424B3

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Starwood Real Estate Income Trust, Inc.

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands, except share and per share data)


	June 30, 2025			December 31, 2024
Assets
Investments in real estate, net	$	17,209,013		$	17,830,254
Investment in real estate debt		901,164			852,461
Investments in unconsolidated real estate ventures		322,224			420,861
Cash and cash equivalents		240,173			281,512
Restricted cash		225,264			241,422
Other assets		467,392			1,365,479
Total assets	$	19,365,230		$	20,991,989
Liabilities and Equity
Mortgage notes and secured credit facilities, net	$	11,970,401		$	12,744,587
Secured financings on investment in real estate debt, net		541,450			467,988
Unsecured line of credit		1,065,500			1,362,000
Other liabilities		444,861			447,095
Subscriptions received in advance		1,251			1,113
Due to affiliates		255,263			275,601
Total liabilities		14,278,726			15,298,384

Commitments and contingencies		—			—
Redeemable non-controlling interests		418,931			434,878

Equity
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding as of June 30, 2025 and December 31, 2024		—			—
Common stock — Class T shares, $0.01 par value per share, 500,000,000 shares authorized; 4,992,466 and 5,055,645 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively		50			51
Common stock — Class S shares, $0.01 par value per share, 1,000,000,000 shares authorized; 179,584,531 and 181,391,241 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively		1,796			1,814
Common stock — Class D shares, $0.01 par value per share, 500,000,000 shares authorized; 25,245,743 and 25,928,114 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively		252			259
Common stock — Class I shares, $0.01 par value per share, 1,000,000,000 shares authorized; 189,288,535 and 189,397,713 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively		1,893			1,894
Additional paid-in capital		8,859,130			8,932,123
Accumulated other comprehensive loss		18,987			(50,756	)
Accumulated deficit and cumulative distributions		(4,293,722	)		(3,691,379	)
Total stockholders’ equity		4,588,386			5,194,006
Non-controlling interests in consolidated joint ventures		79,187			64,721
Total equity		4,667,573			5,258,727
Total liabilities and equity	$	19,365,230		$	20,991,989

See accompanying notes to condensed consolidated financial statements.

Starwood Real Estate Income Trust, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)

(in thousands, except share and per share data)


	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2025			2024			2025			2024
Revenues
Rental revenue	$	386,801		$	412,464		$	780,851		$	825,547
Other revenue		7,734			9,331			13,949			20,298
Total revenues		394,535			421,795			794,800			845,845
Expenses
Property operating		166,879			180,515			337,984			360,172
General and administrative		9,027			13,396			18,681			25,888
Management fees		22,178			26,514			44,944			58,510
Performance participation allocation		—			—			—			—
Depreciation and amortization		173,654			185,889			346,504			372,287
Total expenses		371,738			406,314			748,113			816,857
Other expense
Loss from unconsolidated real estate ventures		(4,525	)		(1,705	)		(6,354	)		(5,673	)
Income from investments in real estate debt, net		18,494			12,374			38,130			52,871
Net gain on dispositions of real estate		14,087			573			23,777			2,656
Interest expense		(150,891	)		(158,188	)		(303,118	)		(312,221	)
Other expense, net		(105,292	)		(22,376	)		(192,026	)		(6,748	)
Total other expense		(228,127	)		(169,322	)		(439,591	)		(269,115	)
Net loss	$	(205,330	)	$	(153,841	)	$	(392,904	)	$	(240,127	)
Net loss attributable to non-controlling interests in consolidated joint ventures	$	1,204		$	705		$	2,283		$	892
Net loss attributable to non-controlling interests in Operating Partnership		10,229			7,415			19,544			12,168
Net loss attributable to stockholders	$	(193,897	)	$	(145,721	)	$	(371,077	)	$	(227,067	)
Net loss per share of common stock, basic and diluted	$	(0.49	)	$	(0.36	)	$	(0.93	)	$	(0.55	)
Weighted-average shares of common stock outstanding, basic and diluted		399,564,483			406,479,897			400,276,392			413,628,674

Comprehensive loss:
Net loss	$	(205,330	)	$	(153,841	)	$	(392,904	)	$	(240,127	)
Other comprehensive income (loss) item:
Foreign currency translation adjustments		47,535			(4,746	)		69,743			(14,359	)
Other comprehensive income (loss)	$	47,535		$	(4,746	)	$	69,743		$	(14,359	)
Comprehensive loss	$	(157,795	)	$	(158,587	)	$	(323,161	)	$	(254,486	)

See accompanying notes to condensed consolidated financial statements.

Starwood Real Estate Income Trust, Inc.

Condensed Consolidated Statements of Changes in Equity (Unaudited)

(in thousands)


	Par Value
	Common Stock Class T		Common Stock Class S			Common Stock Class D			Common Stock Class I			Additional Paid-in Capital			Accumulated Other Comprehensive Loss			Accumulated Deficit and Cumulative Distributions			Total Stockholders’ Equity			Non- controlling Interests			Total Equity
Balance at March 31, 2025	$	50	$	1,807		$	254		$	1,897		$	8,909,476		$	(28,548	)	$	(3,984,319	)	$	4,900,617		$	71,398		$	4,972,015
Common stock issued (transferred)		—		(2	)		—			23			39,903			—			—			39,924			—			39,924
Offering costs, net		—		—			—			—			(343	)		—			—			(343	)		(293	)		(636	)
Distribution reinvestments		—		8			—			8			36,566			—			—			36,582			—			36,582
Amortization of restricted stock grants		—		—			—			—			210			—			—			210			—			210
Common stock repurchased		—		(17	)		(2	)		(35	)		(114,750	)		—			—			(114,804	)		—			(114,804	)
Net loss ($10,229 allocated to redeemable non-controlling interest)		—		—			—			—			—			—			(193,897	)		(193,897	)		(1,204	)		(195,101	)
Contributions from non-controlling interests		—		—			—			—			—			—			—			—			10,199			10,199
Distributions to non-controlling interests		—		—			—			—			—			—			—			—			(913	)		(913	)
Distributions declared on common stock (see Note 11)		—		—			—			—			—			—			(115,506	)		(115,506	)		—			(115,506	)
Other comprehensive income		—		—			—			—			—			47,535			—			47,535			—			47,535
Allocation to redeemable non-controlling interest		—		—			—			—			(11,932	)		—			—			(11,932	)		—			(11,932	)
Balance at June 30, 2025	$	50	$	1,796		$	252		$	1,893		$	8,859,130		$	18,987		$	(4,293,722	)	$	4,588,386		$	79,187		$	4,667,573


	Par Value
	Common Stock Class T			Common Stock Class S			Common Stock Class D			Common Stock Class I			Additional Paid-in Capital			Accumulated Other Comprehensive Loss			Accumulated Deficit and Cumulative Distributions			Total Stockholders’ Equity			Non- controlling Interests			Total Equity
Balance at March 31, 2024	$	52		$	1,873		$	265		$	1,956		$	9,269,243		$	(25,342	)	$	(2,739,431	)	$	6,508,616		$	43,512		$	6,552,128
Common stock issued (transferred)		(1	)		3			1			26			69,029			—			—			69,058			—			69,058
Offering costs, net		—			—			—			—			8,150			—			—			8,150			—			8,150
Distribution reinvestments		1			9			2			8			45,369			—			—			45,389			—			45,389
Amortization of restricted stock grants		—			—			—			—			210			—			—			210			—			210
Common stock repurchased		(1	)		(54	)		(6	)		(88	)		(346,340	)		—			—			(346,489	)		—			(346,489	)
Net loss ($7,415 allocated to redeemable non-controlling interest)		—			—			—			—			—			—			(145,721	)		(145,721	)		(705	)		(146,426	)
Contributions from non-controlling interests		—			—			—			—			—			—			—			—			5,035			5,035
Distributions to non-controlling interests		—			—			—			—			—			—			—			—			(1,979	)		(1,979	)
Distributions declared on common stock (see Note 11)		—			—			—			—			—			—			(116,704	)		(116,704	)		—			(116,704	)
Other comprehensive loss		—			—			—			—			—			(4,746	)		—			(4,746	)		—			(4,746	)
Allocation to redeemable non-controlling interest		—			—			—			—			(2,771	)		—			—			(2,771	)		—			(2,771	)
Balance at June 30, 2024	$	51		$	1,831		$	262		$	1,902		$	9,042,890		$	(30,088	)	$	(3,001,856	)	$	6,014,992		$	45,863		$	6,060,855

See accompanying notes to condensed consolidated financial statements.

Starwood Real Estate Income Trust, Inc.

Condensed Consolidated Statements of Changes in Equity (Unaudited)

(in thousands)


	Par Value
	Common Stock Class T			Common Stock Class S			Common Stock Class D			Common Stock Class I			Additional Paid-in Capital			Accumulated Other Comprehensive Loss			Accumulated Deficit and Cumulative Distributions			Total Stockholders’ Equity			Non- controlling Interests			Total Equity
Balance at December 31, 2024	$	51		$	1,814		$	259		$	1,894		$	8,932,123		$	(50,756	)	$	(3,691,379	)	$	5,194,006		$	64,721		$	5,258,727
Common stock issued (transferred)		(1	)		(2	)		(4	)		41			71,038			—			—			71,072			—			71,072
Offering costs, net		—			—			—			—			(272	)		—			—			(272	)		(659	)		(931	)
Distribution reinvestments		—			17			1			15			73,893			—			—			73,926			—			73,926
Amortization of restricted stock grants		—			—			—			—			420			—			—			420			—			420
Common stock repurchased		—			(33	)		(4	)		(57	)		(202,038	)		—			—			(202,132	)		—			(202,132	)
Net loss ($19,544 allocated to redeemable non-controlling interest)		—			—			—			—			—			—			(371,077	)		(371,077	)		(2,283	)		(373,360	)
Contributions from non-controlling interests		—			—			—			—			—			—			—			—			21,560			21,560
Distributions to non-controlling interests		—			—			—			—			—			—			—			—			(4,152	)		(4,152	)
Distributions declared on common stock (see Note 11)		—			—			—			—			—			—			(231,266	)		(231,266	)		—			(231,266	)
Other comprehensive income		—			—			—			—			—			69,743			—			69,743			—			69,743
Allocation to redeemable non-controlling interest		—			—			—			—			(16,034	)		—			—			(16,034	)		—			(16,034	)
Balance at June 30, 2025	$	50		$	1,796		$	252		$	1,893		$	8,859,130		$	18,987		$	(4,293,722	)	$	4,588,386		$	79,187		$	4,667,573


	Par Value
	Common Stock Class T			Common Stock Class S			Common Stock Class D			Common Stock Class I			Additional Paid-in Capital			Accumulated Other Comprehensive Loss			Accumulated Deficit and Cumulative Distributions			Total Stockholders’ Equity			Non- controlling Interests			Total Equity
Balance at December 31, 2023	$	53		$	1,950		$	275		$	2,030		$	9,641,219		$	(15,729	)	$	(2,537,302	)	$	7,092,496		$	44,314		$	7,136,810
Common stock issued, net		(2	)		7			3			60			158,703			—			—			158,771			—			158,771
Offering costs, net		—			—			—			—			25,543			—			—			25,543			—			25,543
Distribution reinvestments		1			19			3			17			94,041			—			—			94,081			—			94,081
Amortization of restricted stock grants		—			—			—			—			420			—			—			420			—			420
Common stock repurchased		(1	)		(145	)		(19	)		(205	)		(860,635	)		—			—			(861,005	)		—			(861,005	)
Net loss ($12,168 allocated to redeemable non-controlling interest)		—			—			—			—			—			—			(227,067	)		(227,067	)		(892	)		(227,959	)
Contributions from non-controlling interests		—			—			—			—			—			—			—			-			5,035			5,035
Distributions to non-controlling interests		—			—			—			—			—			—			—			-			(2,594	)		(2,594	)
Distributions declared on common stock (see Note 11)		—			—			—			—			—			—			(237,487	)		(237,487	)		—			(237,487	)
Other comprehensive loss		—			—			—			—			—			(14,359	)		—			(14,359	)		—			(14,359	)
Allocation to redeemable non-controlling interest		—			—			—			—			(16,401	)		—			—			(16,401	)		—			(16,401	)
Balance at June 30, 2024	$	51		$	1,831		$	262		$	1,902		$	9,042,890		$	(30,088	)	$	(3,001,856	)	$	6,014,992		$	45,863		$	6,060,855

See accompanying notes to condensed consolidated financial statements.

Starwood Real Estate Income Trust, Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in thousands)


	For the Six Months Ended June 30,
	2025			2024
Cash flows from operating activities
Net loss	$	(392,904	)	$	(240,127	)
Adjustments to reconcile net loss to net cash provided by operating activities
Management fees		44,944			58,510
Performance participation allocation		—			—
Depreciation and amortization		346,504			372,287
Amortization of deferred financing costs		17,258			12,588
Straight-line rent amortization		(3,102	)		(5,622	)
Deferred income amortization		(10,907	)		(11,707	)
Unrealized loss on changes in fair value of financial instruments		213,922			14,740
Foreign currency (gain) loss		(20,769	)		11,793
Amortization of restricted stock grants		420			420
Net gain on dispositions of investments in real estate		(23,777	)		(2,656	)
Realized loss on sale of investments in real estate debt		—			7,563
Loss from unconsolidated real estate ventures		6,354			5,673
Distributions of earnings from unconsolidated real estate ventures		14,441			7,090
Other items		(3,568	)		(15,823	)
Change in assets and liabilities
Decrease (increase) in other assets		23,715			(16,485	)
Decrease in due to affiliates		(3,003	)		(826	)
(Decrease) increase in other liabilities		(11,836	)		9,084
Net cash provided by operating activities		197,692			206,502
Cash flows from investing activities
Proceeds from dispositions of real estate		1,179,815			85,922
Capital improvements to real estate		(67,894	)		(75,175	)
Return of capital from unconsolidated real estate ventures		77,842			—
Investment in unconsolidated real estate ventures		—			(63	)
Proceeds from paydown of principal and settlement of investments in real estate debt and equity securities		—			641,299
Purchase of derivative instruments		(6,692	)		(15,150	)
Proceeds from derivative contracts		30,005			19,479
Net cash provided by investing activities		1,213,076			656,312
Cash flows from financing activities
Proceeds from issuance of common stock, net		24,689			83,324
Offering costs paid		(17,940	)		(21,466	)
Subscriptions received in advance		1,251			1,246
Repurchases of common stock		(202,132	)		(861,005	)
Borrowings from mortgage notes, secured credit facilities and unsecured line of credit		216,510			948,500
Repayments of mortgage notes, secured credit facilities and unsecured line of credit		(1,386,311	)		(637,566	)
Borrowings under secured financings on investments in real estate debt		290,332			—
Repayments under secured financings on investments in real estate debt		(245,590	)		(243,384	)
Payment of deferred financing costs		—			(14,711	)
Contributions from non-controlling interests		21,560			5,035
Distributions to non-controlling interests		(4,152	)		(2,594	)
Distributions		(169,828	)		(158,099	)
Net cash used in financing activities		(1,471,611	)		(900,720	)
Effect of exchange rate changes		3,346			7,243
Net change in cash and cash equivalents and restricted cash		(57,497	)		(30,663	)
Cash and cash equivalents and restricted cash, beginning of the year		522,934			540,635
Cash and cash equivalents and restricted cash, end of the period	$	465,437		$	509,972
Reconciliation of cash and cash equivalents and restricted cash to the condensed consolidated balance sheets:
Cash and cash equivalents	$	240,173		$	293,837
Restricted cash		225,264			216,135
Total cash and cash equivalents and restricted cash	$	465,437		$	509,972
Supplemental disclosure of cash flow information:
Cash paid for interest	$	405,174		$	487,604
Non-cash investing and financing activities:
Accrued stockholder servicing fees due to affiliate	$	(673	)	$	(26,069	)
Issuance of Class I shares for payment of management fee	$	45,270		$	61,328
Exchange of redeemable non-controlling interest for Class I shares	$	—		$	1,144
Accrued distributions	$	40,562		$	40,815
Distribution reinvestment	$	73,926		$	94,081
Allocation to redeemable non-controlling interests	$	16,034		$	16,401
Accrued capital expenditures	$	2,945		$	7,090

See accompanying notes to condensed consolidated financial statements.

Starwood Real Estate Income Trust, Inc.

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Organization and Business Purpose

Starwood Real Estate Income Trust, Inc. (the “Company”) was formed on June 22, 2017 as a Maryland corporation and has elected to be taxed as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. The Company is organized to invest primarily in stabilized, income-oriented commercial real estate and debt secured by commercial real estate. The Company’s portfolio is principally comprised of properties located in the United States. The Company has diversified its portfolio on a global basis through the acquisition of properties outside of the United States, with a focus on Europe. To a lesser extent, the Company has invested in debt secured by commercial real estate and real estate-related securities. The Company is the sole general partner of Starwood REIT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). Starwood REIT Special Limited Partner, L.L.C. (the “Special Limited Partner”), a wholly owned subsidiary of Starwood Capital Group Holdings, L.P. (the “Sponsor” and together with any entity that is controlled by, controls or is under common control with the Sponsor, and any of their respective predecessor entities, “Starwood Capital”), owns a special limited partner interest in the Operating Partnership. Substantially all of the Company’s business is conducted through the Operating Partnership. The Company and the Operating Partnership are externally managed by Starwood REIT Advisors, L.L.C. (the “Advisor”), an affiliate of the Sponsor.

