Inland Real Estate Income Trust Q3 2026 10-Q: 59,251 Shares Repurchased on 3,285,554 Requested

This page reads the newest filing and nothing else: what the November 6, 2026 10-Q adds to the story we told in our Inland Real Estate Income Trust review after the June 30 10-Q. For the sponsor's older programs and what a $10 share became in each, see What Happened to the Inland REITs?. Inland Real Estate Income Trust sold 33,534,022 shares at $10.00 in a best-efforts offering that ended October 16, 2015, raised $834.4 million, and had 35,995,406 shares outstanding at September 30, 2026. It owned 51 retail properties of 7.0 million square feet in 24 states, and 87% of annualized base rent came from grocery-anchored or grocery shadow-anchored centers. The board decided in November 2025 not to pursue a sale and, in the 10-Q's words, “has not since decided to pursue a listing of our common stock.”

The repurchase record: three quarters, two windows

The program was suspended on October 1, 2024 and reinstated on February 1, 2026 under the Sixth Amended and Restated Share Repurchase Program. The 10-Qs give one line per month.

Four readings follow, each limited to what the filings show.

• The price says who was paid. Under the Sixth SRP the repurchase price is 100% of the Estimated Per Share NAV for “Exceptional Repurchases” (death or qualifying disability) and 80% for “Ordinary Repurchases.” Eighty percent of $16.89 is $13.51 (our arithmetic). An average price of $16.89 in both windows means the buying was, in our reading, the death-and-disability category. The filings do not split the requests between the two categories, so we cannot say how many of the 3,285,554 are ordinary.
• The order of payment favours that category. Section 7 of the plan says that if the limit or the money is short, the trust buys pro rata within each category, first all Exceptional Repurchases, second all Ordinary Repurchases, third Remaining Balance Repurchases. A holder asking to sell for ordinary reasons sits behind every death and disability request.
• The budget looks like dollars, not shares. $1,001 thousand and $1,000 thousand are the same figure to the nearest million, in windows that bought 59,238 and 59,251 shares. The plan says the board “has the discretion to establish the proceeds available to fund repurchases each quarter”; the 10-Q does not state the number.
• The queue grew. The 10-Q says unfulfilled requests “carry over to the next quarter.” If every unfilled April request carried over (2,838,731 shares), at least 446,823 of July's 3,285,554 were new (our arithmetic). Holders can withdraw, so this is a floor, not a count.

The limit would bind in 2026 if the board ever bought in volume: even with unlimited money, the 10-Q's remaining capacity covers about half of the July queue. The 10-Q also shows the program's cost so far. Nine-month share repurchases were $2,001 thousand; in 2025 there were none, and in 2024 and 2023 the trust paid $5.0 million and $6.0 million (10-K).

The next window: dates in the plan

The plan text is Exhibit 4.1 to the 8-K of December 17, 2025. Its rules for timing matter more than any single window.

If you are reading this for a family member's account, our page on death and disability repurchases in non-traded REITs and BDCs covers what heirs have to send.

What $16.89 is, and how old it is

The 10-K for 2025 says the board set an Estimated Per Share NAV of $16.89 as of September 30, 2025, announced on December 9, 2025, “a decline of $2.28 per share from the prior estimate” (so the prior estimate was $19.17, our arithmetic). The 10-Q for September 30, 2026 does not repeat the figure outside the repurchase table, and it describes no new valuation. On November 6, 2026 the estimate was 13 months old (our arithmetic).

Two numbers sit around it. The price of an ordinary repurchase moves with it: $13.51 today. And the trust itself still uses it: Note 15 reports that on November 5, 2026 each of the four independent directors received 2,368.26 restricted shares, 9,473 in all, with a total value of $160 thousand, which is $16.89 a share (our arithmetic). The 10-K describes the estimate as “a snapshot in time of a value that will likely change over time.” How it compares with the $10.00 offering price once the 2018 reverse split is counted is in our review.

For scale, GAAP stockholders' equity was $319,161 thousand at September 30, 2026, or $8.87 a share (our arithmetic). GAAP carries buildings at depreciated cost, so the gap to $16.89 is not a finding, only a reminder that the two numbers measure different things.

