INRE / Inland Real Estate Income Trust, Inc. - Zgłoszenia SEC, Raport roczny, o pełnomocnictwie

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2026 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Inco

FORM 8-K Item 8.01 Other Events.

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): March 30, 2026 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation

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Inland Real Estate Income Trust, Inc. Annual ReportUNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K շ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025 ն TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Income Tr

AMENDED AND RESTATED NOTE

Exhibit 10.13 AMENDED AND RESTATED NOTE November 13, 2025 Inland Real Estate Income Trust, Inc., a corporation organized under the laws of the State of Maryland (the “Borrower”), promises to pay to the order of KeyBank National Association (the “Lender”) the aggregate unpaid principal amount of all Loans made by the Lender to the Borrower pursuant to Article II of the Credit Agreement (as the same

Name of

Exhibit 21.1 Name of Subsidiary State of FORMATION IREIT Athens Eastside, L.L.C. Delaware IREIT Branson Hills, L.L.C. Delaware IREIT Branson Hills Plaza – T, L.L.C. Delaware IREIT Conyers Heritage, L.L.C. Delaware IREIT Coral Springs North Hills, L.L.C. Delaware IREIT Denton Village, L.L.C. Delaware IREIT Flowood Dogwood, L.L.C. Delaware IREIT Fresno El Paseo, L.L.C. Delaware IREIT Frisco Marketpl

FORM 8-K Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

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): January 28, 2026 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

FORM 8-K Item 8.01 Other Events. For the year ended December 31, 2025, Inland Real Estate Income Trust, Inc. (the "Company") paid distributions of approximately $19.6 million. For income tax purposes only, 27.1% of the distributions were treated as o

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): January 26, 2026 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

FORM 8-K Item 8.01 Other Events.

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): December 30, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

INLAND REAL ESTATE INCOME TRUST, INC. SIXTH AMENDED AND RESTATED SHARE REPURCHASE PROGRAM

Exhibit 4.1 INLAND REAL ESTATE INCOME TRUST, INC. SIXTH AMENDED AND RESTATED SHARE REPURCHASE PROGRAM The Board of Directors (the “Board”) of Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), has adopted this Sixth Amended and Restated Share Repurchase Program (this “Repurchase Program”) to permit and authorize the Company to repurchase shares of its common stock, par

December 22, 2025

Exhibit 99.1 December 22, 2025 Dear Stockholder: I am writing to share several important updates regarding Inland Real Estate Income Trust, Inc. (“we,” “Inland Income Trust” or the “Company”). Upcoming Quarterly Distribution The Inland Income Trust Board of Directors (the “Board”) approved a distribution to stockholders for the fourth quarter of 2025. Stockholders of record as of December 31, 2025

FORM 8-K

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): December 17, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defini

Inland Income Trust Announces Estimated Per Share Net Asset Value

Exhibit 99.1 Inland Income Trust Announces Estimated Per Share Net Asset Value Inland Real Estate Income Trust, Inc. (Inland Income Trust or the Company) filed a Form 8-K to announce that its Board of Directors (the Board) determined an estimated per share net asset value (NAV) of its common stock as of September 30, 2025. • The estimated per share NAV of the Company’s common stock is $16.89 as of

FORM 8-K Item 9.01 Financial Statements and Exhibits.

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): December 08, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

FORM 8-K Item 8.01 Other Events.

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 19, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Def

ARTICLE I. DEFINITIONS ARTICLE II. THE CREDIT ARTICLE III. CHANGE IN CIRCUMSTANCES ARTICLE IV. CONDITIONS PRECEDENT ARTICLE V. REPRESENTATIONS AND WARRANTIES ARTICLE VI. COVENANTS ARTICLE VII. DEFAULTS ARTICLE VIII. ACCELERATION, WAIVERS, AMENDMENTS

Exhibit 10.1 Execution Version THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF NOVEMBER 13, 2025 AMONG INLAND REAL ESTATE INCOME TRUST, INC. AS BORROWER, KEYBANK NATIONAL ASSOCIATION AS ADMINISTRATIVE AGENT, KEYBANC CAPITAL MARKETS INC. AS JOINT LEAD ARRANGER, PNC CAPITAL MARKETS LLC AS JOINT LEAD ARRANGER, BOFA SECURITIES, INC. AS JOINT LEAD ARRANGER, PNC BANK, N.A. AS CO-SYNDICATION AGEN

AMENDED AND RESTATED SUBSIDIARY GUARANTY

Exhibit 10.2 AMENDED AND RESTATED SUBSIDIARY GUARANTY This Amended and Restated Subsidiary Guaranty (the “Subsidiary Guaranty”) is made as of November 13, 2025 by the parties identified in the signature pages hereto, and any Joinder to Subsidiary Guaranty hereafter delivered (collectively, the “Subsidiary Guarantors”), to and for the benefit of KeyBank National Association (“KeyBank”) as administr

November 17, 2025

Exhibit 99.1 November 17, 2025 Dear Stockholder: As we have previously disclosed, our board of directors has been reviewing strategic alternatives including the sale of Inland Real Estate Income Trust, Inc. (we or the Company). The board retained a financial advisor and through the financial advisor engaged in discussions with potential purchasers. Based on this engagement and subsequent follow-up

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defini

FORM 8-K Item 1.01 Entry into Material Definitive Agreements. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet. Item 8.01 Other Events. Item 9.01 Financial Statements and Exhibits.

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 13, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

FORM 8-K Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (d) On November 5, 2025, the Board of Directors (the “Board”) of Inland Real Estate

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 05, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate

FORM 8-K Item 8.01 Other Events. Item 9.01 Financial Statements and Exhibits.

