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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________________
 FORM 8-K
___________________________________________________
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 30, 2025

___________________________________________________ 
Invesco Real Estate Income Trust Inc.
(Exact name of registrant as specified in its charter)
___________________________________________________
Maryland000-5665583-2188696
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
2300 N Field Street
Suite 1200
Dallas, Texas 75201
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (972715-7400

Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: None
Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




Item 8.01Other Events.
Invesco Real Estate Income Trust Inc. (referred to herein as the “Company,” “we,” “our,” or “us”) is filing this Current Report on Form 8-K in order to provide an update regarding our net asset value (“NAV”) and our assets and activities.
January 1, 2026 Transaction Price
The transaction price for each share class is equal to such share class's NAV per share as of November 30, 2025. A detailed calculation of the NAV per share is set forth below.
November 30, 2025 NAV per Share
We calculate NAV per share in accordance with the valuation guidelines that have been approved by our board of directors. Our NAV per share, which is updated as of the last calendar day of each month, is posted on our website at www.inreit.com and is made available on our toll-free, automated telephone line at 833-834-4924. The Adviser is ultimately responsible for determining our NAV. Our properties have been appraised and our commercial mortgage loans and debt have been valued in accordance with our valuation guidelines and such appraisals and valuations were prepared or reviewed by our independent valuation advisors. We have included a breakdown of the components of total NAV and NAV per share for November 30, 2025.

Our total NAV presented in the following tables includes the aggregate NAV of our Class T, Class S, Class D, Class I, Class E, Class N, Class S-PR and Class K-PR shares. The following table provides a breakdown of the major components of our total NAV as of November 30, 2025:
$ in thousands, except share data
Components of NAVNovember 30, 2025
Investments in real estate$946,867 
Investments in unconsolidated entities148,368 
Investments in real estate-related securities41,395 
Investment in commercial loan12,227 
Investment in affiliated fund12,451 
Cash and cash equivalents30,096 
Restricted cash2,344 
Other assets3,933 
Mortgage notes, revolving credit facility and financing obligation, net(287,780)
Subscriptions received in advance(812)
Other liabilities(19,139)
Accrued performance participation allocation(104)
Management fee payable(607)
Accrued stockholder servicing fees(17)
Non-controlling interests in joint-ventures(259,890)
Net asset value$629,332 
Number of outstanding shares23,104,600 









The following table provides a breakdown of our total NAV and NAV per share by class as of November 30, 2025:
in thousands, except share data
NAV Per ShareClass T SharesClass S SharesClass D SharesClass I SharesClass E SharesClass N SharesClass S-PR SharesClass K-PR SharesTotal
Net asset value$7,072 $12,606 $13,349 $105,882 $35,826 $417,825 $24,257 $12,515 $629,332 
Number of outstanding shares271,611 483,035 512,370 4,041,409 1,276,495 15,157,853 898,322 463,505 23,104,600 
NAV Per Share as of November 30, 2025
$26.0373 $26.0979 $26.0544 $26.1993 $28.0658 $27.5649 $27.0029 $27.0013 

We include no discounts to our NAV for the illiquid nature of our shares, including the limitations on our stockholders’ ability to sell shares under our share repurchase plan and our ability to suspend our share repurchase plan at any time. Our NAV generally does not consider exit costs (e.g., selling costs and commissions and debt prepayment penalties related to the sale of a property) that would likely be incurred if our assets and liabilities were liquidated or sold. While we may use market pricing concepts to value individual components of our NAV, our NAV per share is not derived from the market pricing information of open-end real estate funds listed on stock exchanges.

Our NAV is not a representation, warranty or guarantee that (1) a stockholder would be able to realize the NAV per shares for the shares a stockholder owns if the stockholder attempts to sell its shares; (2) a stockholder would ultimately realize distributions per share equal to the NAV per share upon liquidation of our assets and settlement of our liabilities or a sale of our company; (3) shares of our common stock would trade at their NAV per share on a national securities exchange; (4) a third party would offer the NAV per share for each class of shares in an arm’s-length transaction to purchase all or substantially all of the shares; or (5) the NAV per share would equate to a market price of an open-ended real estate fund.

Set forth below are the weighted averages of the key assumptions in the discounted cash flow methodology used in the November 30, 2025 valuations, based on property types.
Property TypeDiscount RateExit Capitalization Rate
Healthcare7.3%5.8%
Office9.0%7.3%
Industrial8.0%5.9%
Self-Storage7.6%5.8%
Multifamily7.5%5.5%
Student Housing7.8%5.8%
Retail8.4%7.3%
Manufactured Housing Community10.0%5.7%
These assumptions are determined by our independent valuation advisor and reviewed by the Adviser. 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:
Investment Values
InputHypothetical ChangeHealthcareOfficeIndustrialSelf-StorageMultifamilyStudent HousingRetailManufactured Housing Community
Discount Rate (weighted average)0.25% decrease1.9%1.8%2.0%1.9%1.9%1.9%1.8%1.9%
Discount Rate (weighted average)0.25% increase(1.9)%(1.7)%(1.9)%(1.9)%(1.9)%(1.8)%(1.8)%(1.9)%
Exit Capitalization Rate (weighted average)0.25% decrease2.8%2.1%2.9%2.7%3.0%2.7%1.9%3.0%
Exit Capitalization Rate (weighted average)0.25% increase(2.6)%(1.9)%(2.7)%(2.5)%(2.7)%(2.5)%(1.8)%(2.7)%



Update on Our Assets and Activities

As of November 30, 2025, our direct real estate investments include 65 real estate properties totaling approximately 9.9 million square feet located in 33 markets throughout the U.S., with a weighted average occupancy rate of 93%. As of November 30, 2025, our leverage ratio was 22%.
On November 20, 2025, we acquired a 100% interest in Silver Shores MHC, a 95% occupied manufactured housing community consisting of 103 sites, located in the Seattle Metropolitan Statistical Area, for $13.4 million.
On December 10, 2025, we closed on The Catherine II Loan, a floating rate loan origination secured by a multifamily property located in Santa Monica, California, for a total commitment of $86.3 million. The loan was originated with an initial term of two years and three 12-month extension options.

Quarter-to-date through November 30, 2025, we raised gross proceeds of $37.7 million in our registered and private offerings, including sales through our DST Program and reinvestments under our distribution reinvestment plan. The aggregate dollar amount of common stock repurchases requested for October and November was $2.4 million. We fulfilled all repurchase requests that were made.



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

 
Invesco Real Estate Income Trust Inc.

By: /s/ Courtney Popelka
Courtney Popelka
Chief Financial Officer and Treasurer

Date: December 16, 2025