Distributions against cash

Distributions are declared quarterly and paid in arrears. The board declared $0.1356 a share for each record date of March 31, June 30 and September 30, 2026 (8-Ks of March 30, June 29 and September 29, 2026), with the last expected on or about October 7, 2026. Four of those a year is $0.5424, or 3.21% of $16.89 (our arithmetic).

The 10-Q's footnote says distributions “were funded by cash flows from operating activities.” On these numbers the distribution is not the strain on cash; the 10-K says the credit agreement blocks distributions and redemptions if distributions excluding reinvested ones exceed 95% of FFO over four quarters, and nine-month distributions were 39.7% of FFO (our arithmetic). For tax, the 8-K of January 26, 2026 reports that 27.1% of 2025 distributions were ordinary dividends and 72.9% nondividend distributions; see our page on return of capital in REIT distributions.

Where the cash went in the nine months is the useful table. Operating cash of $39,821 thousand and $30,327 thousand of sale proceeds paid for capital spending of $13,415 thousand, a net $36,727 thousand reduction in debt (the 10-Q cites a $37.0 million paydown on the credit facility), distributions of $14,689 thousand and share repurchases of $2,001 thousand. Cash rose to $11,388 thousand. Debt reduction took $36.7 million and repurchases $2.0 million; the filing does not say how the board weighed the two.

Debt and the February 2027 swap reset

All $805,000 thousand of debt is the credit facility the trust signed on November 13, 2025: $230,000 thousand on the revolver at 5.80% and $575,000 thousand on the term loan at 4.26%, both maturing April 1, 2029 with one 12-month extension at the company's option. The weighted rate including swaps is 4.70% (4.65% at December 31, 2025). The 10-Q puts the weighted average years to maturity at 2.5. All properties form the borrowing base, $55 million was available on the revolver on both September 30 and November 6, 2026, and the trust says it met all financial covenants. A 1% move in rates on the floating part would change annual interest by $2.8 million.

The step-up is 1.06 percentage points on $525,000 thousand, or $5,557.5 thousand a year (our arithmetic). The 10-Q says only that the fixed rates under the forward swaps “are higher than those payable under the current swaps.” Against nine-month interest expense of $29,617 thousand, which is about $39.5 million a year, the added cost is 14% (our arithmetic). It assumes the spread over SOFR does not change. The derivatives were a net asset of $19,258 thousand at September 30, 2026, and the trust expects $8,112 thousand to move from accumulated other comprehensive income into earnings in the next 12 months.

The last row sits in the same quarter as the reset. The 10-Q's risk factor says that if the agreement is terminated the trust owes the business manager “a fee in one lump sum for the remainder of the term ending on March 31, 2027,” plus any incentive fee in a qualifying internalization. The 10-K gave about $12 million as the amount had it ended on December 31, 2025; the amount shrinks as the term runs. On the quarterly fee of $2,315 thousand, the two quarters left at September 30, 2026 are about $4.6 million (our arithmetic, a rough guide and not a figure from the filing).

Fees to Inland affiliates against distributions

The related-party note lists what the trust paid or owed to the business manager and the real estate manager, both Inland subsidiaries.

The real estate line includes real estate management fees of $4,449 thousand, property operating reimbursements of $1,354 thousand, construction management fees of $463 thousand and leasing fees of $194 thousand; the last two are capitalized, not expensed. The business management fee rose because the offset for the former chief executive's pay ended: since February 2026 the trust pays the full fee and the business manager pays the chief executive directly. Reading the ratio as “fees exceed what holders receive” overstates it, because reimbursements are costs of running the REIT; reading it as small understates how little of the property income stays with holders. Both are in the table above for the reader to weigh.

The portfolio and the leases

The drop to 51 properties is the sale of The Village at Burlington Creek: a $34.0 million contract signed March 12, 2026, closed June 25, 2026 for net proceeds of $30,327 thousand and a gain of $4,985 thousand. The nine-month net loss was $2,041 thousand, against $6,718 thousand a year earlier; without the gain it would have been about $7,026 thousand (our arithmetic). In nine months the trust signed 102 leases for 875,179 square feet; the 78 comparable renewals were 6.7% above the prior rent and the 11 comparable new leases 12.9% above.