On December 27, 2017, the Company commenced its initial public offering of up to $5.0 billion in shares of common stock. On June 2, 2021, the initial public offering terminated and the Company commenced a follow-on public offering of up to $10.0 billion in shares of common stock. On August 10, 2022, the follow-on public offering terminated and the Company commenced its third public offering of up to $18.0 billion in shares of common stock, consisting of up to $16.0 billion in shares in its primary offering and up to $2.0 billion in shares pursuant to its distribution reinvestment plan. As of June 30, 2025, the Company had received aggregate net proceeds of $14.2 billion from the sale of shares of its common stock through its public offerings.

On July 16, 2025, the Company filed a registration statement on Form S-11 with the U.S. Securities and Exchange Commission (the “SEC”) for its fourth public offering of up to $10.0 billion in shares of common stock, consisting of up to $9.5 billion in shares of its primary offering and up to $0.5 billion in shares pursuant to its distribution reinvestment plan, which the Company anticipates will become effective in 2025.

In April 2024, the Company launched a program (the “DST Program”) to raise capital, through its Operating Partnership, through private placement offerings exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), by selling beneficial interests (“DST Interests”) in specific Delaware statutory trusts (“DSTs”) holding real properties (the “DST Properties”). As of June 30, 2025, the Company has raised approximately $46.8 million in gross offering proceeds through the DST Program.

As of June 30, 2025, the Company owned 403 consolidated real estate properties, 891 single-family rental units, two investments in unconsolidated real estate ventures and one real estate debt investment. The Company currently operates in five reportable segments: Multifamily, Industrial, Office, Other, and Investments in Real Estate Debt. Effective January 1, 2025, the Single-Family Rental properties and Self-Storage properties segments were combined within the Other properties segment and previous amounts have been recasted to conform with current period presentation. Financial results by segment are reported in Note 15.

Summary of Significant Accounting Policies

Principles of Consolidation and Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. All significant intercompany balances and transactions have been eliminated in consolidation. Management believes it has made all necessary adjustments, consisting of only normal recurring items, so that the condensed consolidated financial statements are presented fairly and that estimates made in preparing its condensed consolidated financial statements are reasonable and prudent. The accompanying unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Current Report on Form 8-K/A for the fiscal year ended December 31, 2024 filed with the SEC on July 11, 2025.

The accompanying unaudited condensed consolidated financial statements include the accounts of the Company, the Company’s subsidiaries and joint ventures in which the Company has a controlling interest. For consolidated joint ventures, the non-controlling partner’s share of the assets, liabilities and operations of the joint ventures is included in non-controlling interests as equity of the Company. The non-controlling partner’s interest is generally computed as the joint venture partner’s ownership percentage. Certain of

the joint ventures formed by the Company provide the other partner a profits interest based on certain return hurdles being achieved. Any profits interest due to the other partner is reported within non-controlling interests.

In determining whether the Company has a controlling financial interest in a partially owned entity and the requirement to consolidate the accounts of that entity, the Company considers whether the entity is a variable interest entity (“VIE”) and whether it is the primary beneficiary. The Company is the primary beneficiary of a VIE when it has (i) the power to direct the most significant activities impacting the economic performance of the VIE and (ii) the obligation to absorb losses or receive benefits significant to the VIE. The Operating Partnership is considered to be a VIE. The Company consolidates the Operating Partnership because it has the ability to direct the most significant activities of the entity such as purchases, dispositions, financings, budgets, and overall operating plans. The Company meets the VIE disclosure exemption criteria, as the Company’s interest in the Operating Partnership is considered a majority voting interest. Where the Company does not have the power to direct the activities of the VIE that most significantly impact its economic performance, the Company’s interest for those partially owned entities are accounted for using the equity method of accounting.

The Company has a DST Program to raise capital through private placement offerings by selling DST Interests in specific DSTs holding real properties. Under the DST Program, each private placement offers interest in one or more DST Properties. DST Properties may be sourced from properties currently owned by the Operating Partnership or newly acquired properties. The underlying interest of real properties sold to investors pursuant to such private placements are leased-back to a wholly owned subsidiary of the Operating Partnership on a long-term basis through January 2, 2031, unless sooner terminated pursuant to master lease agreements. These master lease agreements are fully guaranteed by the Operating Partnership in the form of demand notes capitalizing the lessee. Additionally, the Operating Partnership retains a fair market value purchase option giving it the right, but not the obligation, to acquire the interests in the DSTs from the investors at a later time in exchange for Operating Partnership units.

Under the master lease agreements, a wholly owned indirect subsidiary of the Operating Partnership is responsible for subleasing the property to occupying tenants and all underlying costs associated with operating the property and is responsible for paying rent to the DST that owns such property. For financial reporting purposes (and not for income tax purposes), the sale of the DST Properties is accounted for as a failed sale-leaseback transaction and, as a result, the DST Properties are included in the Company’s Condensed Consolidated Balance Sheets. The master lease agreements are absolute leases, pursuant to which the master tenant will pay the stated rent and will be responsible for paying leasing costs, operating expenses, real estate taxes, special assessments, sales and use taxes, utilities, insurance and repairs for maintenance related to the DST Properties.

As of June 30, 2025 and December 31, 2024, the Company held two properties through the DST Program and the total investments in real estate, net associated with the DST Properties were $160.3 million and $163.0 million, respectively.

The Company has determined that the DST entities are VIEs. The Company has determined that it is the primary beneficiary of these VIEs. As a result, these DST entities are included in the Company’s condensed consolidated financial statements. As of June 30, 2025 and December 31, 2024, the total liabilities of the Company’s consolidated VIEs, excluding the Operating Partnership, were $0.1 billion and $0.1 billion, respectively. Such amounts are included on the Company’s Condensed Consolidated Balance Sheets. There were no assets of the Company’s consolidated VIEs as of June 30, 2025 and December 31, 2024, due to certain intercompany eliminations upon consolidation.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the balance sheet. Actual results could differ from those estimates.

Investments in Real Estate

Refer to Note 2 — “Summary of Significant Accounting Policies” to the Company’s consolidated financial statements in the Company’s Current Report on the Form 8-K/A, filed on July 11, 2025, for the year ended December 31, 2024, for further details of the GAAP treatment regarding the Company’s investments in real estate.

Impairment of Investments in Real Estate

The Company’s management reviews its real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. If the carrying amount of the real estate investment is no longer recoverable and exceeds the fair value of such investment, an impairment loss is recognized. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Since cash flows on real estate properties considered to be “long-lived assets to be held and used” are considered on an undiscounted

basis to determine whether an asset has been impaired, the Company’s strategy of holding properties over the long term decreases the likelihood of recording an impairment loss. If the Company’s strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized and such loss could be material to the Company’s results. If the Company determines that an impairment has occurred, the affected assets must be reduced to their fair value. Impairment charges are recorded in the Condensed Consolidated Statements of Operations and Comprehensive Loss.

During the three and six months ended June 30, 2025 and 2024, the Company did not recognize any impairment charges on investments in real estate.

Properties Held-for-Sale

The Company classifies the assets and liabilities related to its investments in real estate as held-for-sale when a sale is probable to occur within one year. The Company considers a sale to be probable when a binding contract has been executed, the buyer has posted a non-refundable deposit, and there are limited contingencies to closing. The Company records held-for-sale investments in real estate at the lower of depreciated cost or fair value, less estimated closing costs. Held-for-sale assets and liabilities are presented within Other assets and Other liabilities on the Company’s Condensed Consolidated Balance Sheets. Liabilities are included in the held-for-sale disposal group only if these liabilities are directly associated with the assets to be disposed of and are expected to be settled as part of the pending sale transaction. This includes mortgage notes, net, that are assumed by the buyer or mortgage notes, net, that are fully repaid as part of the pending sale transaction. As of June 30, 2025, no properties met the criteria to be classified as held-for-sale. As of December 31, 2024, 11 multifamily properties and one hospitality property met the criteria to be classified as held-for-sale.

Fair Value Measurements

Under normal market conditions, the fair value of an investment is the amount that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). Additionally, there is a hierarchal framework that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment and the state of the market place, including the existence and transparency of transactions between market participants. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value are classified and disclosed in one of the following levels within the fair value hierarchy:

Level 1 — quoted prices are available in active markets for identical investments as of the measurement date. The Company does not adjust the quoted price for these investments.

Level 2 — quoted prices are available in markets that are not active or model inputs are based on inputs that are either directly or indirectly observable as of the measurement date.

Level 3 — pricing inputs are unobservable and include instances where there is minimal, if any, market activity for the investment. These inputs require significant judgment or estimation by management or third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed.

Valuation of assets and liabilities measured at fair value

The Company’s investments in real estate debt are reported at fair value. The Company’s investments in real estate debt may include commercial mortgage-backed securities (“CMBS”). The Company generally determines the fair value of its CMBS investments by utilizing third-party pricing service providers. In determining the value of a particular investment, the pricing service providers may use broker-dealer quotations, reported trades or valuation estimates from their internal pricing models to determine the reported price. The pricing service providers’ internal models for real estate-related securities usually consider the attributes applicable to a particular class of security (e.g., credit rating or seniority), current market data, and estimated cash flows for each class and incorporate deal collateral performance such as prepayment speeds and default rates, as available.

Certain of the Company’s investments in real estate debt include loans secured by real estate, such as its term loan, which may not have readily available market quotations. In such cases, the Company will generally determine the initial value based on the origination amount or acquisition price of such investment if acquired by the Company or the par value of such investment if originated by the Company. Following the initial measurement, the Company will determine fair value by utilizing or reviewing

certain of the following inputs (i) market yield data, (ii) discounted cash flow modeling, (iii) collateral asset performance, (iv) local or macro real estate performance, (v) capital market conditions, (vi) debt yield or loan-to-value ratios, and (vii) borrower financial condition and performance.

During the three and six months ended June 30, 2024, the Company recorded net unrealized gains on its investments in real estate debt securities of $0.2 million and $5.3 million, respectively. The Company’s securities portfolio was completely disposed of by June 30, 2024. Such amounts are recorded as a component of Income from investments in real estate debt, net on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss.

The Company’s derivative financial instruments are reported at fair value and are recorded within Other assets and Other liabilities on the Company’s Condensed Consolidated Balance Sheets. The Company’s interest rate swap agreements are valued using a discounted cash flow analysis based on the terms of the contract and the forward interest rate curve adjusted for the Company’s non-performance risk. The Company’s interest rate cap positions are valued using models developed by the respective counterparty as well as third party pricing service providers that use as their basis readily observable market parameters (such as forward yield curves and credit default swap data).

The fair values of the Company’s foreign currency forward contracts are determined by comparing the contracted forward exchange rate to the current market exchange rate. The current market exchange rates are determined by using market spot rates, forward rates and interest rate curves for the underlying instruments.

The fair values of the Company’s financial instruments (other than investments in real estate debt, mortgage notes, secured credit facilities, unsecured line of credit and derivative instruments), including cash and cash equivalents, restricted cash and other financial instruments, approximate their carrying or contract value. The Company utilizes a discounted cash flow model to value its loans secured by real estate (considering loan features, credit quality of the loans and includes a review of market yield data, collateral asset performance, local and macro real estate performance, capital market conditions, debt yield, loan-to-value ratios, borrower financial condition and performance, among other factors). The Company continuously monitors and assesses the credit quality of individual loans including the review of delinquency and loan-to-value ratios on its loans secured by real estate. Such loans have floating interest rates with market terms and there are no underlying credit quality issues as of June 30, 2025.

The following table details the Company’s assets and liabilities measured at fair value on a recurring basis ($ in thousands):


	June 30, 2025								December 31, 2024
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Investment in real estate debt	$	—	$	—	$	901,164	$	901,164	$	—	$	—	$	852,461	$	852,461
Derivatives		—		193,508		—		193,508		—		368,871		—		368,871
Total	$	—	$	193,508	$	901,164	$	1,094,672	$	—	$	368,871	$	852,461	$	1,221,332

Liabilities:
Derivatives	$	—	$	66,077	$	—	$	66,077	$	—	$	9,505	$	—	$	9,505
Total	$	—	$	66,077	$	—	$	66,077	$	—	$	9,505	$	—	$	9,505

The following table details the Company’s assets measured at fair value on a recurring basis using Level 3 inputs ($ in thousands):


	Investments in Real Estate Debt
Balance as of December 31, 2024	$	852,461
Included in net loss
Foreign currency exchange gain		49,847
Unrealized loss		(1,144	)
Balance as of June 30, 2025	$	901,164

The following table contains the quantitative inputs and assumptions used for items categorized in Level 3 of the fair value hierarchy ($ in thousands):

      
     June 30, 2025

      
     Fair Value

     Valuation Technique

     Unobservable Inputs

     Weighted Average

     Impact to Valuation from a Decrease in Input

     Financial Assets:

     Investment in real estate debt

     $

     901,164

     Discounted Cash Flow

     Discount Rate

     8.6%

     Increase

      
     December 31, 2024

      
     Fair Value

     Valuation Technique

     Unobservable Inputs

     Weighted Average

     Impact to Valuation from an Increase in Input

     Financial Assets:

     Investment in real estate debt

     $

     852,461

     Discounted Cash Flow

     Discount Rate

     9.5%

     Decrease

Valuation of assets measured at fair value on a nonrecurring basis

Certain of the Company’s assets may not be measured at fair value on an ongoing basis but are subject to fair value adjustments, such as when there is evidence of impairment, and therefore measured at fair value on a nonrecurring basis. The Company reviews its real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value.

During the three and six months ended June 30, 2025 and 2024, the Company did not recognize any impairment charges on investments in real estate.

As of June 30, 2025, there were no remaining impaired assets. As of December 31, 2024, the estimated fair value of the Company’s remaining impaired assets was $856.1 million. As of December 31, 2024, the carrying value of the Company’s remaining impaired assets was $855.6 million. The estimated fair values of the impaired properties held as of December 31, 2024, were primarily based on recently completed sales transactions, letters of intent, or non-binding purchase and sales contracts. These inputs are considered Level 2 inputs for purposes of the fair value hierarchy. There are inherent uncertainties in making these estimates such as current and future macroeconomic conditions.

Valuation of liabilities not measured at fair value

Fair value of the Company’s indebtedness is estimated by modeling the cash flows required by the Company’s debt agreements and discounting them back to the present value using an appropriate discount rate. Additionally, the Company considers current market rates and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The inputs used in determining the fair value of the Company’s indebtedness are considered Level 3. As of June 30, 2025 and December 31, 2024, the fair value of the Company’s mortgage notes, secured credit facilities, and secured financings on investment in real estate debt was approximately $352.3 million and $423.3 million below the outstanding principal balance, respectively.

Income Taxes

The Company elected to be taxed as a REIT under the Internal Revenue Code (the “Code”), for federal income tax purposes, beginning with its taxable year ended December 31, 2019. As long as the Company qualifies for taxation as a REIT, it generally will not be subject to U.S. federal corporate income tax on its net taxable income that is currently distributed to its stockholders. A REIT is subject to a number of organizational and operational requirements, including a requirement that it currently distributes at least 90% of its REIT taxable income (subject to certain adjustments) to its stockholders. If the Company fails to qualify as a REIT in a taxable year, without the benefit of certain relief provisions, it will be subject to federal and state income tax on its taxable income at regular corporate tax rates. Even if the Company qualifies for taxation as a REIT, it may also be subject to certain federal, state, local, and foreign taxes on its income and assets, including (i) taxes on any undistributed income, (ii) taxes related to its taxable REIT subsidiaries (“TRSs”), and (iii) certain state or local income taxes. The Company and the Operating Partnership’s tax returns for three years from the date filed are subject to examination.

The Company has formed wholly-owned subsidiaries to function as TRSs and filed TRS elections, together with such subsidiaries, with the Internal Revenue Service. In general, a TRS may perform additional services for the Company’s tenants and generally may engage in any real estate or non-real estate-related business other than management or operation of a lodging facility or a health care

facility. The TRSs are subject to taxation at the federal, state, local, and foreign levels, as applicable, at regular corporate tax rates. The Company accounts for applicable income taxes by utilizing the asset and liability method. As such, the Company records deferred tax assets and liabilities for the future tax consequences resulting from the difference between the carrying value of existing assets and liabilities and their respective tax basis. A valuation allowance for deferred tax assets is provided if the Company believes all or some portion of the deferred tax asset may not be realized.

The Organization for Economic Co-operation and Development has a framework to implement a global minimum corporate tax of 15% for companies with global revenues and profits above certain thresholds (referred to as “Pillar 2”), with certain aspects of Pillar 2 effective January 1, 2024 and other aspects effective January 1, 2025. While it is uncertain whether the United States will enact legislation to adopt Pillar 2, certain foreign jurisdictions where the Company owns real estate assets has adopted legislation. The Company does not expect Pillar 2 to have a material impact on the Company’s effective tax rate or the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss.

For the three and six months ended June 30, 2025, the Company recognized an income tax expense of ($0.7) million and ($1.1) million, respectively, within Other expense, net in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss. For the three and six months ended June 30, 2024, the Company recognized an income tax benefit of $1.8 million and $6.3 million, respectively, within Other expense, net in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss. As of June 30, 2025 and December 31, 2024, the Company recorded a net deferred tax liability of $35.3 million and $35.5 million, respectively, primarily due to assumed capital gains from three European investments, within Other liabilities on the Company’s Condensed Consolidated Balance Sheets.

As of December 31, 2024, net operating loss (“NOL”) carryforwards for federal, state and foreign income tax purposes totaled $93.2 million, and are primarily driven by dispositions of residential rental units within one of the Company’s TRSs and valuation adjustments in certain foreign jurisdictions. Although the federal NOL carryforwards do not expire, the Company has recorded full valuation allowances against certain deferred tax assets for which the Company believes it is more likely than not that the Company will not realize a benefit from these in future taxable years.