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): October 14, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

Economic Update Portfolio Overview Company Update

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defini

Economic Update Portfolio Overview Company Update

Exhibit 99.1 October 10, 2025 Dear Stockholder: On behalf of Inland Real Estate Income Trust, Inc. (“Inland Income Trust” or the “Company”), I am pleased to announce a third quarter 2025 distribution of $0.1356 per share to stockholders of record as of September 30, 2025. This distribution was paid to stockholders on or around October 7, 2025. Economic Update The economic landscape continues to ev

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

FORM 8-K Item 8.01 Other Events.

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): September 29, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorpora

STOCK OWNERSHIP BOARD OF DIRECTORS AND CORPORATE GOVERNANCE PRINCIPLES EXECUTIVE OFFICERS AND EXECUTIVE COMPENSATION COMPENSATION COMMITTEE REPORT COMPENSATION TABLES COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION DELINQUENT SECTION 16(a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defini

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defini

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Income Trust,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Incom

FORM 8-K Item 8.01 Other Events. Item 9.01 Financial Statements and Exhibits.

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): July 11, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

July 11, 2025

Exhibit 99.1 July 11, 2025 Dear Stockholder: Reflective of Inland Real Estate Income Trust, Inc.’s (“Inland Income Trust” or the “Company”) ongoing performance, I am pleased to announce a second quarter 2025 distribution of $0.1356 per share to stockholders of record as of June 30, 2025. This distribution was paid to stockholders on or around July 7, 2025. The Inland Income Trust portfolio’s perfo

FORM 8-K Item 8.01 Other Events.

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): June 27, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Inco

Form of Indemnification Agreement

Exhibit 10.1 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , by and between Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”). WHEREAS, at the request of the Company, Indemnitee currently serves as [a director] [and] [an officer] of the Company and may, therefore, be subjected

FORM 8-K Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

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): May 02, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company (Issuer)) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Titl

March 28, 2025

Exhibit 99.1 March 28, 2025 Dear Stockholder: Inland Real Estate Income Trust, Inc. (“we,” “Inland Income Trust” or the “Company”) recently filed its annual report on Form 10-K. Please read the report, which is posted on our website, which provides important information on items such as our financial condition and operating results as well as the board’s review of strategic alternatives. Specifica

Financial Statements and Exhibits, Other Events

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): March 28, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation

Email to Financial Advisors with Frequently Asked Questions*

Exhibit (a)(2) Email not displaying properly? View as a Web page. Recommendation to Reject the Opportunistic Offer Made to Your Clients to Sell Shares for $12.50 per share to Comrit Investments 1, L.P. (Comrit) In the near future, your clients may receive correspondence from Comrit related to Comrit’s tender offer to purchase your clients’ shares of common stock of Inland Real Estate Income Trust,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company)

SC 14D9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) INLAND REAL ESTATE INCOME TRUST, INC. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securit

Letter to stockholders*

EX-99.(a)(1) Exhibit (a)(1) COMRIT, A CAYMAN’S ISLANDS EXEMPTED LIMITED PARTNERSHIP, HAS FILED MATERIALS MAKING A TENDER OFFER TO ALL STOCKHOLDERS TO BUY SHARES OF INLAND INCOME TRUST COMMON STOCK. THE BOARD OF INLAND INCOME TRUST UNANIMOUSLY RECOMMENDS THAT YOU DO NOT SELL (TENDER) YOUR SHARES TO COMRIT. TO REJECT COMRIT’S OFFER, SIMPLY DO NOT RESPOND TO ANY COMRIT TENDER OFFER MATERIALS. OVER TI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Income Tr

Inland Real Estate Income Trust, Inc. Insider Trading Policy

Exhibit 19.1 INLAND REAL ESTATE INCOME TRUST, INC. INSIDER TRADING POLICY Adopted as of October 15, 2021 It is the policy of Inland Real Estate Income Trust, Inc. (the “Company”) that no director, officer, other employee, agent or representative of the Company who possesses or is aware of material non-public information relating to the Company may, directly or through family members or other perso

Subsidiaries of the Registrant

Exhibit 21.1 Name of Subsidiary State of FORMATION IREIT Athens Eastside, L.L.C. Delaware IREIT Branson Hills, L.L.C. Delaware IREIT Branson Hills Plaza – T, L.L.C. Delaware IREIT Conyers Heritage, L.L.C. Delaware IREIT Coral Springs North Hills, L.L.C. Delaware IREIT Denton Village, L.L.C. Delaware IREIT Flowood Dogwood, L.L.C. Delaware IREIT Fresno El Paseo, L.L.C. Delaware IREIT Frisco Marketpl

Calculation of Filing Fee Table.

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Tables Schedule TO (Rule 14d-100) INLAND REAL ESTATE INCOME TRUST, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Offerors) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Title

Letter to Shareholders

Exhibit 99.(a)(3) February 25, 2025 RE: Liquidation Opportunity for Inland Real Estate Income Trust, Inc. Dear Shareholder, Congratulations! Now you can sell your shares of common stock of Inland Real Estate Income Trust, Inc. (the “REIT”) for $12.50 per share in cash. Comrit Investments 1, Limited Partnership (the “Purchaser”) is offering to pay you cash by purchasing up to 1,025,000 shares of th

Assignment Form

Exhibit 99.(a)(2) Assignment Form Please complete this form and send it back to us in the pre-addressed envelope. YOU NEED TO OBTAIN a Medallion Signature Guarantee at your local bank or broker. If you have any questions, please call us at 1-800-327-9990. Please return to: 365 S. Garden Grove Lane, Suite 100 Pleasant Grove, Utah 84062 Attn: Comrit Investments 1, Limited Partnership 1. Complete or

Offer to Purchase

Exhibit 99.(a)(1) OFFER TO PURCHASE FOR CASH 1,025,000 SHARES OF COMMON STOCK OF INLAND REAL ESTATE INCOME TRUST, INC. AT $12.50 PER SHARE by: COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP (the “Purchaser”) THE OFFER AND PRORATION PERIOD WILL EXPIRE AT 11:59 P.M., EASTERN TIME, ON APRIL 23, 2025, UNLESS THE OFFER IS EXTENDED. The Purchaser hereby seeks to acquire 1,025,000 shares of common stock, par

Summary Advertisement

Exhibit 99.(a)(4) This announcement is neither an offer to buy nor a solicitation of an offer to sell securities. Such offer is being made solely by the Offer to Purchase provided to shareholders of record and is not being made to, and tenders will not be accepted from or on behalf of, shareholders residing in any state in which making or accepting the offer would violate that jurisdiction’s laws.

