Thomas Warren 4

What Happened

• Thomas Warren, a director of ExchangeRight Income Fund, was issued 3,910.111 NLP Common Units (reported as a derivative acquisition) on March 20, 2026. No cash price or dollar value is reported (N/A); the Units were issued as merger consideration rather than an open‑market purchase.

Key Details

• Transaction date: 2026-03-20; Form 4 filed: 2026-03-24 (filed within the typical two-business-day reporting window).
• Transaction type: A (grant/other acquisition — derivative Units); price: N/A.
• Shares/Units reported acquired: 3,910.1107 (reported as 3,910.111 on Form 4).
• Shares/Units reported held after transaction: 3,910.111 Units held directly by W&R Thomas, LLC (per filing).
• Footnotes of note:
  • F2: Units issued under an Agreement and Plan of Merger in exchange for Mr. Warren’s 0.33 Class 1 Beneficial Interests in a DST.
  • F1: The "Units" are NLP Common Units under the Operating Partnership agreement; they are not convertible into other classes, have no redemption rights, and have no expiration date, though they may derive value from the Registrant’s Class I Common Shares.
  • F3: The Units are held directly by W&R Thomas, LLC (a family LLC); Mr. Warren is the managing member and disclaims beneficial ownership of securities held directly by WRT while exercising voting and dispositive control.
• Filing timeliness: The Form 4 was filed on 2026-03-24 for a 2026-03-20 transaction; this meets the typical two-business-day Section 16 reporting requirement.

Context

• This was non-cash consideration received in a merger (ExchangeRight Net Leased Portfolio 20 DST into the Operating Partnership), not a market buy or sale. Such issuances reflect corporate transaction consideration and do not necessarily indicate a personal cash investment or a conventional open‑market insider purchase/sale.
• Because the Units are partnership/derivative units (not ordinary shares) and are held through a family LLC, the economic and voting exposure differs from direct common‑share ownership; the filing discloses who holds the Units and who controls them.