Recent Accounting Pronouncements

In December 2023, Financial Accounting Standards Board issued Accounting Standards Update No. 2023-09, “Income Taxes (Topic 740) — Improvements to Income Tax Disclosures” (“ASU 2023-09”), which improves income tax disclosures by primarily requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2024 and early adoption is permitted. The Company did not early adopt ASU 2023-09 and does not expect the adoption of ASU 2023-09 to have a material impact on its consolidated financial statements.

In November 2024, the Financial Accounting Standards Board issued Accounting Standards Update No. 2024-03, “Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” which requires disclosure of certain costs and expenses on an interim and annual basis in the notes to the consolidated financial statements. The guidance is effective for annual reporting periods beginning after December 15, 2026 and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The guidance is to be applied either (i) prospectively to financial statements issued for reporting periods after the effective date or (ii) retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the potential impact of adopting this standard on the consolidated financial statements and related disclosures.

Investments

Investments in Real Estate

Investments in real estate, net consisted of the following ($ in thousands):


	June 30, 2025			December 31, 2024
Building and building improvements	$	16,407,185		$	16,614,464
Land and land improvements		2,822,209			2,965,720
Furniture, fixtures and equipment		270,596			272,521
Right-of-use asset - operating lease(1)		105,230			105,230
Total		19,605,220			19,957,935
Accumulated depreciation and amortization		(2,396,207	)		(2,127,681	)
Investments in real estate, net	$	17,209,013		$	17,830,254

__________

(1)

Refer to Note 14 for additional details on the Company’s leases.

Asset Dispositions

During the three months ended June 30, 2025, the Company sold an aggregate of $0.1 billion of investments in real estate, net, generating total net cash proceeds, net of mortgage repayments, of approximately $0.1 billion. During the three months ended June 30, 2025, the Company recorded $14.1 million of net gains from the disposition of one retail property and 26 single-family rental units. During the six months ended June 30, 2025, the Company sold an aggregate of $1.2 billion of investments in real estate, net, generating total net cash proceeds, net of mortgage repayments, of approximately $0.3 billion. During the six months ended June 30, 2025, the Company recorded $23.8 million of net gains from the disposition of 43 industrial properties, 13 multifamily properties, one hospitality property, one retail property and 42 single-family rental units.

During the three months ended June 30, 2024, the Company sold an aggregate of $9.0 million of investments in real estate, net, generating total net cash proceeds of approximately $8.6 million. During the three months ended June 30, 2024, the Company recorded $0.6 million of net gains from the disposition of 25 single-family rental units. During the six months ended June 30, 2024, the Company sold an aggregate of $57.4 million of investments in real estate, net, generating total net cash proceeds, net of mortgage repayments, of approximately $41.8 million. During the six months ended June 30, 2024, the Company recorded $2.7 million of net gains from the disposition of two hospitality properties and 52 single-family rental units.

Investments in Real Estate - Held-for-sale

As of June 30, 2025, no investments in real estate met the criteria to be classified as held-for-sale. As of December 31, 2024, 11 multifamily properties and one hospitality property met the criteria to be classified as held-for-sale. The held-for-sale assets and liabilities associated with assets held-for-sale are included as components of Other assets and Other liabilities, respectively, on the Company’s Condensed Consolidated Balance Sheets.

The following table details the assets and liabilities of the Company’s investments in real estate classified as held-for-sale ($ in thousands):


	June 30, 2025		December 31, 2024
Assets:
Investments in real estate, net	$	—	$	679,121
Other assets		—		6,553
Total assets	$	—	$	685,674

Liabilities:
Mortgage notes, net	$	—	$	12,602
Other liabilities		—		5,655
Total liabilities	$	—	$	18,257

Investments in Unconsolidated Real Estate Ventures

The following table details the Company’s equity investments in unconsolidated real estate ventures ($ in thousands):


Investments in Unconsolidated Real Estate Ventures	Segment	Date Acquired	Number of Properties	Ownership Interest	June 30, 2025		December 31, 2024
Extended Stay Portfolio	Other	July 2022	196	45%	$	312,596	$	411,309
Fort Lauderdale Hotel	Other	March 2019	1	43%		9,628		9,552
Total investments in unconsolidated real estate ventures					$	322,224	$	420,861

The following table details the Company’s (loss) income from equity investments in unconsolidated real estate ventures ($ in thousands):


		Three Months Ended June 30,						Six Months Ended June 30,
Investments in Unconsolidated Real Estate Ventures	Segment	2025			2024			2025			2024
Extended Stay Portfolio	Other	$	(4,255	)	$	(1,517	)	$	(6,429	)	$	(6,572	)
Fort Lauderdale Hotel	Other		(270	)		(188	)		75			899
Total loss from unconsolidated real estate ventures		$	(4,525	)	$	(1,705	)	$	(6,354	)	$	(5,673	)

Intangibles

The gross carrying amount and accumulated amortization of the Company’s intangible assets and liabilities consisted of the following ($ in thousands):


	June 30, 2025			December 31, 2024
Intangible assets: (1)
In-place lease intangibles	$	194,090		$	226,714
Above-market lease intangibles		36,316			35,344
Other		35,366			35,345
Total intangible assets		265,772			297,403
Accumulated amortization:
In-place lease amortization		(90,081	)		(106,980	)
Above-market lease amortization		(18,127	)		(16,348	)
Other		(13,355	)		(12,130	)
Total accumulated amortization		(121,563	)		(135,458	)
Intangible assets, net	$	144,209		$	161,945
Intangible liabilities: (2)
Below-market lease intangibles	$	60,269		$	74,189
Total intangible liabilities		60,269			74,189
Accumulated amortization:
Below-market lease amortization		(24,293	)		(26,588	)
Total accumulated amortization		(24,293	)		(26,588	)
Intangible liabilities, net	$	35,976		$	47,601

__________

(1)

Included in Other assets on the Company’s Condensed Consolidated Balance Sheets.

(2)

Included in Other liabilities on the Company’s Condensed Consolidated Balance Sheets.

The estimated future amortization on the Company’s intangibles for each of the next five years and thereafter as of June 30, 2025 is as follows ($ in thousands):


	In-place Lease Intangibles		Above-market Lease Intangibles		Other		Below-market Lease Intangibles
2025 (remaining)	$	13,281	$	2,027	$	1,546	$	(2,606	)
2026		19,639		3,729		2,696		(4,782	)
2027		16,469		3,165		2,696		(4,324	)
2028		13,397		2,565		2,696		(3,933	)
2029		11,061		2,406		2,696		(3,457	)
Thereafter		30,162		4,297		9,681		(16,874	)
	$	104,009	$	18,189	$	22,011	$	(35,976	)

Investments in Real Estate Debt

The following tables detail the Company’s investment in real estate debt as of June 30, 2025 and December 31, 2024 ($ in thousands):


		June 30, 2025
Type of Security/Loan	Number of Positions	Coupon (1)	Maturity Date (2)	Cost Basis		Fair Value
Term loan	1	B + 4.75%	June 2030	$	956,877	$	901,164
Total investment in real estate debt	1	B + 4.75%	June 2030	$	956,877	$	901,164


		December 31, 2024
Type of Security/Loan	Number of Positions	Coupon (1)	Maturity Date (2)	Cost Basis		Fair Value
Term loan	1	B + 4.75%	June 2027	$	956,877	$	852,461
Total investment in real estate debt	1	B + 4.75%	June 2027	$	956,877	$	852,461

__________

(1)

The symbol “B” refers to the relevant benchmark rates, which includes one-month Secured Overnight Financing Rate (“SOFR”), three-month Bank Bill Swap Bid Rate (“BBSY”) and Sterling Overnight Index Average (“SONIA”) as applicable to each security and loan.

(2)

Maturity date is based on the fully extended maturity date of the underlying collateral.

During June 2022, the Company provided financing in the form of a term loan to an unaffiliated entity in connection with its acquisition of Australia’s largest hotel and casino company. The loan is in the amount of AUD 1,377 million and has an initial term of five years, with a two-year extension option. The loan is pre-payable at the option of the borrower at any time. During June 2025, the Company extended the loan term by three years to June 2030.

During the three and six months ended June 30, 2025, the Company did not record any net realized gains or losses on its investments in real estate debt. During the three and six months ended June 30, 2024, the Company recorded $4.4 million and $4.4 million, respectively, of net realized losses from the disposition of an investment in real estate debt, which is included in Income from investments in real estate debt, net in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss.

During the three and six months ended June 30, 2025, the Company did not record any net realized losses on its investments in real estate debt securities. During the three and six months ended June 30, 2024, the Company recorded net realized losses resulting from the sale of its investments in real estate debt securities of $1.7 million and $3.1 million, respectively. Such amounts are recorded as a component of Income from investments in real estate debt, net on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss.

Mortgage Notes and Secured Credit Facilities

The following table is a summary of the mortgage notes and credit facilities secured by the Company’s properties as of June 30, 2025 and December 31, 2024 ($ in thousands):


				Principal Balance Outstanding(3)(4)
Indebtedness	Weighted Average Interest Rate(1)	Weighted Average Maturity Date(2)	Maximum Facility Size	June 30, 2025			December 31, 2024
Fixed rate loans
Fixed rate mortgages	3.00%	March 2031	N/A	$	2,757,816		$	2,978,914
Total fixed rate loans					2,757,816			2,978,914
Variable rate loans
Floating rate mortgages	B + 1.85%	November 2027	N/A		9,095,285			9,658,934
Variable rate secured credit facility(5)	B + 2.25%	December 2025	$162,126		162,126			164,152
Senior secured revolving credit facility(6)	B + 2.50%	January 2027	$150,000		—			—
Total variable rate loans					9,257,411			9,823,086
Total loans secured by the Company’s properties					12,015,227			12,802,000
Deferred financing costs, net					(38,502	)		(51,246	)
Discount on assumed debt, net					(6,324	)		(6,167	)
Mortgage notes and secured credit facilities, net				$	11,970,401		$	12,744,587

__________

(1)

The symbol “B” refers to the relevant floating benchmark rates, which includes one-month SOFR, Federal Reserve Bank of New York (“NYFED”) 30 day SOFR, three-month Euro Interbank Offered Rate (“EURIBOR”) and three-month Norwegian Interbank Offered Rate (“NIBOR”), as applicable to each loan.

(2)

For loans where the Company, at its own discretion, has extension options, the maximum maturity date has been assumed.

(3)

The majority of the Company’s mortgages contain prepayment provisions including (but not limited to) lockout periods, yield or spread maintenance provisions and fixed penalties.

(4)

Excludes a $12.6 million mortgage loan on a property classified as held-for-sale as of December 31, 2024. As of June 30, 2025, there were no properties or related mortgage loans that met the criteria to be classified as held-for-sale.

(5)

The repayment of the variable rate secured credit facility is guaranteed by the Operating Partnership.

(6)

The repayment of the senior secured revolving credit facility is secured by pledges of ownership interests in holding companies that are directly under the Operating Partnership.

In July 2024, the Company entered into a senior secured revolving credit facility agreement with a total borrowing capacity of $150.0 million. The senior secured revolving credit facility agreement matures in January 2026, at which time the Company may request an additional one-year extension thereafter. Interest under the senior secured revolving credit facility is determined based on one-month U.S. dollar denominated SOFR plus 2.5%.

The following table presents the future principal payments under the Company’s mortgage notes and secured credit facilities as of June 30, 2025 ($ in thousands):


Year	Amount
2025 (remaining)	$	953,111
2026		4,726,636
2027		1,971,187
2028		336,078
2029		193,711
Thereafter		3,834,504
Total	$	12,015,227

Pursuant to lender agreements for certain of the Company’s mortgages, the Company has the ability to draw $26.7 million for leasing commissions and tenant and building improvements.

The Company’s mortgage notes and secured credit facilities may contain customary events of default and covenants, including limitations on liens and indebtedness and maintenance of certain financial ratios. The Company was in compliance with all corporate and all property level financial covenants with no events of default as of June 30, 2025 and December 31, 2024, respectively.

Secured Financings on Investments in Real Estate Debt

Secured financings on investments in real estate debt are treated as collateralized financing transactions and are carried at their contractual amounts, including accrued interest, as specified in the respective agreements. Although structured as a sale and repurchase obligation, a secured financing on investments in real estate debt operates as a financing under which securities are pledged as collateral to secure a short-term loan equal in value to a specified percentage of the market value of the pledged collateral. While used as collateral, the Company retains beneficial ownership of the pledged collateral, including the right to distributions. At the maturity of a secured financing on investments in real estate debt, the Company is required to repay the loan and concurrently receive the pledged collateral from the lender or, with the consent of the lender, renew such agreement at the then-prevailing financing rate.

Interest rates on these borrowings are determined based on prevailing rates corresponding to the terms of the borrowings, and interest is paid at the termination of the borrowing at which time the Company may enter into a new borrowing arrangement at prevailing market rates with the same counterparty or repay that counterparty and negotiate financing with a different counterparty.

The fair value of financial instruments pledged as collateral on the Company’s secured financings on investments in real estate debt disclosed in the tables below represents the Company’s fair value of such instruments, which may differ from the fair value assigned to the collateral by its counterparties.

During June 2022, the Company entered into separate repurchase agreements with Morgan Stanley Bank, N.A. (“Morgan Stanley”), Guardians of New Zealand Superannuation as manager and administrator of the New Zealand Superannuation Fund (“NZ Super”), and BAWAG P.S.K. Bank für Arbeit und Wirtschaft und Osterreichische Postsparkasse Aktiengesellschaft (“BAWAG”) in order to finance its term loan investment (the “Syndicated RA”) to an unaffiliated entity in connection with its acquisition of three Australian hospitality and leisure resorts.

During June 2025, the Company refinanced its secured financings on investments in real estate debt through a series of transactions. The Company amended its repurchase agreement with Morgan Stanley and entered into a repurchase agreement with Barclays Bank PLC (“Barclays”), (Morgan Stanley and Barclays, collectively referred to as “Syndicated RA II”). As a result of the amendment to the repurchase agreement with Morgan Stanley, the Company increased the facility size by AUD 174.0 million to AUD 553.5 million and extended the maturity date from June 2027 to June 2030. The repurchase agreement with Barclays has a facility size of AUD 272.7 million and a maturity date of June 2030. The Company terminated its repurchase agreements with NZ Super and BAWAG. As a result of these transactions, the Company reduced the weighted average spread over the relevant benchmark rate (BBSY) from 2.82% to 2.65%.

For financial statement purposes, the Company does not offset its secured financings on investments in real estate debt and securities lending transactions because the conditions for netting as specified by GAAP are not met. Although not offset on the Company’s Condensed Consolidated Balance Sheets, these transactions are summarized in the following tables ($ in thousands):


			June 30, 2025
Indebtedness	Maturity Date	Coupon	Collateral Assets(1)		Outstanding Balance
Syndicated RA II (2)	June 2030	BBSY + 2.65%	$	901,164	$	541,450
			$	901,164	$	541,450


			December 31, 2024
Indebtedness	Maturity Date	Coupon	Collateral Assets(1)		Outstanding Balance
Syndicated RA(2)	June 2027	BBSY + 2.82%	$	852,461	$	467,988
			$	852,461	$	467,988

__________

(1)

Represents the fair value of the Company’s investment in real estate debt.

(2)

As of December 31, 2024, the outstanding balance is reflected net of $0.9 million of unamortized deferred financing costs. As of June 30, 2025, there were no remaining unamortized deferring financing costs on secured financings on investments in real estate debt.

Unsecured Line of Credit

In May 2024, the Company entered into an amendment to extend its unsecured line of credit with borrowing capacity of approximately $1.6 billion for two years, at which time the Company may request an additional one-year extension thereafter. Interest under the unsecured line of credit is determined based on one-month U.S. dollar-denominated SOFR plus 2.5%. The repayment of the unsecured line of credit is guaranteed by the Company.

As of June 30, 2025 and December 31, 2024, there were approximately $1.1 billion and $1.4 billion of borrowings outstanding on the unsecured line of credit, respectively.

Other Assets and Other Liabilities

The following table summarizes the components of Other assets ($ in thousands):


	June 30, 2025		December 31, 2024
Derivative instruments	$	193,508	$	368,871
Intangible assets, net		144,209		161,945
Receivables		93,223		106,545
Prepaid expenses		19,480		23,920
Deferred financing costs, net		12,825		14,671
Interest receivable		221		216
Held-for-sale assets		—		685,674
Other		3,926		3,637
Total other assets	$	467,392	$	1,365,479

The following table summarizes the components of Other liabilities ($ in thousands):


	June 30, 2025		December 31, 2024
Accounts payable and accrued expenses	$	71,088	$	74,097
Derivative instruments		66,077		9,505
Real estate taxes payable		65,824		68,784
Accrued interest expense		47,947		58,650
Tenant security deposits		43,976		41,880
Distributions payable		40,562		40,612
Intangible liabilities, net		35,976		47,601
Deferred tax liabilities		35,321		35,485
Right-of-use liability - operating leases		12,283		12,328
Other taxes payable		11,744		10,267
Deferred income		10,054		8,430
Deposits received on pending sales		—		14,790
Held-for-sale liabilities		—		18,257
Other		4,009		6,409
Total other liabilities	$	444,861	$	447,095

10.