Other Events

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): January 24, 2025 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

Other Events

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): December 30, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company (Issuer)) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.01 PAR VALUE PER SHARE (Title

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 26, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

Amendment, dated November 26, 2024, to the Agreement, dated as of January 19, 2024, by and between Inland Real Estate Income Trust, Inc. and Mark E. Zalatoris

Exhibit 10.1 first AMENDMENT TO Agreement THIS First Amendment to the Agreement by and between Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), and Mark Zalatoris (“Zalatoris” and together with the Company, the “Parties” and each, individually, a “Party”), dated January 19, 2024 (the “Agreement”), is entered into this 26th day of November 2024. Capitalized terms used

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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 06, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

Amended and Restated Master Real Estate Management Agreement, dated November 6, 2024, by and between Inland Real Estate Income Trust, Inc. and Inland Commercial Real Estate Services LLC

Exhibit 10.1 AMENDED AND RESTATED MASTER REAL ESTATE MANAGEMENT AGREEMENT This AMENDED AND RESTATED Master REAL ESTATE Management Agreement (this “Agreement”), dated as of November 6, 2024, is entered into by and between Inland Real Estate Income Trust, Inc., a Maryland corporation (“the Company”), and Inland Commercial Real Estate Services LLC, a Delaware limited liability company (“the Manager”)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate

DISCLAIMER The words “we,” “us,” “our” and “Inland Income Trust” and the “Company” refer to Inland Real Estate Income Trust, Inc. This material is neither an offer to sell nor the solicitation of an offer to buy any security. Past performance is not

Inland Inland Real Estate Income Trust, Inc. 2024 ANNUAL STOCKHOLDERS MEETING NOVEMBER 6, 2024 | 2:00 PM CST THIS IS NEITHER AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER TO BUY ANY SECURITY. Exhibit 99.1 Exhibit 99.1 DISCLAIMER The words “we,” “us,” “our” and “Inland Income Trust” and the “Company” refer to Inland Real Estate Income Trust, Inc. This material is neither an offer to sell nor the

Regulation FD Disclosure, Financial Statements and Exhibits

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 06, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

Letter to stockholders*

Exhibit (a)(1) COMRIT, A CAYMAN’S ISLANDS EXEMPTED LIMITED PARTNERSHIP, HAS FILED MATERIALS MAKING AN OPPORTUNISTIC TENDER OFFER TO YOU AND OUR OTHER STOCKHOLDERS TO BUY SHARES OF INLAND INCOME TRUST COMMON STOCK.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) INLAND REAL ESTATE INCOME TRUST, INC. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 457

Email to Financial Advisors with Frequently Asked Questions*

Exhibit (a)(2) Recommendation to Reject the Opportunistic Offer Made to Your Clients to Sell Shares for $12.

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

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): October 28, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

Inland Real Estate Income Trust, Inc. Engages Financial Advisor

Exhibit 99.1 Inland Inland Real Estate Income Trust, Inc. NEWS RELEASE 2901 Butterfield Road Oak Brook, Ill. 60523 www.inland-investments.com FOR IMMEDIATE RELEASE DATE: October 28, 2024 CONTACT: Nicole Spreck, Inland Communications (630) 586-4896 [email protected] Inland Real Estate Income Trust, Inc. Engages Financial Advisor Oak Brook, Ill. – Inland Real Estate Income Trust, Inc. (t

Summary Advertisement

Exhibit (a)(4) This announcement is neither an offer to buy nor a solicitation of an offer to sell securities.

Offer to Purchase

Exhibit (a)(1) OFFER TO PURCHASE FOR CASH 1,300,000 SHARES OF COMMON STOCK OF INLAND REAL ESTATE INCOME TRUST, INC.

Assignment Form

Exhibit (a)(2) Assignment Form Please complete this form and send it back to us in the pre-addressed envelope.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Offerors) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Title

Letter to Shareholders

Exhibit (a)(3) October 15, 2024 RE: Liquidation Opportunity for Inland Real Estate Income Trust, Inc.

Calculation of Filing Fee Table.

EX-FILING FEES Calculation of Filing Fee Tables Schedule TO (Rule 14d-100) INLAND REAL ESTATE INCOME TRUST, INC.

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

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): September 27, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorpora

Inland Real Estate Income Trust, Inc. to Review Strategic Alternatives

Exhibit 99.1 News Release 2901 Butterfield Road Oak Brook, Ill. 60523 www.inland-investments.com FOR IMMEDIATE RELEASE DATE: September 18, 2024 CONTACT: Nicole Spreck, Inland Communications (630) 586-4896 [email protected] Inland Real Estate Income Trust, Inc. to Review Strategic Alternatives Oak Brook, Ill. – Inland Real Estate Income Trust, Inc. (the “Company”), a publicly registered

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

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): September 18, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorpora

September 18, 2024

Exhibit 99.2 September 18, 2024 Dear Fellow Stockholder: The Board of Directors (the “Board”) of Inland Real Estate Income Trust, Inc. (“Inland Income Trust” or the “Company”) announced that it has initiated a process to review strategic alternatives, including the sale of the Company. As previously disclosed, the Company has been focused on a strategic plan centered around owning a portfolio of g

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Def

ARS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Income Trust,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Incom

Other Events

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): June 27, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Com

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securiti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Inco

Email to Financial Advisors with Frequently Asked Questions*

Exhibit (a)(2) Recommendation to Reject the Opportunistic Offer Made to Your Clients to Sell Shares for $11.

