| Item 1. | |
| (a) | Name of issuer:
Invesco Real Estate Income Trust Inc. |
| (b) | Address of issuer's principal executive offices:
2300 N Field Street, Suite 1200, Dallas, TX 75201 |
| Item 2. | |
| (a) | Name of person filing:
Each of the following is hereinafter individually referred to as a "Reporting Person" and collectively as the "Reporting Persons." This statement is filed on behalf of:
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111
Citizenship: Massachusetts
Stillings Street LLC
1295 State Street
Springfield, MA 01111
Citizenship: Delaware |
| (b) | Address or principal business office or, if none, residence:
See Item 2(a) |
| (c) | Citizenship:
See Item 2(a) |
| (d) | Title of class of securities:
Class N Redeemable Common Stock, par value $.01 per share |
| (e) | CUSIP No.:
000000000 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
The information required by Items 4(a)-(c) with respect to each Reporting Person is set forth in Rows 5-11 of the applicable cover page hereto, and is incorporated herein by reference.
As of December 31, 2025, Stillings Street LLC ("Stillings") directly held 15,157,853 shares of Class N Redeemable Common Stock, par value $.01 per share (the "Class N Common Stock") of Invesco Real Estate Income Trust Inc. (the "Issuer"). Stillings is a wholly owned subsidiary of Massachusetts Mutual Life Insurance Company ("MassMutual") and as such, MassMutual may be deemed the beneficial owner of the Class N Common Stock directly held by Stillings. |
| (b) | Percent of class:
Each Reporting Person may be deemed to be the beneficial owner of the percentage of shares of Class N Common Stock listed on each Reporting Person's cover page.
The Reporting Persons beneficially own 100% of the Class N Common Stock. Such Class N Common Stock represents approximately 65.6% of the total outstanding shares of common stock of the Issuer based on 23,104,600 shares of common stock outstanding as of November 30, 2025, as reported by the Issuer in its Prospectus filed with the Securities and Exchange Commission on December 16, 2025. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
See each cover page hereof.
|
| | (ii) Shared power to vote or to direct the vote:
See each cover page hereof.
|
| | (iii) Sole power to dispose or to direct the disposition of:
See each cover page hereof.
|
| | (iv) Shared power to dispose or to direct the disposition of:
See each cover page hereof.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(d)