Derivatives

The Company uses derivative financial instruments to minimize the risks and/or costs associated with the Company’s investments and financing transactions. The Company has not designated any of its derivative financial instruments as hedges as defined under GAAP. Although not designated as hedging instruments under GAAP, the Company’s derivatives are not speculative and are used to manage the Company’s exposure to interest rate movements, fluctuations in foreign exchange rates, and other identified risks.

The use of derivative financial instruments involves certain risks, including the risk that the counterparties to these contractual arrangements do not perform as agreed. To mitigate this risk, the Company enters into derivative financial instruments with counterparties it believes to have appropriate credit ratings and that are major financial institutions with which the Company and its affiliates may also have other financial relationships.

Interest Rate Contracts

Certain of the Company’s transactions expose the Company to interest rate risks, which include exposure to variable interest rates on certain loans secured by the Company’s real estate in addition to its secured financings of investment in real estate debt. The Company uses derivative financial instruments, which includes interest rate caps and swaps, and may also include options, floors, and other interest rate derivative contracts, to limit the Company’s exposure to the future variability of interest rates.

The following tables detail the Company’s outstanding interest rate derivatives that were non-designated hedges of interest rate risk (notional amounts in thousands):


	June 30, 2025
Interest Rate Derivatives	Number of Instruments	Notional Amount		Weighted Average Strike Rate	Index	Weighted Average Maturity (Years)
Interest Rate Caps - Property debt	68	$	8,899,532	2.3%	SOFR	1.0
Interest Rate Caps - Property debt	2	€	91,389	1.0%	EURIBOR	0.6
Interest Rate Swaps - Property debt	3	€	207,721	1.9%	EURIBOR	2.1
Interest Rate Swaps - Property debt	2	NOK	520,000	2.5%	NIBOR	2.6
Total interest rate derivatives	75			2.3%		1.0

	December 31, 2024
Interest Rate Derivatives	Number of Instruments	Notional Amount		Weighted Average Strike Rate	Index	Weighted Average Maturity (Years)
Interest Rate Caps - Property debt	69	$	9,401,374	2.1%	SOFR	1.3
Interest Rate Caps - Property debt	3	€	109,905	1.0%	EURIBOR	0.4
Interest Rate Swaps - Property debt	1	$	120,061	0.8%	SOFR	0.2
Interest Rate Swaps - Property debt	3	€	207,721	1.9%	EURIBOR	2.6
Interest Rate Swaps - Property debt	2	NOK	520,000	2.5%	NIBOR	3.1
Total interest rate derivatives	78			2.1%		1.4

Foreign Currency Forward Contracts

Certain of the Company’s international investments expose it to fluctuations in foreign currency exchange rates and interest rates. These fluctuations may impact the value of the Company’s cash receipts and payments in terms of its functional currency, the U.S. dollar. The Company uses foreign currency forward contracts to protect the value or fix the amount of certain investments or cash flows in terms of the U.S. dollar.

The following table details the Company’s outstanding foreign currency forward contracts that were non-designated hedges of foreign currency risk (notional amounts in thousands):


	June 30, 2025			December 31, 2024
Foreign Currency Forward Contracts	Number of Instruments	Notional Amount		Number of Instruments	Notional Amount
Buy USD/Sell EUR Forward	35	€	526,836	40	€	528,759
Buy USD/Sell DKK Forward	6	DKK	1,156,784	8	DKK	1,210,016
Buy USD/Sell AUD Forward	13	AUD	1,102,807	5	AUD	621,759
Buy USD/Sell NOK Forward	11	NOK	409,200	12	NOK	412,700

Valuation and Financial Statement Impact

The following table details the fair value of the Company’s derivative financial instruments ($ in thousands):


	Fair Value of Derivatives in an Asset (1) Position				Fair Value of Derivatives in a Liability (2) Position
	June 30, 2025		December 31, 2024		June 30, 2025		December 31, 2024
Interest rate derivatives	$	189,818	$	325,991	$	444	$	—
Foreign currency forward contracts		3,690		42,880		65,633		9,505
Total derivatives	$	193,508	$	368,871	$	66,077	$	9,505

(1)

Included in Other assets on the Company’s Condensed Consolidated Balance Sheets.

(2)

Included in Other liabilities on the Company’s Condensed Consolidated Balance Sheets.

The following table details the effect of the Company’s derivative financial instruments in the Condensed Consolidated Statements of Operations and Comprehensive Loss ($ in thousands):


		For the Three Months Ended June 30,
Type of Derivative	Net Realized/Unrealized Gain (Loss)	2025			2024
Interest Rate Caps - Property debt	Unrealized loss(1)	$	(46,415	)	$	(51,230	)
Interest Rate Swaps - Property debt	Unrealized loss(1)		(1,729	)		(473	)
Foreign Currency Forward Contracts	Unrealized (loss) gain(2)		(74,681	)		1,907
Foreign Currency Forward Contracts	Realized gain(1)		—			9,373
Interest Rate Caps - Property debt	Realized gain(1)		—			—
Interest Rate Swaps - Property debt	Realized gain(1)		—			179
Total		$	(122,825	)	$	(40,244	)


		For the Six Months Ended June 30,
Type of Derivative	Net Realized/Unrealized Gain (Loss)	2025			2024
Interest Rate Caps - Property debt	Unrealized loss(1)	$	(114,464	)	$	(39,901	)
Interest Rate Swaps - Property debt	Unrealized loss(1)		(2,553	)		(522	)
Foreign Currency Forward Contracts	Unrealized (loss) gain(2)		(95,760	)		20,696
Foreign Currency Forward Contracts	Realized gain(1)		837			11,588
Interest Rate Caps - Property debt	Realized gain(1)		608			—
Interest Rate Swaps - Property debt	Realized gain(1)		—			179
Total		$	(211,332	)	$	(7,960	)

(1)

Included in Other expense, net in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss.

(2)

A portion of this amount is included in Income from investments in real estate debt, net and the remaining amount is included in Other expense, net in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss.

11.

Equity and Redeemable Non-controlling Interests

Authorized Capital

The Company is authorized to issue preferred stock and four classes of common stock consisting of Class T shares, Class S shares, Class D shares, and Class I shares. The Company’s board of directors has the ability to establish the preferences and rights of each class or series of preferred stock, without stockholder approval, and as such, it may afford the holders of any series or class of preferred stock preferences, powers and rights senior to the rights of holders of common stock. The differences among the common share classes relate to upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees. Refer to Note 2 — “Summary of Significant Accounting Policies” to the Company’s consolidated financial statements in the Company’s Current Report on Form 8-K/A, filed on July 11, 2025, for the year ended December 31, 2024, for a further description of such items. Other than the differences in upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees, each class of common stock is subject to the same economic and voting rights.

As of June 30, 2025, the Company had the authority to issue 3,100,000,000 shares of capital stock, consisting of the following:


Classification	Number of Shares		Par Value
Preferred Stock		100,000,000	$	0.01
Class T Shares		500,000,000	$	0.01
Class S Shares		1,000,000,000	$	0.01
Class D Shares		500,000,000	$	0.01
Class I Shares		1,000,000,000	$	0.01
Total		3,100,000,000

Common Stock

The following tables detail the movement in the Company’s outstanding shares of common stock:


	Three Months Ended June 30, 2025
	Class T			Class S			Class D			Class I			Total
March 31, 2025		5,039,393			180,683,234			25,448,375			189,735,122			400,906,124
Common stock shares issued (1)		(70,744	)		(267,710	)		(70,403	)		2,295,246			1,886,389
Distribution reinvestment plan shares issued		34,588			854,629			72,575			753,287			1,715,079
Common stock shares repurchased		(10,771	)		(1,685,622	)		(204,804	)		(3,495,120	)		(5,396,317	)
June 30, 2025		4,992,466			179,584,531			25,245,743			189,288,535			399,111,275

	Three Months Ended June 30, 2024
	Class T			Class S			Class D			Class I			Total
March 31, 2024		5,181,829			187,328,914			26,474,013			195,582,276			414,567,032
Common stock shares issued (1)		(38,823	)		328,578			104,165			2,603,105			2,997,025
Distribution reinvestment plan shares issued		35,642			924,771			174,108			834,199			1,968,720
Common stock shares repurchased		(49,233	)		(5,468,865	)		(587,825	)		(8,850,318	)		(14,956,241	)
June 30, 2024		5,129,415			183,113,398			26,164,461			190,169,262			404,576,536

__________

(1)

Includes exchanges between share classes.


	Six Months Ended June 30, 2025
	Class T			Class S			Class D			Class I			Total
December 31, 2024		5,055,645			181,391,241			25,928,114			189,397,713			401,772,713
Common stock shares issued (1)		(109,762	)		(227,049	)		(423,944	)		4,082,177			3,321,422
Distribution reinvestment plan shares issued		69,376			1,722,501			147,292			1,492,292			3,431,461
Common stock shares repurchased		(22,793	)		(3,302,162	)		(405,719	)		(5,683,647	)		(9,414,321	)
June 30, 2025		4,992,466			179,584,531			25,245,743			189,288,535			399,111,275

	Six Months Ended June 30, 2024
	Class T			Class S			Class D			Class I			Total
December 31, 2023		5,282,025			195,023,616			27,512,551			202,990,052			430,808,244
Common stock shares issued (1)		(117,343	)		674,803			328,116			5,949,942			6,835,518
Distribution reinvestment plan shares issued		72,823			1,906,252			343,350			1,734,955			4,057,380
Common stock shares repurchased		(108,090	)		(14,491,273	)		(2,019,556	)		(20,505,687	)		(37,124,606	)
June 30, 2024		5,129,415			183,113,398			26,164,461			190,169,262			404,576,536

__________

(1)

Includes exchanges between share classes.

Share Repurchases

The Company has adopted a share repurchase plan whereby, subject to certain limitations, stockholders may request on a monthly basis that the Company repurchases all or any portion of their shares. Should repurchase requests, in the Company’s judgment, place an undue burden on its liquidity, adversely affect its operations or risk having an adverse impact on the Company as a whole, or should the Company otherwise determine that investing its liquid assets in real properties or other illiquid investments rather than repurchasing its shares is in the best interests of the Company as a whole, then the Company may choose to repurchase fewer shares than have been requested to be repurchased, or none at all. Further, the Company’s board of directors may modify or suspend the Company’s share repurchase plan if it deems such action to be in the Company’s best interest and in the best interest of its stockholders. In addition, the total amount of shares that the Company may repurchase is limited. From the Company’s inception until its share repurchase plan was amended as described below, the total amount of shares that the Company could repurchase was limited, in any calendar month, to shares whose aggregate value (based on the repurchase price per share on the date of the repurchase) was no more than 2% of its aggregate net asset value (“NAV”) per month (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month) and no more than 5% of its aggregate NAV per calendar quarter (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding quarter). In the event that the Company determines to repurchase some but not all of the shares submitted for repurchase during any month, shares repurchased at the end of the month will be repurchased on a pro rata basis.

On May 23, 2024, the Company amended its share repurchase plan such that, beginning with repurchases during the month of May 2024, the Company limited share repurchases to 0.33% of NAV per month (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month) and, beginning on July 1, 2024, the Company limited share repurchases to 1% of NAV per quarter (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding quarter).

On June 6, 2025, the Company amended its share repurchase plan such that, beginning with repurchases during the month of June 2025, the Company limits share repurchases to 0.5% of NAV per month (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month) and beginning on July 1, 2025, the Company limits share repurchases to 1.5% of NAV per quarter (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding quarter). As a result, the limit for the quarter ended June 30, 2025 was approximately 1.16% of the Company’s aggregate NAV (measured using the Company’s aggregate NAV attributable to stockholders as of March 31, 2025).

For the three months ended June 30, 2025, the Company repurchased 5.4 million shares of common stock, representing a total of $114.8 million. For the three months ended June 30, 2024, the Company repurchased 15.0 million shares of common stock, representing a total of $346.5 million. For the six months ended June 30, 2025, the Company repurchased 9.4 million shares of common stock, representing a total of $202.1 million. For the six months ended June 30, 2024, the Company repurchased 37.1 million shares of common stock, representing a total of $861.0 million.

Distributions

The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Code. Each class of common stock receives the same gross distribution per share. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and is paid directly to the applicable distributor.

The following table details the aggregate distributions declared for each applicable class of common stock:


	Three Months Ended June 30, 2025
	Class T			Class S			Class D			Class I
Aggregate gross distributions declared per share of common stock	$	0.3105		$	0.3105		$	0.3105		$	0.3105
Stockholder servicing fee per share of common stock		(0.0448	)		(0.0449	)		(0.0129	)		—
Net distributions declared per share of common stock	$	0.2657		$	0.2656		$	0.2976		$	0.3105

	Six Months Ended June 30, 2025
	Class T			Class S			Class D			Class I
Aggregate gross distributions declared per share of common stock	$	0.6210		$	0.6210		$	0.6210		$	0.6210
Stockholder servicing fee per share of common stock		(0.0904	)		(0.0905	)		(0.0261	)		—
Net distributions declared per share of common stock	$	0.5306		$	0.5305		$	0.5949		$	0.6210

Redeemable Non-controlling Interests

In connection with its performance participation interest, the Special Limited Partner holds Class I units in the Operating Partnership. See Note 12 for further details of the Special Limited Partner’s performance participation interest. Because the Special Limited Partner has the ability to redeem its Class I units for cash, at its election, the Company has classified these Class I units as Redeemable non-controlling interest in mezzanine equity on the Company’s Condensed Consolidated Balance Sheets. The redeemable non-controlling interest is recorded at the greater of the carrying amount, adjusted for its share of the allocation of income or loss and distributions, or the redemption value, which is equivalent to fair value, of such units at the end of each measurement period. In addition to the Special Limited Partner’s interest noted above, certain third parties also have a redeemable non-controlling interest.

The following tables detail the redeemable non-controlling interests activity related to the Special Limited Partner and third-party Operating Partnership unitholders for the six months ended June 30, 2025 and 2024 ($ in thousands):


	Special Limited Partner(1)			Third-party Operating Partnership unitholders			Total
Balance at December 31, 2024	$	280,872		$	154,006		$	434,878
Settlement of performance participation allocation		—			—			—
GAAP loss allocation		(12,623	)		(6,921	)		(19,544	)
Distributions		(8,033	)		(4,404	)		(12,437	)
Fair value allocation		10,356			5,678			16,034
Balance at June 30, 2025	$	270,572		$	148,359		$	418,931


	Special Limited Partner(1)			Third-party Operating Partnership unitholders			Total
Balance at December 31, 2023	$	295,692		$	164,170		$	459,862
Settlement of performance participation allocation		—			—			—
Conversion to Class I shares		—			(1,144	)		(1,144	)
GAAP loss allocation		(7,851	)		(4,317	)		(12,168	)
Distributions		(8,033	)		(4,430	)		(12,463	)
Fair value allocation		11,146			5,255			16,401
Balance at June 30, 2024	$	290,954		$	159,534		$	450,488

(1)

Includes units transferred to Barry S. Sternlicht, which are deemed to be beneficially owned by Mr. Sternlicht.

12.

Related Party Transactions

Management Fee and Performance Participation Allocation

Prior to May 2024, the Advisor was entitled to an annual management fee equal to (i) 1.25% of the Company’s NAV per annum payable monthly, before giving effect to any accruals for the management fee, the stockholder servicing fee, the performance participation interest or any distributions, plus (ii) 1.25% per annum of the aggregate DST Property consideration for all DST Properties subject to the fair market value option held by the Operating Partnership. For avoidance of doubt, the Advisor does not receive a duplicative management fee with respect to any DST Property. Additionally, to the extent the Operating Partnership issues Operating Partnership units to parties other than the Company, the Operating Partnership will pay the Advisor an annual management fee equal to 1.25% of the Operating Partnership’s NAV attributable to such Operating Partnership units not held by the Company, payable monthly. The management fee can be paid, at the Advisor’s election, in cash, shares of common stock, or Operating Partnership units.

In connection with the share repurchase plan amendment, the Advisor has agreed, commencing with the month of May 2024, to waive 20% of its management fee, thereby reducing it from 1.25% of NAV to 1% of NAV, until the Company’s share repurchase plan has been reinstated to the monthly repurchase limit of 2% of NAV (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month) and quarterly repurchase limit of 5% of NAV (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding quarter).

During the three months ended June 30, 2025 and 2024, the Company incurred management fees of $22.2 million and $26.5 million, respectively. During the six months ended June 30, 2025 and 2024, the Company incurred management fees of $44.9 million and $58.5 million, respectively.

To date, the Advisor has elected to receive the management fee in shares of the Company’s common stock. During January 2025, the Company issued 354,652 unregistered Class I shares to the Advisor as payment for the $7.7 million management fee accrued as of December 31, 2024. For the six months ended June 30, 2025, the Company issued 1,769,284 unregistered Class I shares to the Advisor as payment for the management fee incurred through May 2025 and also had a payable of $7.4 million related to the management fee as of June 30, 2025, which is included in Due to affiliates on the Company’s Condensed Consolidated Balance Sheets. In July 2025, the Company issued 352,567 unregistered Class I shares to the Advisor as payment for the $7.4 million management fee accrued as of June 30, 2025. The shares issued to the Advisor for payment of the management fee were issued at the applicable NAV per share at the end of each month for which the fee was earned.

Additionally, the Special Limited Partner, an affiliate of the Advisor, holds a performance participation interest in the Operating Partnership that entitles it to receive an allocation of the Operating Partnership’s total return to its capital account. Total return is defined as distributions paid or accrued plus the change in NAV. Under the Operating Partnership’s limited partnership agreement, the annual total return will be allocated solely to the Special Limited Partner after the other unit holders have received a total return of 5% (after recouping any loss carryforward amount) and such allocation will continue until the allocation between the Special Limited Partner and all other unit holders is equal to 12.5% and 87.5%, respectively. Thereafter, the Special Limited Partner will receive an allocation of 12.5% of the annual total return. The annual distribution of the performance participation interest will be paid in cash or Class I units of the Operating Partnership, at the election of the Special Limited Partner. During the three and six months ended June 30, 2025 and 2024, the Company did not recognize a performance participation allocation as certain thresholds were not achieved.