Letter to stockholders*

Exhibit (a)(1) THE BOARD OF INLAND INCOME TRUST UNANIMOUSLY RECOMMENDS THAT YOU DO NOT SELL (TENDER) YOUR SHARES TO COMRIT AT COMRIT’S OFFER PRICE.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) INLAND REAL ESTATE INCOME TRUST, INC. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 457

Offer to Purchase

Exhibit (a)(1) OFFER TO PURCHASE FOR CASH 1,500,000 SHARES OF COMMON STOCK OF INLAND REAL ESTATE INCOME TRUST, INC.

Letter to Shareholders

Exhibit (a)(3) April 1, 2024 RE: Liquidation Opportunity for Inland Real Estate Income Trust, Inc.

Calculation of Filing Fee Table.

EX-FILING FEES Calculation of Filing Fee Tables Schedule TO (Rule 14d-100) INLAND REAL ESTATE INCOME TRUST, INC.

Assignment Form

Exhibit (a)(2) Assignment Form Please complete this form and send it back to us in the pre-addressed envelope.

Summary Advertisement

Exhibit (a)(4) This announcement is neither an offer to buy nor a solicitation of an offer to sell securities.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Offerors) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Title

Other Events

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): March 28, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation

Subsidiaries of the Registrant

Exhibit 21.1 Name of Subsidiary State of FORMATION IREIT Athens Eastside, L.L.C. Delaware IREIT Branson Hills, L.L.C. Delaware IREIT Branson Hills Plaza – T, L.L.C. Delaware IREIT Conyers Heritage, L.L.C. Delaware IREIT Coral Springs North Hills, L.L.C. Delaware IREIT Denton Village, L.L.C. Delaware IREIT Flowood Dogwood, L.L.C. Delaware IREIT Fresno El Paseo, L.L.C. Delaware IREIT Frisco Marketpl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Income Tr

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): March 04, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation

Inland Income Trust Announces Estimated Per Share Net Asset Value

Exhibit 99.1 Inland Income Trust Announces Estimated Per Share Net Asset Value Inland Real Estate Income Trust, Inc. (Inland Income Trust or the Company) filed a Form 8-K to announce that its Board of Directors (Board) determined an estimated per share net asset value (NAV) of its common stock as of December 31, 2023. • The estimated per share NAV of the Company’s common stock is $19.171 as of Dec

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): January 19, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

Other Events

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): January 23, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

Fourth Amended and Restated Business Management Agreement, effective February 1, 2024, by and between Inland Real Estate Income Trust, Inc. and IREIT Business Manager & Advisor, Inc. (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K, as filed by the Registrant with the Securities and Exchange Commission on January 19, 2024 (file number 000-55146))

EXHIBIT 10.1 Fourth Amended and Restated Business Management Agreement THIS FOURTH AMENDED AND RESTATED BUSINESS MANAGEMENT AGREEMENT (this “Agreement”), dated as of January 19, 2024, is entered into by and between Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), and IREIT Business Manager & Advisor Inc., an Illinois corporation (the “Business Manager”). WITNESSETH: W

Agreement, dated as of January 19, 2024, by and between Inland Real Estate Income Trust, Inc. and Mark E. Zalatoris (incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K, as filed by the Registrant with the Securities and Exchange Commission on January 19, 2024 (file number 000-55146))

EXHIBIT 10.2 AGREEMENT This Agreement (the “Agreement”), dated as of January 19, 2024 is by and between Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), and Mark Zalatoris (the “Zalatoris” and, together with the Company, the “Parties”). In consideration of the promises in this Agreement, the mutuality and sufficiency of which are hereby acknowledged, the parties agree

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): January 13, 2024 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

Other Events

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): December 28, 2023 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

November ___, 2023

Exhibit 99.1 November , 2023 Dear Fellow Stockholder: I am pleased to inform you that Inland Real Estate Income Trust, Inc.’s (Inland Income Trust) Board of Directors (the Board) has approved changes to the Share Repurchase Program. The changes, which are implemented through the “Fifth Amended and Restated Share Repurchase Program” primarily eliminate the requirement that funding for share repurch

Regulation FD Disclosure, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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 07, 2023 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

Fifth Amended and Restated Share Repurchase Program effective December 27, 2023 (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K, as filed by the Registrant with the Securities and Exchange Commission on November 13, 2023 (file number 000-55146))

Exhibit 4.1 INLAND REAL ESTATE INCOME TRUST, INC. FIFTH AMENDED AND RESTATED SHARE REPURCHASE PROGRAM The Board of Directors (the “Board”) of Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), has adopted this Fifth Amended and Restated Share Repurchase Program (this “Repurchase Program”) to permit and authorize the Company to repurchase shares of its common stock, par

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Def

July 11, 2023

Exhibit 99.1 July 11, 2023 Dear Fellow Stockholder: The Inland Real Estate Income Trust, Inc. (Inland Income Trust, the Company, or the REIT) portfolio continues to perform well. On or around July 7, 2023, a second quarter 2023 distribution in the amount of $0.1356 per share was paid to stockholders of record as of the close of business on June 30, 2023. Despite challenges in the broader market, w

Other Events

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): September 28, 2023 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Com

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securiti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Incom

July 11, 2023

Exhibit 99.1 July 11, 2023 Dear Fellow Stockholder: The Inland Real Estate Income Trust, Inc. (Inland Income Trust, the Company, or the REIT) portfolio continues to perform well. On or around July 7, 2023, a second quarter 2023 distribution in the amount of $0.1356 per share was paid to stockholders of record as of the close of business on June 30, 2023. Despite challenges in the broader market, w

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

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): June 29, 2023 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Compan

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securiti

Summary Advertisement / Press Release Announcing Extension of Offer

Exhibit (a)(4) This announcement is neither an offer to buy nor a solicitation of an offer to sell securities.

