the Board to succeed Mr. Cosler and serve as Chair effective upon Mr. Cosler’s retirement.

Mr. Cosler has served on the Board since August 2016 and as Chair since May 2021.

Mr. Fritsch has served on NNN’s Board since February 2012 and brings extensive real estate investment trust ("REIT") experience as former President and Chief Executive Officer at Highwoods Properties, Inc., a publicly traded REIT (retired, 2019).

Item 7.01. Regulation FD Disclosure.

On February 19, 2026, the Company issued a press release announcing the retirement of Mr. Cosler and appointment of Mr. Fritsch described above in Item 5.02. The press release is being furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 ("Exchange Act") or otherwise subject to the liabilities of such section, nor shall such information be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.

 

Financial Statements and Exhibits.

    Exhibits.

 

 

99.1

Press Release, dated February 19, 2026

104.1

 

Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document)

 

 


 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

NNN REIT, Inc.

 

 

 

Dated: February 19, 2026

By:

/s/ Vincent H. Chao

 

 

Vincent H. Chao

 

 

Executive Vice President and Chief Financial Officer

 

 


 

Exhibit 99.1

img41624055_0.jpg

NEWS RELEASE

For information contact:

Vincent H. Chao

Chief Financial Officer

(407) 265-7348

FOR IMMEDIATE RELEASE

February 19, 2026

 

NNN REIT, Inc. Announces Retirement of Board Chair and Replacement

 

Orlando, Florida, February 19, 2026 – The Board of Directors ("Board") of NNN REIT, Inc. (NYSE: NNN) ("NNN" or the "Company") announced that Steven D. Cosler, Chairperson ("Chair"), has retired from the Board effective February 18, 2026. Edward J. Fritsch, an independent director, has been appointed by the Board to succeed Mr. Cosler and serve as Chair effective upon Mr. Cosler’s retirement.

Mr. Cosler has served on the Board since August 2016 and as Chair since May 2021. Steve Horn, Chief Executive Officer, commented, "We are grateful for Steve’s many contributions to the Company since joining in 2016, and especially for his steady leadership and guidance as Chair during a period of significant market disruption. His commitment and perspective have been invaluable. I look forward to partnering with Ed as we guide NNN forward and continue executing on our strategy to drive long-term shareholder value."

"It has been a privilege to serve as Chair of NNN and to work alongside such a talented Board and management team," stated Mr. Cosler. "I am confident that Ed and Steve will provide strong, cohesive leadership as the Company continues to deliver on its strategic objectives."

Mr. Fritsch has served on NNN’s Board since February 2012 and brings extensive REIT experience as former President and Chief Executive Officer at Highwoods Properties, Inc., a publicly traded REIT (retired, 2019). "On behalf of the entire Board, we thank Steve for his years of dedicated service and leadership," said Mr. Fritsch. Mr. Fritsch is a former member of the Nareit Board of Governors, and its 2015-2016 national chair, and was the recipient of Nareit’s Industry Leadership Award in 2023.

 

About NNN REIT, Inc.

NNN invests in high-quality properties subject generally to long-term, net leases with minimal ongoing capital expenditures. As of December 31, 2025, the Company owned 3,692 properties in all 50 states, the District of Columbia and Puerto Rico with a gross leasable area of approximately 39.6 million square feet and a weighted average remaining lease term of 10.2 years. NNN is one of only three publicly traded real estate investment trusts to have increased annual dividends for 36 or more consecutive years. For more information on the Company, visit www.nnnreit.com.


FAQ

What board leadership change did NNN (NNN) announce?

NNN REIT, Inc. announced that Steven D. Cosler retired as Board Chair effective February 18, 2026, and independent director Edward J. Fritsch was appointed to succeed him. Cosler had served on the Board since 2016 and as Chair since 2021.

Who is Edward J. Fritsch, the new chair of NNN (NNN)?

Edward J. Fritsch is an independent director with extensive REIT experience, serving on NNN’s Board since February 2012. He is former President and CEO of publicly traded REIT Highwoods Properties, Inc. and a past Nareit national chair and Industry Leadership Award recipient.

When did Steven D. Cosler retire from NNN REIT’s Board?

Steven D. Cosler retired from NNN REIT’s Board effective February 18, 2026, after serving as a director since August 2016 and as Chair since May 2021. The company issued a press release about his retirement on February 19, 2026.

How large is NNN REIT’s property portfolio as of December 31, 2025?

As of December 31, 2025, NNN REIT owned 3,692 properties across all 50 states, the District of Columbia and Puerto Rico, with approximately 39.6 million square feet of gross leasable area and a weighted average remaining lease term of 10.2 years.

What dividend track record does NNN (NNN) highlight in this disclosure?

NNN REIT notes it is one of only three publicly traded REITs to have increased annual dividends for 36 or more consecutive years, underscoring a long history of consistent dividend growth alongside its net-lease real estate investment strategy.

What type of properties does NNN REIT, Inc. invest in?

NNN invests in high-quality properties generally subject to long-term, net leases that require minimal ongoing capital expenditures. This net-lease focus is designed to provide stable rent streams from a diversified portfolio across all 50 states, the District of Columbia and Puerto Rico.

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