Investment in Real Estate Debt - Dispositions

During the year ended December 31, 2024, the Company disposed of its £352.0 million GBP term loan investment through a series of disposition transactions, as follows: (i) £176.0 million was sold to an affiliate of the Advisor for a net purchase price of £174.2 million; and (ii) £176.0 million was sold to an affiliate of the Advisor and an unaffiliated third-party, who co-invested in the transaction, for an aggregate purchase price of £174.2 million. The purchase price was determined by the unaffiliated and independent third-party. In connection with the disposition, the Company repaid all related borrowings under secured financing agreements of £193.6 million.

Related Party Share Ownership

As of June 30, 2025, the Advisor, its employees, and its affiliates, including the Company’s executive officers, hold an aggregate of $522.0 million in the Company, across shares of common stock of the Company and Class I units in the Operating Partnership.

During the three and six months ended June 30, 2025, the Company repurchased 1,342,416 Class I shares, held by the Advisor for total consideration of $28.6 million. During the three and six months ended June 30, 2024, the Company repurchased 973,000 Class I shares held by the Advisor for total consideration of $22.5 million, respectively. The Advisor repurchases were used primarily to settle tax obligations incurred by the Advisor.

Due to Affiliates

The following table details the components of Due to affiliates ($ in thousands):


	June 30, 2025		December 31, 2024
Accrued stockholder servicing fee	$	243,908	$	262,264
Performance participation allocation		—		—
Accrued management fee		7,375		7,701
Advanced operating expenses		663		1,844
Accrued affiliate service provider expenses		3,317		3,792
Total	$	255,263	$	275,601

Accrued stockholder servicing fee

The Company accrues the full amount of the future stockholder servicing fees payable to the Starwood Capital, L.L.C. (the “Dealer Manager”) for Class T shares, Class S shares, and Class D shares up to the 8.75% limit at the time such shares are sold. The Dealer Manager has entered into agreements with the participating broker dealers distributing the Company’s shares in the public offerings, which provide, among other things, for the re-allowance of the full amount of the selling commissions and dealer manager fees and all or a portion of the stockholder servicing fees received by the Dealer Manager to such participating broker dealers.

Accrued affiliate service provider expenses

The Company has engaged and expects to continue to engage Highmark Residential (formerly Milestone Management), a portfolio company owned by an affiliate of the Sponsor, to provide day-to-day operational and management services (including leasing, construction management, revenue management, accounting, legal and contract management, expense management, and capital expenditure projects and transaction support services) for a portion of the Company’s multifamily properties. The cost for such services is a percentage of the gross receipts and project costs, respectively, (which will be reviewed periodically and adjusted if appropriate), plus actual costs allocated for transaction support services. During the three months ended June 30, 2025 and 2024, the Company incurred approximately $8.2 million and $8.1 million of expenses due to Highmark Residential in connection with its operational and management services, respectively. During the six months ended June 30, 2025 and 2024, the Company incurred approximately $16.1 million and $15.3 million of expenses due to Highmark Residential in connection with its operational and management services, respectively. These amounts are included in Property operating expenses on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss.

The Company has engaged Rinaldi, Finkelstein & Franklin L.L.C. (“RFF”), a law firm owned and controlled by Ellis F. Rinaldi, Co-General Counsel and Senior Managing Director of the Sponsor and certain of its affiliates, to provide corporate legal support services to the Company. During the three months ended June 30, 2025 and 2024, the amounts incurred for services provided by RFF were $0.2 million and $0.1 million, respectively. During the six months ended June 30, 2025 and 2024, the amounts incurred for services provided by RFF were $0.2 million and $0.2 million, respectively.

The Company has engaged Essex Title, LLC (“Essex”), a title agent company majority owned by Starwood Capital. Essex acts as an agent for one or more underwriters in issuing title policies and/or providing support services in connection with investments by the Company, Starwood Capital and its affiliates and third parties. Essex focuses on transactions in rate-regulated states where the cost of title insurance is non-negotiable. Essex will not perform services in non-regulated states for the Company, unless (i) in the context of a portfolio transaction that includes properties in rate-regulated states, (ii) as part of a syndicate of title insurance companies where the rate is negotiated by other insurers or their agents, (iii) when a third party is paying all or a material portion of the premium or (iv) when providing only support services to the underwriter. Essex earns fees, which would have otherwise been paid to third parties, by providing title agency services and facilitating placement of title insurance with underwriters. Starwood Capital receives distributions from Essex in connection with investments by the Company based on its equity interest in Essex. In each case, there will be no related offset to the Company. During the three months ended June 30, 2025 and 2024, the Company incurred approximately $0.1 million and $0.1 million, respectively, of expenses for services provided by Essex. During the six months ended June 30, 2025 and 2024, the Company incurred approximately $0.2 million and $0.1 million, respectively, of expenses for services provided by Essex.

The Company has engaged Starwood Retail Partners to provide leasing and legal services for any retail and certain industrial and other properties the Company acquires. During the three and six months ended June 30, 2025, the Company incurred approximately $0.2 million and $0.2 million of expenses from Starwood Retail Partners, respectively. During the three and six months ended June 30, 2024, the Company incurred approximately $0.2 million and $0.2 million of expenses from Starwood Retail Partners, respectively.

The Company has incurred legal expenses from third party law firms whose lawyers have been seconded to affiliates of Starwood Capital for the purpose of providing legal services in Europe to investment vehicles sponsored by Starwood Capital. During the three and six months ended June 30, 2025 and 2024, the amounts incurred for services provided were an insignificant amount, respectively.

The Company has engaged STR Management Co, LLC, an affiliate of the Advisor, to provide property management services to certain of the Company’s residential units that function as short-term rental assets. The costs for such services is a percentage of gross revenue produced by the short-term rentals on a monthly basis. During the three and six months ended June 30, 2025, the Company incurred approximately $0.3 million and $0.6 million of expenses for services provided from SCG STR Management Co, LLC, respectively. During the three and six months ended June 30, 2024, the Company incurred approximately $0.4 million and $0.9 million of expenses for services provided from SCG STR Management Co, LLC, respectively.

The Company has entered into an agreement with an affiliate of Starwood Global Opportunity Fund XI to assist with property management of the Company’s assets in Spain and Italy. The Starwood Capital Group (“SCG”) Southern Europe Team charges market fees for such property management services. During the three and six months ended June 30, 2025 and 2024, the amounts incurred for services provided by the SCG Southern Europe Team was $0.1 million and $0.1 million, respectively.

Advanced operating expenses

For the three months ended June 30, 2025 and 2024, the Advisor incurred approximately $2.5 million and $2.9 million, respectively, of expenses on the Company’s behalf for general corporate expenses. For the six months ended June 30, 2025 and 2024, the Advisor incurred approximately $6.7 million and $7.4 million, respectively, of expenses on the Company’s behalf for general corporate expenses. Such amounts are generally reimbursed to the Advisor one month in arrears.

DST Program expenses

During the three and six months ended June 30, 2025, the Company incurred an insignificant amount of expenses in connection with the DST Program, respectively. During the three and six months ended June 30, 2024, the Company incurred approximately $1.9 million of expenses in connection with the DST Program, respectively.

13.

Commitments and Contingencies

As of June 30, 2025 and December 31, 2024, the Company is not subject to any material litigation nor is the Company aware of any material litigation threatened against it.

14.

Leases

Lessee

Certain of the Company’s investments in real estate are subject to a ground lease. The Company’s ground leases are classified as right of use liability – operating leases based on the characteristics of the respective lease. Right-of-use liabilities are presented within Other liabilities on the Company’s Condensed Consolidated Balance Sheets. The ground leases were acquired as part of the acquisition of real estate and no incremental costs were incurred for such ground leases. The Company’s ground leases are non-cancelable and do not contain any additional renewal options.

The following table presents the future lease payments due under the Company’s ground leases as of June 30, 2025 ($ in thousands):


Year	Operating Leases
2025 (remaining)	$	357
2026		714
2027		714
2028		714
2029		714
Thereafter		24,353
Total undiscounted future lease payments		27,566
Difference between undiscounted cash flows and discounted cash flows		(15,283	)
Total lease liability	$	12,283

The Company utilized its incremental borrowing rate, which was between 4.5% and 6%, to determine its lease liabilities. As of June 30, 2025, the weighted average remaining lease term of the Company’s operating leases was 35 years.

Payments under the Company’s ground leases contain fixed payment components. The Company’s ground leases contained escalations prior to the Company’s hold period.

Lessor

The Company’s rental revenue primarily consists of rent earned from operating leases at the Company’s multifamily, industrial, office and other properties. Leases at the Company’s industrial, office and certain other properties generally include a fixed base rent and certain leases also contain a variable component. The variable component of the Company’s operating leases at its industrial, office and certain other properties primarily consist of the reimbursement of operating expenses such as real estate taxes, insurance, and common area maintenance costs.

Leases at the Company’s industrial, office and certain other properties are generally longer term and may contain extension and termination options at the lessee’s election. The Company’s rental revenue earned from leases at the Company’s multifamily and certain other properties, including single-family rental and self-storage properties, primarily consists of a fixed base rent and certain leases contain a variable component that allows for the pass-through of certain operating expenses such as utilities. Leases at the Company’s multifamily and certain other properties, including single-family rental and self-storage properties, are short term in nature, generally not greater than 12 months in length.

The following table summarizes the fixed and variable components of the Company’s operating leases ($ in thousands):


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2025		2024		2025		2024
Fixed lease payments	$	351,565	$	374,034	$	711,871	$	746,128
Variable lease payments		35,236		38,430		68,980		79,419
Rental revenue	$	386,801	$	412,464	$	780,851	$	825,547

The following table presents the undiscounted future minimum rents the Company expects to receive for its industrial, office, and certain other properties as of June 30, 2025 ($ in thousands). Leases at the Company’s multifamily and certain other properties, including single-family rental and self-storage properties, are short term, generally 12 months or less, and are therefore not included.


Year	Future Minimum Rents
2025 (remaining)	$	129,426
2026		248,515
2027		226,331
2028		192,184
2029		167,754
Thereafter		401,465
Total	$	1,365,675

15.

Segment Reporting

The Company operates in five reportable segments: Multifamily properties, Industrial properties, Office properties, Investments in real estate debt and Other properties. Effective January 1, 2025, the Single-Family Rental properties and Self-Storage properties segments were combined within the Other properties segment and previous amounts have been recasted to conform with current period presentation. The chief operating decision maker (the “CODM”) is the Company’s Chief Executive Officer, who manages the Company, including allocating resources and evaluating results based on the performance of each segment individually. The Company believes that segment net operating income is the key performance metric that captures the unique operating characteristics of each segment. The Company allocates resources and evaluates results based on the performance of each segment individually. All property revenue and property operating expenses are disaggregated by operating segment. The CODM does not evaluate general and administrative expenses, management fee expenses, depreciation and amortization expense, net gain on dispositions of real estate, interest expense, other (expense) income, net and impairment of investments in real estate, by segment.

The following table sets forth the total assets by segment ($ in thousands):


	June 30, 2025		December 31, 2024
Multifamily	$	13,302,005	$	14,451,751
Industrial		2,245,480		2,442,951
Office		1,590,821		1,571,229
Other properties(1)		1,253,202		1,519,640
Investments in real estate debt		901,164		852,461
Other (Corporate)		72,558		153,957
Total assets	$	19,365,230	$	20,991,989

__________

(1)

Other properties includes hospitality, single-family rental, self-storage, medical office and retail properties and two investments in unconsolidated real estate ventures.

The following table sets forth the financial results by segment for the three months ended June 30, 2025 ($ in thousands):


	Multifamily		Industrial		Office		Other			Investments in Real Estate Debt		Total
Revenues:
Rental revenue	$	288,662	$	37,719	$	42,015	$	18,405		$	—	$	386,801
Other revenue		4,022		23		57		3,632			—		7,734
Total revenues		292,684		37,742		42,072		22,037			—		394,535
Expenses:
Property operating		133,529		7,786		15,710		9,854			—		166,879
Total segment expenses		133,529		7,786		15,710		9,854			—		166,879
Loss from unconsolidated real estate ventures		—		—		—		(4,525	)		—		(4,525	)
Income from investments in real estate debt, net		—		—		—		—			18,494		18,494
Segment net operating income	$	159,155	$	29,956	$	26,362	$	7,658		$	18,494	$	241,625

General and administrative													(9,027	)
Management fees													(22,178	)
Depreciation and amortization													(173,654	)
Net gain on dispositions of real estate													14,087
Interest expense													(150,891	)
Other expense, net													(105,292	)
Net loss												$	(205,330	)
Net loss attributable to non-controlling interests in consolidated joint ventures													1,204
Net loss attributable to non-controlling interests in Operating Partnership													10,229
Net loss attributable to stockholders												$	(193,897	)

The following table sets forth the financial results by segment for the three months ended June 30, 2024 ($ in thousands):


	Multifamily		Industrial		Office		Other			Investments in Real Estate Debt		Total
Revenues:
Rental revenue	$	305,744	$	45,774	$	41,148	$	19,798		$	—	$	412,464
Other revenue		3,905		318		42		5,066			—		9,331
Total revenues		309,649		46,092		41,190		24,864			—		421,795
Expenses:
Property operating		141,853		11,512		15,529		11,621			—		180,515
Total segment expenses		141,853		11,512		15,529		11,621			—		180,515
Loss from unconsolidated real estate ventures		—		—		—		(1,705	)		—		(1,705	)
Income from investments in real estate debt, net		—		—		—		—			12,374		12,374
Segment net operating income	$	167,796	$	34,580	$	25,661	$	11,538		$	12,374	$	251,949

General and administrative													(13,396	)
Management fees													(26,514	)
Depreciation and amortization													(185,889	)
Net gain on dispositions of real estate													573
Interest expense													(158,188	)
Other income, net													(22,376	)
Net loss												$	(153,841	)
Net loss attributable to non-controlling interests in consolidated joint ventures													705
Net loss attributable to non-controlling interests in Operating Partnership													7,415
Net loss attributable to stockholders												$	(145,721	)

The following table sets forth the financial results by segment for the six months ended June 30, 2025 ($ in thousands):


	Multifamily		Industrial		Office		Other			Investments in Real Estate Debt		Total
Revenues:
Rental revenue	$	585,633	$	75,906	$	82,719	$	36,593		$	—	$	780,851
Other revenue		7,863		100		119		5,867			—		13,949
Total revenues		593,496		76,006		82,838		42,460			—		794,800
Expenses:
Property operating		269,644		17,433		31,316		19,591			—		337,984
Total segment expenses		269,644		17,433		31,316		19,591			—		337,984
Loss from unconsolidated real estate ventures		—		—		—		(6,354	)		—		(6,354	)
Income from investments in real estate debt, net		—		—		—		—			38,130		38,130
Segment net operating income	$	323,852	$	58,573	$	51,522	$	16,515		$	38,130	$	488,592

General and administrative													(18,681	)
Management fees													(44,944	)
Depreciation and amortization													(346,504	)
Net gain on dispositions of real estate													23,777
Interest expense													(303,118	)
Other expense, net													(192,026	)
Net loss												$	(392,904	)
Net loss attributable to non-controlling interests in consolidated joint ventures													2,283
Net loss attributable to non-controlling interests in Operating Partnership													19,544
Net loss attributable to stockholders												$	(371,077	)

The following table sets forth the financial results by segment for the six months ended June 30, 2024 ($ in thousands):


	Multifamily		Industrial		Office		Other			Investments in Real Estate Debt		Total
Revenues:
Rental revenue	$	608,313	$	93,712	$	83,675	$	39,847		$	—	$	825,547
Other revenue		6,777		345		85		13,091			—		20,298
Total revenues		615,090		94,057		83,760		52,938			—		845,845
Expenses:
Property operating		280,179		23,465		30,557		25,971			—		360,172
Total segment expenses		280,179		23,465		30,557		25,971			—		360,172
Loss from unconsolidated real estate ventures		—		—		—		(5,673	)		—		(5,673	)
Income from investments in real estate debt, net		—		—		—		—			52,871		52,871
Segment net operating income	$	334,911	$	70,592	$	53,203	$	21,294		$	52,871	$	532,871

General and administrative													(25,888	)
Management fees													(58,510	)
Depreciation and amortization													(372,287	)
Net gain on dispositions of real estate													2,656
Interest expense													(312,221	)
Other expense, net													(6,748	)
Net loss												$	(240,127	)
Net loss attributable to non-controlling interests in consolidated joint ventures													892
Net loss attributable to non-controlling interests in Operating Partnership													12,168
Net loss attributable to stockholders												$	(227,067	)

16.

Subsequent Events

Financing and Capital Activity

During the period from July 1, 2025 through August 13, 2025, the Company repurchased $0.1 billion of common stock through its share repurchase plan.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

References herein to “Starwood Real Estate Income Trust, Inc.,” “Company,” “we,” “us,” or “our” refer to Starwood Real Estate Income Trust, Inc. and its subsidiaries unless the context specifically requires otherwise.