Email to Financial Advisors with Frequently Asked Questions*

EX-99.(a)(2) Exhibit (a)(2) Recommendation to Reject the Opportunistic Offer Made to Your Clients to Sell Shares for $11.21 per share to Comrit Investments 1, L.P. (Comrit) In the near future, your clients may receive correspondence from Comrit related to Comrit’s tender offer to purchase your clients’ shares of common stock of Inland Real Estate Income Trust, Inc. (Inland Income Trust) at an unso

Letter to stockholders*

EX-99.(a)(1) Exhibit (a)(1) THE BOARD OF INLAND INCOME TRUST UNANIMOUSLY RECOMMENDS THAT YOU DO NOT SELL (TENDER) YOUR SHARES TO COMRIT AT COMRIT’S OFFER PRICE. TO REJECT COMRIT’S OFFER, SIMPLY DO NOT RESPOND TO ANY COMRIT TENDER OFFER MATERIALS YOU SEE OR RECEIVE. COMRIT, A FOREIGN PARTNERSHIP BASED IN THE MIDDLE EAST, HAS FILED MATERIALS MAKING AN OPPORTUNISTIC TENDER OFFER TO YOU AND OUR OTHER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company)

SC 14D9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) INLAND REAL ESTATE INCOME TRUST, INC. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securit

Offer to Purchase

Exhibit (a)(1) OFFER TO PURCHASE FOR CASH 1,850,000 SHARES OF COMMON STOCK OF INLAND REAL ESTATE INCOME TRUST, INC.

Calculation of Filing Fee Table.

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Tables Schedule TO (Rule 14d-100) INLAND REAL ESTATE INCOME TRUST, INC.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVEST

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) None or unknown

Summary Advertisement

Exhibit (a)(4) This announcement is neither an offer to buy nor a solicitation of an offer to sell securities.

Letter to Shareholders

Exhibit (a)(3) June 12, 2023 RE: Liquidation Opportunity for Inland Real Estate Income Trust, Inc.

Assignment Form

Exhibit (a)(2) Assignment Form Please complete this form and send it back to us in the pre-addressed envelope.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Inco

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Inland Real Estate Income Trust, Inc. (Name of Subject Company) COMRIT INVEST

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Inland Real Estate Income Trust, Inc. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) None or unknown

Form of Offer to Purchase

Exhibit (a)(1) The information contained herein is preliminary and is subject to change and completion.

Form of Letter to Shareholders

Exhibit (a)(2) The information contained herein is preliminary and is subject to change and completion.

Form of Press Release/Summary Advertisement

Exhibit (a)(3) The information contained herein is preliminary and is subject to change and completion.

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

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): March 30, 2023 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name of Subsidiary State of FORMATION IREIT Athens Eastside, L.L.C. Delaware IREIT Branson Hills, L.L.C. Delaware IREIT Branson Hills Plaza – T, L.L.C. Delaware IREIT Conyers Heritage, L.L.C. Delaware IREIT Coral Springs North Hills, L.L.C. Delaware IREIT Daleville DG, L.L.C. Delaware IREIT Denton Village, L.L.C. Delaware IREIT DG SPE II Member, L.L.C. D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Income Tr

Third Amended and Restated Business Management Agreement, effective April 1, 2023, by and between Inland Real Estate Income Trust, Inc. and IREIT Business Manager & Advisor, Inc. (incorporated by reference to Exhibit 10.25 to the Registrant's Annual Report on Form 10-K, as filed by the Registrant with the Securities and Exchange Commission on March 23, 2023 (file number 000-55146)

Exhibit 10.25 THIRD AMENDED AND RESTATED BUSINESS MANAGEMENT AGREEMENT THIS THIRD AMENDED AND RESTATED BUSINESS MANAGEMENT AGREEMENT (this “Agreement”), dated as of April 1, 2023, is entered into by and between Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), and IREIT Business Manager & Advisor Inc., an Illinois corporation (the “Business Manager”). WITNESSETH: WHERE

Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.3 to the Registrant’s Annual Report on Form 10-K, as filed by the Registrant with the Securities and Exchange Commission on March 23, 2023 (file number 000-55146))

Exhibit 4.3 INLAND REAL ESTATE INCOME TRUST, INC., A MARYLAND CORPORATION DESCRIPTION OF COMMON STOCK We are a corporation formed under the laws of the State of Maryland. Many of the rights of our stockholders are governed by Maryland law, including the Maryland General Corporation Law (“MGCL”), and our charter and bylaws. The following summarizes certain terms of our common stock as described in

Email not displaying properly? View as a Web page.

Exhibit 99.1 Email not displaying properly? View as a Web page. Inland Income Trust Announces Estimated Per Share Net Asset Value Inland Real estate Income Trust, Inc. Inland Real Estate Income Trust, Inc. (Inland Income Trust or the Company) filed a Form 8-K to announce that its Board of Directors (Board) determined an estimated per share net asset value (NAV) of its common stock as of December 3

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): March 06, 2023 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation

Fourth Amended and Restated Bylaws of Inland Real Estate Income Trust, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, as filed by the Registrant with the Securities and Exchange Commission on March 6, 2023 (file number 000-55146))

Exhibit 3.1 FOURTH AMENDED AND RESTATED BYLAWS of inland real estate INCOME TRUST, inc. Effective as of MARCH 2, 2023 Article I OFFICES Section 1. PRINCIPAL Office. The principal office of the corporation in the State of Maryland shall be located at such place as the board of directors may designate. Section 2. OTHER OFFICES. The corporation may have additional offices, including a principal execu

Other Events

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): January 24, 2023 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Com

SC TO-T/A 1 tm2227580d8sctota.htm SC TO-T/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR

Other Events

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): December 29, 2022 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Compan

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securiti

Supplemental Notice Letter to Shareholders

EX-99.(A)(3) 2 tm2227580d6ex99-a3.htm EXHIBIT 99.(A)(3) Exhibit (a)(3) Liquidity Opportunity for Inland Real Estate Income Trust, Inc. As a reminder of materials previously mailed to you, Comrit Investments 1, Limited Partnership (“Comrit”) is offering to purchase for cash up to 1,850,000 shares of common stock of Inland Real Estate Income Trust, Inc. (the “REIT”) at a price of $12.51 per share up