The lease calendar is the next test of occupancy. Leases expiring in 2028 are 20.6% of leased square footage and 16.1% of annualized base rent ($18,238 thousand), the largest single year; 2027 is 8.0% ($9,076 thousand), and the remainder of 2026 is 2.4% ($2,765 thousand). The 10-Q still lists tenant bankruptcies: Party City at four properties (two re-let), American Freight and Rite Aid at one each, and Painted Tree, which filed in April 2026 and whose space has a replacement lease.

The 8-K of November 6, 2026

The 8-K is an Item 5.07 report. At the November 5, 2026 annual meeting 18,474,365 shares were present, 51.30% of the shares entitled to vote, so there was a quorum. Three Class II directors were elected, with the lowest of the three on 4,667,481 votes for and 488,470 withheld, for terms to 2029. KPMG LLP was ratified as auditor for 2026 with 18,132,714 votes for and 133,962 against. The advisory vote on executive pay passed with 3,813,123 for and 927,628 against, 80.4% of those two (our arithmetic); it is non-binding. There were 13,318,414 broker non-votes. Nothing on the ballot touched redemptions, the estimated value or a sale, as our review noted when the proxy came out. The 10-Q also reports the director stock awards of the same week in Note 15.

What the filings do not say

• How the 3,285,554 requests split between death and disability requests and ordinary ones.
• The dollar amount the board sets each quarter, or whether it will change for the fourth quarter.
• A date for the next estimated value. Neither the 10-Q nor the 8-K gives one.
• What the board will do after the strategic review. The 10-Q says the trust “may pursue other alternatives to raise capital,” for example a joint venture, with no assurance of any.
• The spread on the new swaps' floating leg. The step-up above is the change in the fixed rates only.

Dates to watch

What a reader can do with this

This is analysis of public documents, not investment, legal or tax advice.

• Find your category. Death and qualifying disability requests are bought first at $16.89; everything else is Ordinary at $13.51 and has had no visible fills in the two windows. Our arithmetic on a 1,000-share request: $16,890 if Exceptional, $13,510 if Ordinary, before any fill rate.
• Work the fill rate honestly. A 2% fill rate on 1,000 requested shares is 20 shares in a window, and only if you are in the category that gets paid; the filings show no ordinary share bought.
• Mind the dates. The December 23 cut-off and the December 31 late-claim deadline are in the plan text; the transfer agent decides what counts as received.
• Weigh the 13-month-old value. The price of any repurchase is a percentage of the last estimate. A new estimate could move both the $16.89 and the $13.51.
• Look at the debt calendar. The swap reset is certain and dated; the extra interest is about $5.6 million a year, before any change in rates or rents.
• Compare it with the other exits. Outside offers for these shares, from other buyers, are in our page on non-traded REIT tender offers, and the discount between estimated values and listed prices is in the listing-discount study.

If a large share of your portfolio sits in one illiquid REIT, or you are weighing the tax on a loss or on a transfer to heirs, a second opinion may help.

FAQ

All figures are from SEC filings of Inland Real Estate Income Trust, Inc. (CIK 1528985) read on November 7, 2026: Form 10-Q for September 30, 2026 (accession 0001528985-26-000009, filed November 6, 2026), June 30, 2026 (0001528985-26-000007) and March 31, 2026 (0001528985-26-000004); Form 10-K for 2025 (0001528985-26-000002); Forms 8-K of November 6, 2026 (0001193125-26-451692), September 29, 2026 (0001193125-26-407317), June 29, 2026 (0001193125-26-288223), March 30, 2026 (0001193125-26-131592), January 26, 2026 (0001193125-26-022199) and December 17, 2025 (0001193125-25-328132, with the Sixth Amended and Restated Share Repurchase Program as Exhibit 4.1). The trust's last filings at the time of writing were the 10-Q and the 8-K of November 6, 2026. Our arithmetic is labelled in the text and in the data file. This is analysis of public documents, not investment, legal or tax advice.