The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q. In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Our actual results may differ materially from those in this discussion as a result of various factors, including but not limited to those discussed under Item 1A. “Risk Factors” in our Annual Report on Form 10-K filed with the SEC on March 21, 2025 and elsewhere in this Quarterly Report on Form 10-Q. We do not undertake to revise or update any forward-looking statements.

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements include statements about our business, including, in particular, statements about our plans, strategies and objectives. Forward-looking statements can generally be identified by our use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue” or other similar words. These statements include our plans and objectives for future operations, including plans and objectives relating to future growth and availability of funds for repurchases, and are based on current expectations that involve numerous risks and uncertainties. Assumptions relating to these statements involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to accurately predict and many of which are beyond our control.

Although we believe the assumptions underlying the forward-looking statements, and the forward-looking statements themselves, are reasonable, any of the assumptions could be inaccurate and, therefore, there can be no assurance that these forward-looking statements will prove to be accurate and our actual results, performance and achievements may be materially different from that expressed or implied by these forward-looking statements. In light of the significant uncertainties inherent in these forward looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans, which we consider to be reasonable, will be achieved.

You should carefully review Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, and elsewhere in this Quarterly Report on Form 10-Q for a discussion of the risks and uncertainties that we believe are material to our business, operating results, prospects and financial condition. Except as otherwise required by federal securities laws, we do not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Overview

We were formed on June 22, 2017 as a Maryland corporation to invest primarily in stabilized, income-oriented commercial real estate and debt secured by commercial real estate. Our portfolio is principally comprised of properties located in the United States and is diversified on a global basis through investments in properties outside of the United States, with a focus on Europe. To a lesser extent, we also invest in real estate debt, including loans secured by real estate and real estate-related securities. We are an externally advised, perpetual-life REIT. We own all or substantially all of our assets through the Operating Partnership, of which we are the sole general partner. We and the Operating Partnership are externally managed by the Advisor.

Our board of directors has at all times oversight and policy-making authority over us, including responsibility for governance, financial controls, compliance and disclosure. Pursuant to an advisory agreement among the Advisor, the Operating Partnership and us (the “Advisory Agreement”), we have delegated to the Advisor the authority to source, evaluate and monitor our investment opportunities and make decisions related to the acquisition, management, financing and disposition of our assets, in accordance with our investment objectives, guidelines, policies and limitations, subject to oversight by our board of directors.

We have elected to be taxed as a REIT under the Code for U.S. federal income tax purposes, commencing with our taxable year ended December 31, 2019. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent we annually distribute all of our net taxable income (determined without regard to our net capital gain and dividends-paid deduction) to stockholders and maintain our qualification as a REIT.

Public Offerings

On December 27, 2017, we commenced our initial public offering of up to $5.0 billion in shares of our common stock. On June 2, 2021, our initial public offering terminated and we commenced our follow-on public offering of up to $10.0 billion in shares of common stock.

On August 10, 2022, the follow-on public offering terminated and we commenced our third public offering of up to $18.0 billion in shares of common stock, consisting of up to $16.0 billion in shares in our primary offering and up to $2.0 billion in shares pursuant to our distribution reinvestment plan. We intend to continue selling shares in our third public offering on a monthly basis. On July 16, 2025, we filed a new registration statement to register a follow-on public offering (the “Follow-on Public Offering”) of up to $9.5 billion in shares in our primary offering and up to $0.5 billion in shares pursuant to our distribution reinvestment plan. As of August 13, 2025, the Follow-on Public Offering has not been declared effective.

As of August 13, 2025, we had received net proceeds of $14.2 billion from the sale of our common stock through our public offerings. We have contributed the net proceeds from our public offerings to the Operating Partnership in exchange for a corresponding number of Class T, Class S, Class D and Class I units. The Operating Partnership has primarily used the net proceeds to make investments in real estate and real estate debt as further described below under “Portfolio.”

DST Program

In April 2024, we, through the Operating Partnership, commenced the DST Program to issue and sell up to a maximum aggregate offering amount of $1.0 billion of DST Interests in specific DSTs holding one or more DST Properties. These DST Interests will be issued and sold to “accredited investors,” as that term is defined under Regulation D promulgated by the SEC under the Securities Act, in private placements exempt from registration pursuant to Section 4(a)(2) of the Securities Act (the “DST Offerings”).

Under the DST Program, each DST Property may be sourced from our real properties or from third parties, which will be held in a DST are leased-back to a wholly owned subsidiary of the Operating Partnership on a long-term basis through January 2, 2031, unless sooner terminated pursuant to master lease agreements. Each master lease agreement will be guaranteed by the Operating Partnership, which will retain a fair market value option (the “FMV Option”), giving it the right, but not the obligation, to acquire the DST Interests in the applicable DST from the investors in exchange for Operating Partnership units or cash, at the Operating Partnership’s discretion. Such FMV Option shall be exercisable any time after two years from the closing of the applicable DST Offering. The Operating Partnership, in its sole and absolute discretion, may assign its rights in the FMV Option to a subsidiary, an affiliate, a successor entity to the Operating Partnership or the acquiror of a majority of the Operating Partnership’s assets. After a one-year holding period, investors who acquire Operating Partnership units pursuant to the FMV Option generally have the right to cause the Operating Partnership to redeem all or a portion of their Operating Partnership units for, at our sole discretion, shares of our common stock, cash, or a combination of both.

We expect that the DST Program will give us the opportunity to expand and diversify our capital-raising strategies by offering what we believe to be an attractive investment product for investors that may be seeking like-kind replacement properties to complete tax-deferred exchange transactions under Section 1031 of the Code. Affiliates of the Advisor are expected to receive fees in connection with the sale of the DST Interests and the management of the DSTs. We intend to use the net offering proceeds from the DST Program to make investments in accordance with our investment strategy and policies, reduce our borrowings, repay indebtedness, fund the repurchase of shares of all classes of our common stock under our share repurchase plan and for other corporate purposes.

As of June 30, 2025, we have raised approximately $46.8 million in gross offering proceeds through the DST Program.

Investment Objectives

Our investment objectives are to invest in assets that will enable us to:

•

provide current income in the form of regular, stable cash distributions to achieve an attractive distribution yield;

•

preserve and protect invested capital;

•

realize appreciation in NAV from proactive investment management and asset management; and

•

provide an investment alternative for stockholders seeking to allocate a portion of their long-term investment portfolios to commercial real estate with lower volatility than publicly traded real estate companies.

We cannot assure you that we will achieve our investment objectives. See Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 for additional details.

Recent Developments

Business Outlook

Amid today’s economic uncertainty and stock market volatility, real estate offers tangible, income-generating assets with low correlation to public market fluctuations, making it an effective portfolio diversifier. The tariff events are likely to cause construction costs to increase, which makes owning existing real estate below replacement cost attractive and a defensive place for capital preservation.

We continue to prioritize generating liquidity for stockholders submitting share repurchase requests, while also staying focused on protecting and maximizing value for our stockholders who remain fully invested. This requires picking the right spots to generate liquidity as the markets continue to improve.

Please refer to Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 and elsewhere in this Quarterly Report on Form 10-Q for additional disclosure relating to material trends or uncertainties that may impact our business.

Q2 2025 Highlights

Operating Results:

•

Declared monthly net distributions totaling $121.7 million for the three months ended June 30, 2025. The details of the average annualized distribution rates and total returns are shown in the following table:


	Class T	Class S	Class D	Class I
	Shares	Shares	Shares	Shares
Average Annualized Distribution Rate	5.0%	5.1%	5.8%	5.9%
Year-to-Date Total Return, without upfront selling commissions and dealer manager fees	(2.4%)	(2.4%)	(1.9%)	(1.6%)
Annualized Inception-to-Date Total Return, without upfront selling commissions and dealer manager fees	5.4%	5.3%	5.7%	6.1%
Annualized Inception-to-Date Total Return, assuming full upfront selling commissions and dealer manager fees	4.8%	4.8%	5.5%	N/A

Disposition Activity:

•

Sold one other property and 26 single-family rental units for total net cash proceeds of approximately $0.1 billion during the three months ended June 30, 2025.

Financing Activity:

•

Refinanced our secured financings on investment in real estate debt through a series of transactions, generating approximately $40.7 million in net proceeds.

Portfolio

Summary of Portfolio

The following chart outlines the percentage of our assets across investments in real estate and our investment in a real estate loan based on fair value as of June 30, 2025:

The following charts further describe the composition of our investments in real estate and our investment in a real estate loan based on fair value as of June 30, 2025:

(1)

Investments in real estate includes our direct property investments and our unconsolidated investments. Our investment in a real estate loan includes our term loan.

(2)

Includes our direct property investments, our unconsolidated investments and our investment in a term loan.

(3)

Geography weighting includes our term loan. Geography weighting is measured as the asset value of real estate properties, unconsolidated real estate ventures, and our investment in a real estate loan for each geographical category against the total value of all (i) real estate properties, (ii) unconsolidated real estate ventures, and (iii) our investment in a real estate loan.

Investments in Real Estate

The following table provides a summary of our portfolio as of June 30, 2025 ($ in thousands):


Segment	Number of Consolidated Properties	Sq. Feet (in millions) / Number of Units/Keys	Occupancy Rate (1)	Gross Asset Value (2)		Segment Revenue for the six months ended June 30, 2025		Percentage of Segment Revenue
Multifamily	271	63,232 units	95%	$	15,316,900	$	593,496	75%
Industrial	81	15.78 sq. ft.	91%		2,698,025		76,006	10%
Office	20	3.90 sq. ft.	89%		1,574,376		82,838	10%
Other Properties(3)(4)	31	N/A (5)	N/A		953,704		42,460	5%
Total	403			$	20,543,005	$	794,800	100%

(1)

The occupancy rate for our multifamily investments is defined as the number of leased units divided by the total unit count as of June 30, 2025. The occupancy rate for our industrial and office investments is defined as all leased square footage divided by the total available square footage as of June 30, 2025.

(2)

Based on fair value as of June 30, 2025.

(3)

Includes a 100% interest in a subsidiary with 20 single-family rental units and a 95% interest in a consolidated joint venture with 871 single-family rental units. These are excluded from the number of consolidated properties count.

(4)

Excludes our investments in unconsolidated real estate ventures.

(5)

Includes approximately 2.3 million sq. ft. across our self-storage, medical office and retail properties, 324 keys at our consolidated hospitality properties and 891 single-family rental units.

Average Effective Annual Base Rents

The following table provides a summary of the average effective annual base rents across our portfolio as of June 30, 2025:


Property Type	Average Effective Annual Base Rent per Leased Square Foot / Units
Multifamily(1)	$	18,231
Industrial(2)	$	8.11
Office(2)	$	35.40

(1)

For multifamily properties, average effective annual base rent per leased unit represents the annualized base rent for the six months ended June 30, 2025. The average effective annual base rent includes the effects of rent concessions and abatements and excludes tenant recoveries, straight-line rent and above-market and below-market lease amortization.

(2)

For industrial and office properties, average effective annual base rent represents the annualized base rent per leased square foot for the six months ended June 30, 2025. The average effective annual base rent includes the effects of rent concessions and abatements and excludes tenant recoveries, straight-line rent and above-market and below-market lease amortization.

The following table provides information regarding our portfolio of real estate properties as of June 30, 2025:


Segment and Investment	Number of Properties	Location	Acquisition Date	Ownership Interest (1)	Sq. Feet (in millions) / Number of Units/Keys		Occupancy(2)
Multifamily:
Florida Multifamily Portfolio	4	Jacksonville/Naples, FL	January 2019	100%		1,150	90%
Phoenix Property	1	Mesa, AZ	January 2019	100%		256	94%
Columbus Multifamily	2	Columbus, OH	October 2019	96%		516	95%
Cascades Apartments(3)	1	Charlotte, NC	October 2019	61%		570	94%
Exchange on Erwin	1	Durham, NC	November 2019	100%		265	76%
Avida Apartments	1	Salt Lake City, UT	December 2019	100%		400	93%
Southeast Affordable Housing Portfolio	22	Various	Various 2020	100%		4,384	89%
Florida Affordable Housing Portfolio II	4	Jacksonville, FL	October 2020	100%		958	91%
Mid-Atlantic Affordable Housing Portfolio	28	Various	October 2020	100%		3,660	96%
Kalina Way(3)	1	Salt Lake City, UT	December 2020	61%		264	96%
Southeast Affordable Housing Portfolio II	9	DC, FL, GA, MD, SC, VA	May 2021	100%		1,642	97%
Azalea Multifamily Portfolio	14	TX, FL, NC, MD, TN, GA	June/July 2021	100%		4,548	96%
Keystone Castle Hills	1	Dallas, TX	July 2021	100%		690	96%
Greater Boston Affordable Portfolio	5	Boston, MA	August/September 2021	98%		842	98%
Columbus Preferred Portfolio	2	Columbus, OH	September 2021	96%		400	93%
The Palmer Dadeland	1	Dadeland, FL	September 2021	100%		844	95%
Seven Springs Apartments	1	Burlington, MA	September 2021	100%		331	95%
Maison’s Landing	1	Taylorsville, UT	September 2021	100%		492	96%
Sawyer Flats	1	Gaithersburg, MD	October 2021	100%		648	96%
Raleigh Multifamily Portfolio	6	Raleigh, NC	November 2021	95%		2,291	92%
SEG Multifamily Portfolio	57	Various	November 2021	100%		14,066	94%
South Florida Multifamily Portfolio	3	Various	November 2021	95%		1,150	94%
Florida Affordable Housing Portfolio III	16	Various	November 2021	100%		2,660	98%
Central Park Portfolio	9	Denver, CO	December 2021	100%		1,444	95%
National Affordable Housing Portfolio	17	Various	December 2021	100%		3,264	94%
Phoenix Affordable Housing Portfolio	7	Phoenix, AZ	April/May 2022	100%		1,462	95%
Mid-Atlantic Affordable Housing Portfolio II	8	DC, GA	April 2022	100%		1,449	95%
Texas and North Carolina Multifamily Portfolio	5	TX, NC	April/June 2022	95%		1,601	96%
Summit Multifamily Portfolio	33	Various	May/June 2022	100%		8,612	95%
Florida Affordable Housing Portfolio IV	9	Various, FL	June/July 2022	100%		2,054	98%
Blue Multifamily Portfolio	1	San Antonio, TX	August 2022	100%		319	96%
Total Multifamily	271					63,232
Industrial:
Airport Logistics Park	6	Nashville, TN	September 2020	100%		0.40	100%
Marshfield Industrial Portfolio	4	Baltimore, MD	October 2020	100%		1.33	79%
Denver/Boulder Industrial Portfolio	16	Denver, CO	April 2021	100%		1.68	91%
Reno Logistics Portfolio	18	Reno, NV	May 2021	100%		3.04	78%
Northern Italy Industrial Portfolio	4	Northern Italy	August 2021	100%		0.75	100%
Southwest Light Industrial Portfolio	15	AZ, NV	September 2021	100%		2.48	91%
Norway Logistics Portfolio	2	Oslo, Norway	February 2022	100%		0.37	100%
Verona Oppeano	5	Verona, Italy	June 2022	100%		2.64	97%
Denmark Logistics Portfolio	10	Eastern Denmark	June 2022	100%		1.97	100%
Belgioioso Logistics	1	Greater Milan, Italy	August 2022	100%		1.12	100%
Total Industrial	81					15.78
Office:
Florida Office Portfolio	11	Jacksonville, FL	May 2019	97%		1.27	75%
Columbus Office Portfolio	1	Columbus, OH	October 2019	96%		0.32	90%
Nashville Office	1	Nashville, TN	February 2020	100%		0.36	100%
60 State Street	1	Boston, MA	March 2020	100%		0.91	95%
Stonebridge	3	Atlanta, GA	February 2021	100%		0.46	100%
M Campus	2	Paris, France	December 2021	100%		0.24	99%
Barcelona Mediacomplex	1	Barcelona, Spain	June 2022	100%		0.34	97%
Total Office	20					3.90


Segment and Investment	Number of Properties	Location	Acquisition Date	Ownership Interest (1)	Sq. Feet (in millions) / Number of Units/Keys		Occupancy(2)
Other Properties:
U.S. Select Service Portfolio	2	CO, OH	January 2019	100%		324	70%
Fort Lauderdale Hotel (5)	1	Fort Lauderdale, FL	March 2019	43%		236	66%
Exchange on Erwin - Commercial	2	Durham, NC	November 2019	100%		0.10	100%
Barlow	1	Chevy Chase, MD	March 2020	100%		0.29	83%
Single-Family Rental Joint Venture	N/A	Various	Various	95%		871	93%
Sun Belt Single-Family Rental Portfolio	N/A	Various	December 2021	100%		20	80%
Morningstar Self-Storage Joint Venture	26	Various	December 2021/March 2022	95%		1.94	86%
Extended Stay Portfolio (5)	196	Various	July 2022	45%		24,935	82%
Total Other Properties	228				N/A (4)

Total Investment Properties	600

(1)

Certain of the joint venture agreements entered into by us provide the other partner a profits interest based on certain internal rate of return hurdles being achieved. Such investments are consolidated by us and any profits interest due to the other partner will be reported within non-controlling interests in consolidated joint ventures on our Condensed Consolidated Balance Sheets. The table also includes two investments (197 total properties) owned by two unconsolidated real estate ventures.

(2)

The occupancy rate for our multifamily and certain other properties, including single-family rental investments, is defined as the number of leased units divided by the total unit count as of June 30, 2025. The occupancy rate for our industrial and office is defined as all leased square footage divided by the total available square footage as of June 30, 2025. The occupancy rate for our other investments, including self-storage investments, is defined as all leased square footage divided by the total available square footage as well as the trailing 12 month average occupancy for hospitality and extended stay investments for the period ended June 30, 2025.