Submission of Matters to a Vote of Security Holders

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 08, 2022 Inland Real Estate Income Trust, Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company)

SC 14D9 1 inland-sc14d920221103.htm INLAND REAL ESTATE INCOME TRUST, INC. - SC 14D9 - 11-3-2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) INLAND REAL ESTATE INCOME TRUST, INC. (Names of Perso

Letter to stockholders*

EX-1 2 inland-sc14dexha1.htm (A) (1) LETTER TO STOCKHOLDERS Exhibit (a)(1) November 8, 2022 COMRIT, A foreign PARTNERSHIP BASED IN THE MIDDLE EAST, HAS FILED MATERIALS MAKING AN UNSOLICITED TENDER OFFER TO YOU and other stockholders who did not accept COMRIT’S PREVIOUS offer TO BUY shares of INLAND INCOME TRUSt common stock at $11.18 PER SHARE. The new price offered by comrit is STILL significantl

Email to Financial Advisors with Frequently Asked Questions*

EX-2 5 inland-sc14dexha2.htm (A)(2) EMAIL TO FINANCIAL ADVISORS WITH FREQUENTLY ASKED QUESTIONS Exhibit (a)(2) Recommendation to Reject the Unsolicited Offer Made to Your Clients to Sell Shares to Comrit Investments 1, L.P. (Comrit) for $12.51 per share In the near future, your clients may receive correspondence from Comrit related to an unsolicited and opportunistic tender offer to purchase their

Summary Advertisement

EX-99.(A)(4) 5 tm2227580d4ex99-a4.htm EXHIBIT 99.(A)(4) Exhibit (a)(4) This announcement is neither an offer to buy nor a solicitation of an offer to sell securities. Such offer is being made solely by the Offer to Purchase provided to shareholders of record and is not being made to, and tenders will not be accepted from or on behalf of, shareholders residing in any state in which making or accept

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVEST

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) None or unknown

Letter to Shareholders

EX-99.(A)(3) 4 tm2227580d4ex99-a3.htm EXHIBIT 99.(A)(3) Exhibit (a)(3) October 31, 2022 RE: Liquidation Opportunity for Inland Real Estate Income Trust, Inc. Dear Shareholder, Congratulations! Now you can sell your shares of common stock of Inland Real Estate Income Trust, Inc. (the “REIT”) for $12.51 per share in cash. Comrit Investments 1, Limited Partnership (the “Purchaser”) is offering to pay

Calculation of Filing Fee Table.

EX-107 Calculation of Filing Fee Tables Schedule TO (Rule 14d-100) INLAND REAL ESTATE INCOME TRUST, INC.

Offer to Purchase

Exhibit (a)(1) OFFER TO PURCHASE FOR CASH 1,850,000 SHARES OF COMMON STOCK OF INLAND REAL ESTATE INCOME TRUST, INC.

Assignment Form

Exhibit (a)(2) Assignment Form Please complete this form and send it back to us in the pre-addressed envelope.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

DEFA14A 1 ck1528985-defa14a20221108.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

Form of Offer to Purchase

Exhibit (a)(1) The information contained herein is preliminary and is subject to change and completion.

Form of Press Release/Summary Advertisement

Exhibit (a)(3) The information contained herein is preliminary and is subject to change and completion.

Form of Letter to Shareholders

Exhibit (a)(2) The information contained herein is preliminary and is subject to change and completion.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Inland Real Estate Income Trust, Inc. (Name of Subject Company) COMRIT INVEST

SC TO-C 1 tm2227580d2sctoc.htm SC TO-C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Inland Real Estate Income Trust, Inc. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title

Other Events

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): September 29, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

DEFA14A 1 ck1528985-defa14a20221108.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Com

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securiti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

DEFA14A 1 ck1528985-defa14a20221108.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

DEFA14A 1 ck1528985-defa14a20221108.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

Letter to stockholders*

EX-1 2 ireit14d9-exha1.htm EXHIBIT (A)(1) LETTER TO STOCKHOLDERS Exhibit (a)(1) COMRIT, A foreign PARTNERSHIP, HAS FILED MATERIALS MAKING AN UNSOLICITED TENDER OFFER TO YOU and other stockholders TO BUY YOUR shares of INLAND INCOME TRUSt common stock. The price offered by comrit is significantly below inland income trust’S PUBLISHED NET ASSET VALUE PER SHARE. the BOARD OF INLAND INCOME TRUST UNANI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) INLAND REAL ESTATE INCOME TRUST, INC. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 457

Email to Financial Advisors with Frequently Asked Questions*

EX-2 4 ireit14d9-exha2.htm EXHIBIT (A) (2) EMAIL TO FINANCIAL ADVISORS WITH FREQUENTLY ASKED QUESTIONS Exhibit (a)(2) Recommendation to Reject the Unsolicited Offer Made to Your Clients to Sell Shares to Comrit Investments 1, L.P. (Comrit) In the near future, your clients may receive correspondence from Comrit related to an unsolicited and opportunistic tender offer to purchase their shares of com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Incom

Letter to Shareholders

Exhibit (a)(3) July 28, 2022 RE: Liquidation Opportunity for Inland Real Estate Income Trust, Inc.

Offer to Purchase

Exhibit (a)(1) OFFER TO PURCHASE FOR CASH 1,850,000 SHARES OF COMMON STOCK OF INLAND REAL ESTATE INCOME TRUST, INC.

Assignment Form

Exhibit (a)(2) Assignment Form Please complete this form and send it back to us in the pre-addressed envelope.

Summary Advertisement

Exhibit (a)(4) This announcement is neither an offer to buy nor a solicitation of an offer to sell securities.

Calculation of Filing Fee Table.