(3)

Held through our DST Program as of June 30, 2025. These properties have been consolidated on our Condensed Consolidated Balance Sheets. Any profits interest due to the third-party investors in the DST Program are reported within non-controlling interests in consolidated joint ventures on our Condensed Consolidated Balance Sheets.

(4)

Includes approximately 2.3 million sq. ft. across our self-storage, medical office and retail properties, 25,495 keys at our hospitality and extended stay properties and 891 single-family rental units.

(5)

Investment in unconsolidated real estate venture.

Impairment of Investments in Real Estate

Management reviews its consolidated real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. If the carrying amount of the real estate investment is no longer recoverable and exceeds the fair value of such investment, an impairment loss is recognized. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Since cash flows on real estate properties are considered on an undiscounted basis to determine whether an asset has been impaired, our strategy of holding properties over the long term directly decreases the likelihood of recording an impairment loss. If our strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized, and such loss could be material to our results. If we determine that an impairment has occurred, the affected assets must be reduced to their fair value.

During the three and six months ended June 30, 2025 and 2024, we did not recognize any impairments on our investments in real estate.

Impairment of Investments in Unconsolidated Real Estate Ventures

Management reviews its investments in unconsolidated joint ventures for impairment each quarter and will record impairment charges when events or circumstances change indicating that a decline in the fair values below the carrying values has occurred and such decline is other-than-temporary. The ultimate realization of the investment in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions.

During the three and six months ended June 30, 2025 and 2024, we did not recognize any impairments on our investments in unconsolidated real estate ventures.

Investment in Real Estate Debt

The following table details our investment in real estate debt as of June 30, 2025 ($ in thousands):

      
     June 30, 2025

     Type of Loan

     Number of Positions

     Coupon (1)

     Maturity Date (2)

     Cost Basis

     Fair Value

     Term loan

     1

     B + 4.75%

     June 2030

     $

     956,877

     $

     901,164

(1)

The symbol “B” refers to the relevant benchmark rate, which is three-month BBSY.

(2)

Maturity date is based on the fully extended maturity date of the underlying collateral.

During June 2022, we provided financing in the form of a term loan to an unaffiliated entity in connection with its acquisition of Australia’s largest hotel and casino company. The loan is in the amount of AUD 1,377 million and has an initial term of five years, with a two-year extension option. The loan is pre-payable at the option of the borrower at any time. During June 2025, we extended the loan term by three years to June 2030.

Lease Expirations

The following table details the expiring leases at our industrial, office and other properties by annualized base rent as of June 30, 2025 ($ in thousands). The table below excludes our multifamily and certain other properties, including single-family rental and self-storage properties, as substantially all leases at such properties expire within 12 months.


	Industrial				Office				Other Properties				Total
Year	Annualized Base Rent (1)		% of Total Annualized Base Rent Expiring		Annualized Base Rent (1)		% of Total Annualized Base Rent Expiring		Annualized Base Rent (1)		% of Total Annualized Base Rent Expiring		Annualized Base Rent (1)		% of Total Annualized Base Rent Expiring
2025	$	8,319		3%	$	990		0%	$	111		0%	$	9,420		3%
2026		21,899		8%		7,740		3%		516		0%		30,155		11%
2027		27,855		10%		13,189		5%		1,593		1%		42,637		16%
2028		16,596		6%		12,301		4%		1,248		0%		30,145		10%
2029		14,027		5%		7,808		3%		6,557		2%		28,392		10%
2030		14,272		5%		18,504		6%		1,709		1%		34,485		12%
2031		5,864		2%		32,754		11%		691		0%		39,309		13%
2032		2,746		1%		10,381		4%		4,060		1%		17,187		6%
2033		7,157		2%		30,522		11%		2,190		1%		39,869		14%
2034		1,305		0%		6,086		2%		246		0%		7,637		2%
Thereafter		3,902		1%		4,342		1%		2,376		1%		10,620		3%
Total	$	123,942		43%	$	144,617		50%	$	21,297		7%	$	289,856		100%

(1)

Annualized base rent is determined from the annualized base rent per leased square foot of the applicable year and excludes tenant recoveries, straight-line rent and above-market and below-market lease amortization.

Certain operating leases contain early termination options that require advance notification and may include payment of penalty, which, in most cases, is substantial enough to be deemed economically disadvantageous by a tenant to exercise. As of June 30, 2025, approximately 1% of our industrial portfolio square footage and approximately 21% of our office portfolio square footage is subject to early termination provisions. Approximately 4% of our office portfolio that is subject to these early termination provisions have early termination dates prior to January 1, 2028.

During the six months ended June 30, 2025, two tenants exercised early lease termination provisions, impacting 30,031 square feet across our industrial and office properties, which represents 0.2% of our combined square footage owned across our industrial and office properties. During the year ended December 31, 2024, two tenants exercised early lease termination provisions, impacting 56,747 square feet across our industrial and office properties, which represents 0.3% of our combined square footage owned across our industrial and office properties.

Results of Operations

The following table sets forth information regarding our consolidated results of operations ($ in thousands):


	For the Three Months Ended June 30,						2025 vs. 2024
	2025			2024			$
Revenues
Rental revenue	$	386,801		$	412,464		$	(25,663	)
Other revenue		7,734			9,331			(1,597	)
Total revenues		394,535			421,795			(27,260	)
Expenses
Property operating		166,879			180,515			(13,636	)
General and administrative		9,027			13,396			(4,369	)
Management fees		22,178			26,514			(4,336	)
Performance participation allocation		—			—			—
Depreciation and amortization		173,654			185,889			(12,235	)
Total expenses		371,738			406,314			(34,576	)
Other expense
Loss from unconsolidated real estate ventures		(4,525	)		(1,705	)		(2,820	)
Income from investments in real estate debt, net		18,494			12,374			6,120
Net gain on dispositions of real estate		14,087			573			13,514
Interest expense		(150,891	)		(158,188	)		7,297
Other expense, net		(105,292	)		(22,376	)		(82,916	)
Total other expense		(228,127	)		(169,322	)		(58,805	)
Net loss		(205,330	)		(153,841	)		(51,489	)
Net loss attributable to non-controlling interests in consolidated joint ventures		1,204			705			499
Net loss attributable to non-controlling interests in Operating Partnership		10,229			7,415			2,814
Net loss attributable to stockholders	$	(193,897	)	$	(145,721	)	$	(48,176	)

Revenues

Rental revenue primarily consists of base rent arising from tenant leases at our multifamily, industrial, office and other properties. Rental revenue is recognized on a straight-line basis over the life of the lease, including any rent steps or abatement provisions. During the three months ended June 30, 2025 and 2024, rental revenue was $386.8 million and $412.5 million, respectively. The decrease in rental revenue was driven by the impact of asset sales during the year ended December 31, 2024 and during the six months ended June 30, 2025, offset by an increase in average rental rates for multifamily and industrial assets for the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

Other revenue primarily consists of revenue generated by our hospitality properties. Hospitality revenue consists primarily of room revenue. During the three months ended June 30, 2025 and 2024, other revenue was $7.7 million and $9.3 million, respectively, resulting in a year over year decrease of approximately $1.6 million, driven by sales of hospitality assets.

Expenses

Property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of property operating expenses include real estate taxes, insurance, utilities and repair and maintenance expenses. Property operating expenses also include general and administrative expenses unrelated to the operations of the properties. During the three months ended June 30 2025 and 2024, property operating expenses were $166.9 million and $180.5 million, respectively. The decrease was driven primarily by the impact of asset sales during the year ended December 31, 2024 and during the six months ended June 30, 2025.

General and administrative expenses are corporate-level expenses that relate mainly to our compliance and administration costs and consist primarily of legal fees, accounting fees, transfer agent fees and other professional fees. During the three months ended June 30, 2025, general and administrative expenses decreased $4.4 million compared to the three months ended June 30, 2024 primarily due to a reduction in legal and other professional fee expenses.

Management fees are earned by our Advisor for providing services pursuant to the Advisory Agreement. During the three months ended June 30, 2025 and 2024, management fees were $22.2 million and $26.5 million, respectively. The decrease was primarily driven by the reduction in our average NAV from June 30, 2024 to June 30, 2025. The decrease was also driven by the Advisor’s waiver of 20% of its management fee effective in May 2024, thereby reducing management fees from 1.25% of NAV to 1% of NAV, until our share repurchase plan has been reinstated to the monthly repurchase limit of 2% of NAV and quarterly repurchase limit of 5% of NAV.

Performance participation allocation relates to allocations from the Operating Partnership to the Special Limited Partner based on the total return of the Operating Partnership. Total return is defined as distributions paid or accrued plus the change in NAV. The performance participation allocation is measured annually and any amount earned by the Special Limited Partner becomes payable as of December 31 of the applicable year. During the three months ended June 30, 2025 and 2024, there was no performance participation allocation as the return hurdle was not achieved.

During the three months ended June 30, 2025 and 2024, we did not recognize any impairments on our investments in real estate.

Depreciation and amortization expenses are impacted by the values assigned to buildings, personal property and in-place lease assets as part of the initial purchase price allocation. During the three months ended June 30, 2025 and 2024, depreciation and amortization expenses were $173.7 million and $185.9 million, respectively. The decrease in depreciation expense was driven by a reduction in investments in real estate, net as a result of asset sales during the year ended December 31, 2024 and during the six months ended June 30, 2025.

Other Expense

During the three months ended June 30, 2025 and 2024, loss from unconsolidated real estate ventures was ($4.5) million and ($1.7) million, respectively. The increase in losses from unconsolidated real estate ventures was primarily attributable to unrealized losses related to the change in fair value of interest rate derivatives on one of our unconsolidated real estate venture investments.

During the three months ended June 30, 2025 and 2024, income from investments in real estate debt, net was $18.5 million and $12.4 million, respectively, which consisted of interest income, realized losses, and unrealized gains and losses resulting from changes in the fair value of our real estate debt investments and related hedges. The increase was primarily attributable to realized losses on the disposition of our investments in real estate debt securities and the disposition of our GBP-denominated term loan investment totaling approximately ($6.1) million during the three months ended June 30, 2024. During the three months ended June 30, 2025, there were no realized losses on our investments in real estate debt.

During the three months ended June 30, 2025, we recorded $14.1 million of net gains from the disposition of one retail property and 26 single-family rental units. During the three months ended June 30, 2024, we recorded $0.6 million of net gains from the disposition of 25 single-family rental units.

During the three months ended June 30, 2025 and 2024, interest expense was $150.9 million and $158.2 million, respectively, which primarily consisted of interest expense incurred on our mortgage notes, secured credit facilities, line of credit and borrowings under our secured financing on investments in real estate debt. The decrease was primarily driven by a decrease in interest expense of $7.9 million on our unsecured line of credit during the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

During the three months ended June 30, 2025 and 2024, other expense, net was ($105.3) million and ($22.4) million, respectively. These results were primarily driven by unrealized losses relating to the changes in the fair value of our foreign exchange market forwards of ($74.7) million during the three months ended June 30, 2025, compared to unrealized gains of $1.9 million during the three months ended June 30, 2024. These results were also driven by unrealized losses relating to the changes in the fair value of our interest rate caps and swaps of ($48.1) million during the three months ended June 30, 2025 compared to unrealized losses of ($51.7) million during the three months ended June 30, 2024. The interest rate caps and swaps are used primarily to limit our interest rate payments on certain of our variable rate borrowings.


	For the Six Months Ended June 30,						2025 vs. 2024
	2025			2024			$
Revenues
Rental revenue	$	780,851		$	825,547		$	(44,696	)
Other revenue		13,949			20,298			(6,349	)
Total revenues		794,800			845,845			(51,045	)
Expenses
Property operating		337,984			360,172			(22,188	)
General and administrative		18,681			25,888			(7,207	)
Management fees		44,944			58,510			(13,566	)
Performance participation allocation		—			—			—
Depreciation and amortization		346,504			372,287			(25,783	)
Total expenses		748,113			816,857			(68,744	)
Other expense
Loss from unconsolidated real estate ventures		(6,354	)		(5,673	)		(681	)
Income from investments in real estate debt, net		38,130			52,871			(14,741	)
Net gain on dispositions of real estate		23,777			2,656			21,121
Interest expense		(303,118	)		(312,221	)		9,103
Other expense, net		(192,026	)		(6,748	)		(185,278	)
Total other expense		(439,591	)		(269,115	)		(170,476	)
Net loss		(392,904	)		(240,127	)		(152,777	)
Net loss attributable to non-controlling interests in consolidated joint ventures		2,283			892			1,391
Net loss attributable to non-controlling interests in Operating Partnership		19,544			12,168			7,376
Net loss attributable to stockholders	$	(371,077	)	$	(227,067	)	$	(144,010	)

Revenues

Rental revenue primarily consists of base rent arising from tenant leases at our multifamily, industrial, office and other properties. Rental revenue is recognized on a straight-line basis over the life of the lease, including any rent steps or abatement provisions. During the six months ended June 30, 2025 and 2024, rental revenue was $780.9 million and $825.5 million, respectively. The decrease in rental revenue was driven by the impact of asset sales during the year ended December 31, 2024 and during the six months ended June 30, 2025, offset by an increase in average rental rates for multifamily and industrial assets for the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

Other revenue primarily consists of revenue generated by our hospitality properties. Hospitality revenue consists primarily of room revenue. During the six months ended June 30, 2025 and 2024, other revenue was $13.9 million and $20.3 million, respectively, resulting in a year over year decrease of approximately $6.3 million driven by sales of hospitality assets.

Expenses

Property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of property operating expenses include real estate taxes, insurance, utilities and repair and maintenance expenses. Property operating expenses also include general and administrative expenses unrelated to the operations of the properties. During the six months ended June 30, 2025 and 2024, property operating expenses were $338.0 million and $360.2 million, respectively. The decrease was driven primarily by the impact of asset sales during the year ended December 31, 2024 and during the six months ended June 30, 2025.

General and administrative expenses are corporate-level expenses that relate mainly to our compliance and administration costs and consist primarily of legal fees, accounting fees, transfer agent fees and other professional fees. During the six months ended June 30, 2025, general and administrative expenses decreased $7.2 million compared to the six months ended June 30, 2024 primarily due to a reduction in legal and other professional fee expenses.

Management fees are earned by our Advisor for providing services pursuant to the Advisory Agreement. During the six months ended June 30, 2025 and 2024, management fees were $44.9 million and $58.5 million, respectively. The decrease was primarily driven by the reduction in our average NAV from June 30, 2024 to June 30, 2025. The decrease was also driven by the Advisor’s waiver of 20% of its management fee effective in May 2024, thereby reducing management fees from 1.25% of NAV to 1% of NAV, until our share repurchase plan has been reinstated to the monthly repurchase limit of 2% of NAV and quarterly repurchase limit of 5% of NAV.

Performance participation allocation relates to allocations from the Operating Partnership to the Special Limited Partner based on the total return of the Operating Partnership. Total return is defined as distributions paid or accrued plus the change in NAV. The performance participation allocation is measured annually and any amount earned by the Special Limited Partner becomes payable as of December 31 of the applicable year. During the six months ended June 30, 2025 and 2024, there was no performance participation allocation as the return hurdle was not achieved.

During the three months ended June 30, 2025 and 2024, we did not recognize any impairments on our investments in real estate.

Depreciation and amortization expenses are impacted by the values assigned to buildings, personal property and in-place lease assets as part of the initial purchase price allocation. During the six months ended June 30, 2025 and 2024, depreciation and amortization expenses were $346.5 million and $372.3 million, respectively. The decrease in depreciation expense was driven by a reduction in investments in real estate, net as a result of asset sales during the year ended December 31, 2024 and during the six months ended June 30, 2025.

Other Expense

During the six months ended June 30, 2025 and 2024, loss from unconsolidated real estate ventures was ($6.4) million and ($5.7) million, respectively. The increase in losses from unconsolidated real estate ventures was primarily attributable to unrealized losses related to the change in fair value of interest rate derivatives on one of our unconsolidated real estate venture investments.

During the six months ended June 30, 2025 and 2024, income from investments in real estate debt, net was $38.1 million and $52.9 million, respectively, which consisted of interest income, realized losses, and unrealized gains and losses resulting from changes in the fair value of our real estate debt investments and related hedges. The decrease was primarily driven by the disposition of our investments in real estate debt securities and the disposition of our GBP-denominated term loan investment.

During the six months ended June 30, 2025, we recorded $23.8 million of net gains from the disposition of 43 industrial properties, 13 multifamily properties, one hospitality property, one retail property and 42 single-family rental units. During the six months ended June 30, 2024, we recorded $2.7 million of net gains from the disposition of two hospitality properties and 52 single-family rental units.

During the six months ended June 30, 2025 and 2024, interest expense was $303.1 million and $312.2 million, respectively, which primarily consisted of interest expense incurred on our mortgage notes, secured credit facilities, line of credit and borrowings under our secured financing on investments in real estate debt. The decrease was primarily driven by a decrease in interest expense of $7.9 million on our unsecured line of credit and a decrease in interest expense of $7.3 million on our borrowings under our secured financing on investments in real estate debt during the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

During the six months ended June 30, 2025 and 2024, other expense, net was ($192.0) million and ($6.7) million, respectively. These results were primarily driven by unrealized losses relating to the changes in the fair value of our interest rate caps and swaps of ($117.0) million during the six months ended June 30, 2025 compared to unrealized losses relating to the changes in fair value of our interest rate caps and swaps of ($40.4) million during the six months ended June 30, 2024. The interest rate caps and swaps are used primarily to limit our interest rate payments on certain of our variable rate borrowings. These results were also driven by unrealized losses relating to the changes in the fair value of our foreign exchange market forwards of ($95.8) million during the six months ended June 30, 2025, compared to unrealized gains of $20.7 million during the six months ended June 30, 2024.

Funds from Operations and Adjusted Funds from Operations

We believe funds from operations (“FFO”) is a meaningful supplemental non-GAAP operating measure, which should be considered along with, but not as an alternative to, net loss as a measure of operating performance. Our consolidated financial statements are presented under historical cost accounting which, among other things, requires depreciation of real estate investments to be calculated on a straight-line basis. As a result, our operating results imply that the value of our real estate investments will decrease evenly over a set time period. However, we believe that the value of real estate investments will change over time based on market conditions and as such, depreciation under historical cost accounting may be less informative. FFO is a standard REIT industry measure defined by the National Association of Real Estate Investment Trusts (“NAREIT”).

FFO, as defined by NAREIT and presented below, is calculated as net income or loss (computed in accordance with GAAP), excluding (i) gains or losses from sales of depreciable real property, (ii) impairment write-downs on depreciable real property, (iii)

plus real estate-related depreciation and amortization, (iv) net gains or losses from sales of real estate, and (v) similar adjustments for unconsolidated joint ventures.

We also believe that adjusted FFO (“AFFO”) is a meaningful supplemental non-GAAP disclosure of our operating results. AFFO further adjusts FFO in order for our operating results to reflect the specific characteristics of our business by adjusting for items we believe are not related to our core operations. Our adjustments to FFO to arrive at AFFO include removing the impact of (i) straight-line rental income and expense, (ii) deferred income amortization, (iii) amortization of above- and below-market lease intangibles, net, (iv) amortization of mortgage premium / discount, (v) unrealized gains or losses from changes in the fair value of investments in real estate debt and other financial instruments, (vi) gains and losses resulting from foreign currency translations, (vii) amortization of restricted stock awards, (viii) non-cash performance participation allocation, even if repurchased by us, (ix) amortization of deferred financing costs, and (x) similar adjustments for unconsolidated joint ventures. AFFO is not defined by NAREIT and our calculation of AFFO may not be comparable to disclosures made by other REITs.

The following table presents a reconciliation of net loss attributable to stockholders to FFO and AFFO ($ in thousands):



	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2025			2024			2025			2024
Net loss attributable to stockholders	$	(193,897	)	$	(145,721	)	$	(371,077	)	$	(227,067	)
Adjustments to arrive at FFO:
Real estate depreciation and amortization		173,654			185,889			346,504			372,287
Investment in unconsolidated real estate ventures – depreciation and amortization		12,922			13,663			25,383			27,411
Net gain on dispositions of real estate		(14,087	)		(573	)		(23,777	)		(2,656	)
Amount attributable to non-controlling interests for above adjustments		(1,671	)		(1,051	)		(2,511	)		(2,104	)
FFO attributable to stockholders		(23,079	)		52,207			(25,478	)		167,871
Adjustments to arrive at AFFO:
Straight-line rental income and expense		(1,734	)		(2,218	)		(3,102	)		(5,622	)
Deferred income amortization (1)		(6,598	)		(4,692	)		(10,398	)		(10,127	)
Amortization of above- and below-market lease intangibles, net		(189	)		(762	)		(509	)		(1,580	)
Unrealized losses from changes in the fair value of investments in real estate debt and other financial instruments		123,970			49,919			213,922			14,740
Foreign currency (gain) loss		(20,125	)		(8,502	)		(20,769	)		11,793
Non-cash performance participation allocation		—			—			—			—
Amortization of deferred financing costs		10,061			6,196			17,258			12,588
Amortization of restricted stock awards		210			210			420			420
Amount attributable to non-controlling interests for above adjustments		(460	)		(333	)		(899	)		(142	)
AFFO attributable to stockholders	$	82,056		$	92,025		$	170,445		$	189,941

(1)

Includes the amortization of mortgage premium / discount.

FFO and AFFO should not be considered to be more relevant or accurate than the GAAP methodology in calculating net income (loss) or in evaluating our operating performance. In addition, FFO and AFFO should not be considered as alternatives to net income (loss) as indications of our performance or as alternatives to cash flows from operating activities as indications of our liquidity, but rather should be reviewed in conjunction with these and other GAAP measurements. Further, FFO and AFFO are not intended to be used as liquidity measures indicative of cash flow available to fund our cash needs, including our ability to make distributions to our stockholders.

Net Asset Value

Our board of directors, including all of our independent directors, has adopted valuation guidelines that contain a comprehensive set of methodologies to be used by the Advisor, our independent valuation advisor and third-party appraisal firms in connection with estimating the values of our assets and liabilities for purposes of our NAV calculation. These guidelines are designed to produce a fair and accurate estimate of the price that would be received for our investments in an arm’s-length transaction between a willing buyer

and a willing seller in possession of all material information about our investments. Our independent valuation advisor reviews our valuation guidelines and methodologies related to investments in real property with the Advisor and our board of directors at least annually. From time to time, our board of directors, including a majority of our independent directors, may adopt changes to the valuation guidelines if it (i) determines that such changes are likely to result in a more accurate reflection of NAV or a more efficient or less costly procedure for the determination of NAV without having a material adverse effect on the accuracy of such determination or (ii) otherwise reasonably believes a change is appropriate for the determination of NAV.

For more information on our NAV calculation and valuation guidelines, please refer to Item 5. “Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” in our Annual Report on Form 10-K for the year ended December 31, 2024. Please also refer to Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, as supplemented, for additional disclosure relating to material trends or uncertainties that may impact our NAV and our business.

The following table provides a breakdown of the major components of our NAV as of June 30, 2025 ($ and shares/units in thousands):


Components of NAV	June 30, 2025
Investments in real estate	$	20,952,758
Investment in real estate debt		902,308
Cash and cash equivalents		240,173
Restricted cash		225,264
Other assets		266,815
Debt obligations		(11,662,879	)
Secured financings on investments in real estate debt		(541,450	)
Subscriptions received in advance		(1,251	)
Other liabilities		(1,464,944	)
Performance participation accrual		—
Management fee payable		(7,375	)
Accrued stockholder servicing fees(1)		(2,828	)
Non-controlling interests in consolidated joint ventures		(112,384	)
Net asset value	$	8,794,207
Number of outstanding shares/units		419,138

__________

(1)

Stockholder servicing fees only apply to Class T, Class S, and Class D shares. For purposes of NAV, we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis. Under GAAP, we accrue the full cost of the stockholder servicing fee as an offering cost at the time we sell Class T, Class S and Class D shares. As of June 30, 2025, we have accrued under GAAP $243.9 million of stockholder servicing fees payable to the Dealer Manager related to the Class T, Class S and Class D shares sold.

The following table provides a breakdown of our total NAV and NAV per share by share class as of June 30, 2025 ($ and shares/units in thousands, except per share/unit data):


NAV Per Share	Class S Shares		Class T Shares		Class D Shares		Class I Shares		Third-party Operating Partnership Units(1)		Total
Net asset value	$	3,788,421	$	105,432	$	521,867	$	3,959,556	$	418,931	$	8,794,207
Number of outstanding shares/units		179,584		4,992		25,246		189,289		20,027		419,138
NAV Per Share/Unit as of June 30, 2025	$	21.10	$	21.12	$	20.67	$	20.92	$	20.92

__________

(1)

Includes the Operating Partnership units held by the Special Limited Partner and other third parties.

Set forth below are the weighted averages of the key assumptions in the discounted cash flow methodology used in the June 30, 2025 valuations, based on property types.


Property Type	Discount Rate	Exit Capitalization Rate
Multifamily	6.9%	5.5%
Industrial	7.2%	5.7%
Office	8.0%	6.7%
Other	8.5%	7.1%

For quarter-end months, these assumptions are determined by the independent valuation advisor or third party appraisers, as applicable, per the terms of our valuation guidelines. The Advisor reviews the assumptions from each of the appraisals. A change in these assumptions would impact the calculation of the value of our property investments. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our investment values:


Input	Hypothetical Change	Multifamily Investment Values	Industrial Investment Values	Office Investment Values	Other Investment Values
Discount Rate	0.25% decrease	+1.9%	+1.9%	+1.9%	+1.9%
(weighted average)	0.25% increase	(1.9)%	(1.9)%	(1.8)%	(1.9)%
Exit Capitalization Rate	0.25% decrease	+3.0%	+2.9%	+2.4%	+2.2%
(weighted average)	0.25% increase	(2.7)%	(2.6)%	(2.2)%	(2.0)%

The following table reconciles stockholders’ equity from our Condensed Consolidated Balance Sheet to our NAV ($ in thousands):


Reconciliation of Stockholders’ Equity to NAV	June 30, 2025
Total stockholders’ equity under GAAP	$	4,588,386
Redeemable non-controlling interests		418,931
Total partners’ capital of Operating Partnership		5,007,317
Adjustments:
Accrued stockholder servicing fee		241,080
Unrealized net real estate and real estate debt appreciation		99,347
Accumulated depreciation and amortization		3,446,463
NAV	$	8,794,207

The following details the adjustments to reconcile stockholders’ equity to our NAV:

•

Accrued stockholder servicing fee represents the accrual for the full cost of the stockholder servicing fee for Class T, Class S and Class D shares. Under GAAP, we accrued the full cost of the stockholder servicing fee payable over the life of each share (assuming such share remains outstanding the length of time required to pay the maximum stockholder servicing fee) as an offering cost at the time we sold the Class T, Class S and Class D shares. Refer to Note 2 — “Summary of Significant Accounting Policies” to our consolidated financial statements in our Current Report on Form 8-K/A, filed on July 11, 2025, for the year ended December 31, 2024, for further details of the GAAP treatment regarding the stockholder servicing fee. For purposes of NAV, we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis.

•

Our investments in real estate are presented under historical cost in our condensed consolidated financial statements. Additionally, our mortgage notes, secured credit facilities, secured financings on investments in real estate debt and unsecured line of credit (“Debt”) are presented at their carrying value in our condensed consolidated financial statements. As such, any changes in the fair value of our Debt are not included in our GAAP results. For purposes of determining our NAV, our investments in real estate and our Debt are recorded at fair value.

•

We depreciate our investments in real estate and amortize certain other assets and liabilities in accordance with GAAP. Such depreciation and amortization is not recorded for purposes of determining our NAV.

Distributions

Since February 2019, we have declared monthly distributions for each class of our common stock, which are generally paid three business days after month-end. Each class of our common stock received the same gross distribution per share, which was an aggregate of $0.6210 per share for the six months ended June 30, 2025. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the gross distribution per share and paid to the Dealer Manager. The table below details the net distribution for each of our share classes for the six months ended June 30, 2025:


	Class T		Class S		Class D		Class I
	Shares		Shares		Shares		Shares
January 31, 2025	$	0.0877	$	0.0877	$	0.0989	$	0.1035
February 28, 2025		0.0893		0.0893		0.0994		0.1035
March 31, 2025		0.0879		0.0879		0.0990		0.1035
April 30, 2025		0.0886		0.0886		0.0992		0.1035
May 31, 2025		0.0883		0.0882		0.0991		0.1035
June 30, 2025		0.0888		0.0888		0.0993		0.1035
Total	$	0.5306	$	0.5305	$	0.5949	$	0.6210

The following table summarizes our distributions declared on our common stock and Operating Partnership units held by parties other than us during the six months ended June 30, 2025 and 2024 ($ in thousands):


	For the Six Months Ended June 30, 2025							For the Six Months Ended June 30, 2024
	Amount				%			Amount		%
Distributions
Payable in cash		$	174,872			72	%	$	165,972		66	%
Reinvested in shares			68,798			28	%		83,978		34	%
Total distributions		$	243,670			100	%	$	249,950		100	%

Sources of Distributions
Cash flows from operating activities(1)		$	236,291			97	%	$	249,950		100	%
Cash flows from investing activities(1)			7,379			3	%		—		—	%
Offering proceeds			—			—	%		—		—	%
Total sources of distributions		$	243,670			100	%	$	249,950		100	%

Cash flows from operating activities		$	197,692					$	206,502
Funds from operations(2)		$	(25,478	)				$	167,871

__________

(1)

As of June 30, 2025, our inception to date cash flows from operating activities and certain cash flows from interest rate derivatives, classified as cash flows from investing activities, have funded 100% of our distributions.

(2)

See “Funds from Operations and Adjusted Funds from Operations” above for a description of FFO and a reconciliation of FFO to GAAP net loss attributable to stockholders.

Liquidity and Capital Resources

Our primary sources of liquidity include cash and cash equivalents and available borrowings under our unsecured line of credit and senior secured revolving credit facility. The following table summarizes amounts available under these sources as of June 30, 2025 ($ in thousands):


	June 30, 2025
Cash and cash equivalents	$	240,173
Available borrowings on undrawn unsecured line of credit		484,500
Available borrowings on undrawn senior secured revolving credit facility		150,000
Total available liquidity and capital resources	$	874,673


	Transaction Price (per share)
Class S	$	20.99
Class T	$	21.01
Class D	$	20.57
Class I	$	20.82


NAV Per Share	Class S Shares		Class T Shares		Class D Shares		Class I Shares		Third-party Operating Partnership Units (1)		Total
Net asset value	$	3,756,721	$	104,437	$	518,315	$	3,934,518	$	416,877	$	8,730,868
Number of outstanding shares/units		178,952		4,972		25,199		189,018		20,027		418,168
NAV Per Share/Unit as of July 31, 2025	$	20.99	$	21.01	$	20.57	$	20.82	$	20.82


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☐


PART I.	FINANCIAL INFORMATION

ITEM 1.	FINANCIAL STATEMENTS

	Condensed Consolidated Financial Statements (Unaudited):

	Condensed Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024	1

	Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Six Months Ended June 30, 2025 and 2024	2

	Condensed Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30, 2025 and 2024	3

	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024	5

	Notes to Condensed Consolidated Financial Statements	6

ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	32

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	50

ITEM 4.	CONTROLS AND PROCEDURES	51

PART II.	OTHER INFORMATION	52

ITEM 1.	LEGAL PROCEEDINGS	52

ITEM 1A.	RISK FACTORS	52

ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	52

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	53

ITEM 4.	MINE SAFETY DISCLOSURES	53

ITEM 5.	OTHER INFORMATION	53

ITEM 6.	EXHIBITS	54


Components of NAV	July 31, 2025
Investments in real estate	$	20,926,011
Investment in real estate debt		886,472
Cash and cash equivalents		216,570
Restricted cash		220,310
Other assets		286,664
Debt obligations		(11,656,137	)
Secured financings on investments in real estate debt		(531,949	)
Subscriptions received in advance		(188	)
Other liabilities		(1,493,984	)
Performance participation accrual		—
Management fee payable		(7,319	)
Accrued stockholder servicing fees (1)		(2,911	)
Non-controlling interests in consolidated entities		(112,671	)
Net asset value	$	8,730,868
Number of outstanding shares/units		418,168


Property Type	Discount Rate	Exit Capitalization Rate
Multifamily	7.0%	5.5%
Industrial	7.3%	5.8%
Office	8.0%	6.8%
Other	8.5%	7.1%


	For the Six Months Ended
	June 30, 2025			June 30, 2024
Cash flows provided by operating activities	$	197,692		$	206,502
Cash flows provided by investing activities		1,213,076			656,312
Cash flows used in financing activities		(1,471,611	)		(900,720	)
Effect of exchange rate changes		3,346			7,243
Net decrease in cash and cash equivalents and restricted cash	$	(57,497	)	$	(30,663	)


						Total Number of		Maximum Number of
						Shares Repurchased		Shares That May Yet
	Total Number			Average		as Part of Publicly		Be Repurchased Pursuant to
	of Shares			Price Paid		Announced Plans		Publicly Announced
Month of:	Repurchased (1) (2)			per Share		or Programs		Plans or Programs (2)
April 2025(3)		2,188,875	(4)	$	21.52		2,188,875		—
May 2025(3)		1,340,012			21.21		1,340,012		—
June 2025(3)		1,867,430	(5)		21.02		1,867,430		—
Total		5,396,317		$	21.27		5,396,317		—


Exhibit Number		Description

3.1		Articles of Amendment and Restatement (filed as Exhibit 3.1 to the Company’s Annual Report on Form 10-K filed on March 30, 2018 and incorporated herein by reference)

3.2		Articles of Amendment (filed as Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q filed on August 12, 2019 and incorporated herein by reference)

3.3		Second Articles of Amendment (filed as Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q filed on May 11, 2021 and incorporated herein by reference)

3.4		Amended & Restated Bylaws (filed as Exhibit 3.4 to the Company’s Quarterly Report on Form 10-Q filed on August 12, 2022 and incorporated herein by reference)

4.1		Distribution Reinvestment Plan (filed as Exhibit 4.1 to the Company’s Registration Statement on Form S-11 filed on April 9, 2025 and incorporated herein by reference)
31.1*		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1**		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2**		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101		The following information from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in iXBRL (inline eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets; (ii) Condensed Consolidated Statements of Operations and Comprehensive Loss (iii) Condensed Consolidated Statements of Changes in Equity; and (iv) Condensed Consolidated Statements of Cash Flows

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


August 13, 2025		/s/ Nora Creedon
Date		Nora Creedon
		Chief Executive Officer and President (Principal Executive Officer)

August 13, 2025		/s/ Joseph Nieto
Date		Joseph Nieto
		Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer)

ITEM 1. FINANCIAL STATEMENTS

Off-Balance Sheet Arrangements

PART II. OTHER INFORMATION