EX-FILING FEES Calculation of Filing Fee Tables Schedule TO (Rule 14d-100) INLAND REAL ESTATE INCOME TRUST, INC.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVEST

SC TO-T 1 tm2220976d2sctot.htm SC TO-T SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 INLAND REAL ESTATE INCOME TRUST, INC. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdictio

Articles Supplementary relating to the Company’s election to be subject to Section 3-803 of the MGCL (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, as filed by the Registrant with the Securities and Exchange Commission on July 28, 2022 (file number 000-55146))

Exhibit 3.1 INLAND REAL ESTATE INCOME TRUST, INC. ARTICLES SUPPLEMENTARY Inland Real Estate Income Trust, Inc., a Maryland corporation (the ?Company?), hereby certifies to the State Department of Assessments and Taxation of Maryland, that: FIRST: Under a power contained in Section 3-802(b) of the Maryland General Corporation Law (the ?MGCL?), the Company, by resolution of its Board of Directors (t

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events

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): July 22, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

Form of Offer to Purchase

Exhibit (a)(1) The information contained herein is preliminary and is subject to change and completion.

Form of Press Release/Summary Advertisement

Exhibit (a)(3) The information contained herein is preliminary and is subject to change and completion.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Inland Real Estate Income Trust, Inc. (Name of Subject Company) COMRIT INVEST

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Inland Real Estate Income Trust, Inc. (Name of Subject Company) COMRIT INVESTMENTS 1, LIMITED PARTNERSHIP COMRIT INVESTMENTS LTD. (Bidders) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) None or unknown

Form of Letter to Shareholders

Exhibit (a)(2) The information contained herein is preliminary and is subject to change and completion.

Other Events

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): June 29, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

First Amendment, dated as of May 17, 2022, to Second Amended and Restated Credit Agreement, dated as of February 3, 2022, by and among Inland Real Estate Income Trust, Inc., as borrower, KeyBank National Association, individually and as administrative agent, KeyBanc Capital Markets Inc., PNC Capital Markets LLC and BofA Securities, Inc., as joint lead arrangers, and other lender parties thereto (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, as filed by the Registrant with the Securities and Exchange Commission on May 20, 2022 (file number 000-55146))

Exhibit 10.2 FIRST AMENDMENT TO CREDIT AGREEMENT AND AGREEMENT REGARDING INCREMENTAL TERM LOANS This FIRST AMENDMENT TO CREDIT AGREEMENT AND AGREEMENT REGARDING INCREMENTAL TERM LOANS dated as of May 17, 2022 (this ?Amendment?) is by and among INLAND REAL ESTATE INCOME TRUST, INC., a Maryland corporation (the ?Borrower?), the Subsidiary Guarantors signatory hereto, the several banks and other fina

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): May 17, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

Dear Stockholder:

Exhibit 99.1 May 20, 2022 Dear Stockholder: I am pleased to share that, on May 17, 2022, Inland Real Estate Income Trust, Inc. (?Inland Income Trust?, the ?REIT? or the ?Company?) purchased an eight-property shopping center portfolio, with all but one property currently anchored by an operating grocer. This is an exciting acquisition as it supports our strategic plan of enhancing stockholder value

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Inco

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): May 5, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation) (

Purchase and Sale Agreement, dated as of May 5, 2022, by and between the Sellers identified therein and Inland Real Estate Income Trust, Inc.

Exhibit 10.1 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this ?Agreement?) is made as of the Effective Date by and between those entities referenced on Schedule 1 attached hereto, each a Delaware limited liability company (collectively referred to herein as ?Seller?), and INLAND REAL ESTATE INCOME TRUST, INC., a Maryland corporation (?Purchaser?). RECITALS A. Defined terms are in

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): April 25, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation

Third Amended and Restated Bylaws of Inland Real Estate Income Trust, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, as filed by the Registrant with the Securities and Exchange Commission on April 29, 2022 (file number 000-55146))

EX-3.1 2 ck1528985-ex316.htm EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BYLAWS of inland real estate INCOME TRUST, inc. Effective as of APRIL 25, 2022 Article I OFFICES Section 1.PRINCIPAL Office. The principal office of the corporation in the State of Maryland shall be located at such place as the board of directors may designate. Section 2.OTHER OFFICES. The corporation may have additional of

Other Events

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): March 30, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Income Tr

Second Amended and Restated Business Management Agreement, dated as of October 15, 2021, by and between Inland Real Estate Income Trust, Inc. and IREIT Business Manager & Advisor, Inc.

EX-10.1 2 ck1528985-ex101215.htm EX-10.1 Exhibit 10.1 8116438.1 SECOND AMENDED AND RESTATED BUSINESS MANAGEMENT AGREEMENT THIS SECOND AMENDED AND RESTATED BUSINESS MANAGEMENT AGREEMENT (this “Agreement”), dated as of October 15, 2021, is entered into by and between Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), and IREIT Business Manager & Advisor Inc., an Illinois

Subsidiaries of the Registrant*

Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name of Subsidiary State of FORMATION IREIT Athens Eastside, L.L.C. Delaware IREIT Branson Hills, L.L.C. Delaware IREIT Branson Hills Plaza ? T, L.L.C. Delaware IREIT Brooks DG, L.L.C. Delaware IREIT Conyers Heritage, L.L.C. Delaware IREIT Coral Springs North Hills, L.L.C. Delaware IREIT Daleville DG, L.L.C. Delaware IREIT DG SPE II Member, L.L.C. Delawa

Notes, dated February 3, 2022, by Inland Real Estate Income Trust, Inc. for the benefit of Lenders under the Second Amended and Restate Credit Agreement, dated as of February 3, 2022, by and among Inland Real Estate Income Trust, Inc., as borrower, KeyBank National Association, individually and as administrative agent, KeyBanc Capital Markets Inc., PNC Capital Markets LLC and BofA Securities, Inc., as joint lead arrangers, and other lenders parties thereto (incorporated by reference to Exhibit 10.22 to the Registrant's Annual Report on Form 10-K, as filed by the Registrant with the Securities and Exchange Commission on March 16, 2022 (file number 000-55146))

EX-10.22 3 ck1528985-ex1022216.htm EX-10.22 Exhibit 10.22 NOTE February 3, 2022 Inland Real Estate Income Trust, Inc., a corporation organized under the laws of the State of Maryland (the “Borrower”), promises to pay to the order of KeyBank National Association (the “Lender”) the aggregate unpaid principal amount of all Loans made by the Lender to the Borrower pursuant to Article II of the Credit

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdicti

Inland Income Trust Announces Estimate Per Share Net Asset Value

EX-99.1 2 ck1528985-ex9918.htm EX-99.1 Exhibit 99.1 Inland Income Trust Announces Estimate Per Share Net Asset Value Inland Real Estate Income Trust, Inc. (Inland Income Trust or the Company) filed a Form 8-K to announce that its Board of Directors (Board) determined an estimated per share net asset value (NAV) of its common stock as of December 31, 2021. • The estimated per share NAV of the Compa

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): March 4, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

Inland Income Trust Announces Estimate Per Share Net Asset Value

EX-99.1 2 ck1528985-ex9916.htm EX-99.1 Exhibit 99.1 Inland Income Trust Announces Estimate Per Share Net Asset Value Inland Real Estate Income Trust, Inc. (Inland Income Trust or the Company) filed a Form 8-K to announce that its Board of Directors (Board) determined an estimated per share net asset value (NAV) of its common stock as of December 31, 2021. • The estimated per share NAV of the Compa

Subsidiary Guaranty, dated as of February 3, 2022, by certain subsidiaries of Inland Real Estate Income Trust, Inc. parties thereto for the benefit of KeyBank National Association, as administrative agent for itself and the lenders under the Second Amended and Restated Credit Agreement (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K as filed by the Registrant with the Securities and Exchange Commission on February 9, 2022 (file number 000-55146))

EX-10.2 3 ck1528985-ex1028.htm EX-10.2 Exhibit 10.2 SUBSIDIARY GUARANTY This Subsidiary Guaranty (the “Subsidiary Guaranty”) is made as of February 3, 2022 by the parties identified in the signature pages hereto, and any Joinder to Subsidiary Guaranty hereafter delivered (collectively, the “Subsidiary Guarantors”), to and for the benefit of KeyBank National Association (“KeyBank”) as administrativ

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

Second Amended and Restated Credit Agreement, dated as of February 3, 2022, by and among Inland Real Estate Income Trust, Inc., as borrower, KeyBank National Association, individually and as administrative agent, KeyBanc Capital Markets Inc., PNC Capital Markets LLC and BofA Securities, Inc., as joint lead arrangers, and other lenders parties thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K as filed by the Registrant with the Securities and Exchange Commission on February 9, 2022 (file number 000-55146))

Execution Version Exhibit 10.1 SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF FEBRUARY 3, 2022 AMONG INLAND REAL ESTATE INCOME TRUST, INC. AS BORROWER, KEYBANK NATIONAL ASSOCIATION AS ADMINISTRATIVE AGENT, KEYBANC CAPITAL MARKETS INC. AS JOINT LEAD ARRANGER, PNC CAPITAL MARKETS LLC AS JOINT LEAD ARRANGER, BOFA SECURITIES, INC. AS JOINT LEAD ARRANGER, PNC BANK, N.A. AS CO-SYNDICATION AGEN

Other Events

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): January 21, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

Third Articles of Amendment and Restatement of Inland Real Estate Income Trust, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, as filed by the Registrant with the Securities and Exchange Commission on January 10, 2022 (file number 000-55146))

EX-3.1 2 ck1528985-ex316.htm EX-3.1 Exhibit 3.1 THIRD ARTICLES OF AMENDMENT AND RESTATEMENT INLAND REAL ESTATE INCOME TRUST, INC. Pursuant to the provisions of Section 2-609 of the Maryland General Corporation Law, Inland Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), hereby certifies that: FIRST: The Company desires to amend and restate its charter as currently in effect

Regulation FD Disclosure, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

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): January 4, 2022 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporatio

January 10, 2022

EX-99.1 3 ck1528985-ex9917.htm EX-99.1 Exhibit 99.1 Inland Real Estate Income Trust, Inc. 2901 Butterfield Road Oak Brook, IL 60523 800.826.8228 inland-investments.com January 10, 2022 Dear Fellow Stockholder: I am pleased to share the payment of a distribution for the fourth quarter of 2021 for stockholders of Inland Real Estate Income Trust, Inc. (“we,” “Inland Income Trust” or the “Company”). A

Other Events

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): December 29, 2021 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporat

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

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): December 2, 2021 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

DISCLAIMER This material is neither an offer to sell nor the solicitation of an offer to buy any security, which can be made only by a prospectus that has been filed or registered with appropriate state and federal regulatory agencies and sold only b

2021 ANNUAL STOCKHOLDERS MEETING DECEMBER 2, 2021 | 11:00 AM CST THIS IS NEITHER AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER TO BUY ANY SECURITY.

Regulation FD Disclosure, Financial Statements and Exhibits

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): December 2, 2021 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

Other Events

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 2, 2021 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

DEFA14A 1 ck1528985-defa14a20211008.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

Regulation FD Disclosure

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): October 8, 2021 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

DEFA14A 1 ck1528985-defa14a20210928.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

DEFA14A 1 ck1528985-defa14a20210921.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

DEFA14A 1 ck1528985-defa14a20210826.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 000-55146 Inland Real Estate Incom

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Def

Other Events

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): July 27, 2021 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)

Financial Statements and Exhibits, Other Events

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): June 29, 2021 INLAND REAL ESTATE INCOME TRUST, INC. (Exact Name of Registrant as Specified in its Charter) Maryland 000-55146 45-3079597 (State or Other Jurisdiction of Incorporation)