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~~December 2219, ~~2022~~ 2024

Commission File Number: 000-24003

AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP

(Exact name of registrant as specified in its charter)

State of Minnesota		41-1848181
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

30 East 7^th Street, Suite 1300 St. Paul, Minnesota 55101		(651) 227-7333
(Address of principal executive offices)		(Registrant’s telephone number)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
NONE		NONE		NONE

Securities registered pursuant to Section 12(g) of the Act:

	Limited Partnership Units
	(Title of class)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

(17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

(17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Section 2 – Financial Information

Item 2.01 Completion of Acquisition or Disposition of Assets.

On ~~September~~December 2217, ~~2022~~2024, the Partnership ~~purchased~~ sold a ~~DaVita~~St. ~~Dialysis~~Vincent ~~clinic~~Medical Clinic in ~~Hempstead~~Lonoke, ~~Texas~~Arkansas ~~for~~to ~~$3,000,000~~Grateful ~~from~~Holdings ~~Ottomatic Capital,~~ LLC, an unrelated third party. The ~~property~~Partnership isreceived ~~leased~~net tocash ~~Bollinger~~proceeds ~~Dialysis LLC, under a lease agreement with a remaining primary term~~ of ~~7.75~~approximately ~~years. The lease may be renewed by the tenant for up to two consecutive terms of five years each. The annual rent is~~ $~~182~~664,~~209.~~000 ~~The~~for ~~rent~~the ~~is scheduled to increase 10% on July 1~~property, ~~2025.~~which ~~The~~resulted ~~lease~~in is a net ~~lease~~gain ~~under which the tenant is responsible for real estate taxes, insurance, maintenance, certain repairs, and operating expenses~~ of ~~the~~approximately ~~property~~$35,000.

The Partnership purchased the property with cash received from the sale of property. The building was constructed in 2015 and is a 6,589 square foot building situated on approximately 1.2 acres of land. The freestanding retail store is located at 220 Cottonwood Drive, Hempstead, Texas.

DaVita Inc, (“DVA”), headquartered in Denver, CO, is a leading provider of kidney care services. DaVita operates more than 2,800 locations in 48 states, as well as more than 300 locations internationally. DaVita treats more than 200,000 patients who suffer from ESRD, also known as kidney failure, by providing dialysis, administrative services, and related lab testing throughout its network of clinics. For the fiscal year ended December 31, 2021, DaVita Inc. (the entity guaranteeing this lease) reported a net worth of $755 million and a net income of $978 million. DaVita Inc. is a public company whose stock is traded on the NYSE under the symbol DVA and files reports with the SEC that are available on-line at www.sec.gov and on its corporate website at www.davita.com.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of businesses acquired – ~~Because~~Not the property is leased to a single tenant on a long-term basis under a net lease that transfers substantially all of the operating costs to the tenant, we believe that financial information about the tenant is more relevant than financial statements of the propertyApplicable. ~~Financial information of the tenant is presented in the last paragraph of Item 2.01.~~

(b) Pro forma financial information – A limited number of pro forma adjustments are required to illustrate the effects of the ~~above~~ transaction on the ~~Partnership’s~~ balance sheet and income statement. The following narrative description is furnished in lieu of ~~the~~ pro forma statements. Assuming the Partnership had sold the property on January 1, 2023:

2 The Partnership's Investments in Real Estate would have been reduced by $739,000 and its Current Assets (cash) would have increased by $664,000 and Partners’ Capital would have decreased by $75,000.

~~Assuming~~For the ~~Partnership~~year ~~had~~ended ~~acquired~~December 31, ~~the~~2023, ~~property~~Income onfrom ~~January 1,~~Operations ~~2021~~would have decreased $49,896, ~~the~~representing ~~Partnership’s~~a ~~Real~~decrease ~~Estate~~in ~~Held~~rental ~~for~~income ~~Investment~~of ~~would~~$147,430, ~~have~~a ~~increased~~decrease byin depreciation expense of $384,~~000,000~~844 and ~~its~~a ~~Current~~decrease ~~Assets~~in ~~(cash)~~property management expenses of $12,690. For the six months ended June 30, 2023, Income from Operations would have decreased by$36,614, representing a decrease in rental income of $388,~~000~~458,~~000~~ a decrease in depreciation expense of $47,321 and a decrease in property management expenses of $4,523.

~~For~~The ~~the~~net ~~year~~effect ~~ended~~of ~~December 31,~~these ~~2021,~~pro ~~Income~~forma ~~from~~adjustments ~~Operations~~ would have ~~increased~~caused ~~$43,679~~Net ~~representing~~Income anto ~~increase~~decrease infrom ~~rental~~$51,795 ~~income~~to of $~~182~~1,~~209~~899 and anfrom ~~increase~~$35,442 into ~~depreciation~~a ~~and~~loss ~~amortization expense~~ of $~~138~~(1,~~530.~~172), ~~For~~which ~~the~~would ~~six~~have ~~months~~resulted ~~ended~~in ~~June 30,~~Net ~~2022,~~ Income ~~from~~of ~~Operations~~$0.06 ~~would~~and ~~have~~$0.06 ~~increased~~per ~~$21,840,~~Limited ~~representing~~Partnership anUnit ~~increase~~outstanding infor ~~rental~~the ~~income~~year ofended ~~$91~~December 31,~~105~~ 2023 and anthe ~~increase~~six inmonths ~~depreciation~~ended ~~and~~June 30, ~~amortization expense of $69~~2023,~~265~~ respectively.

The net effect of these pro forma adjustments would have caused Net Income to increase from $67,186 to $110,865 and from $538,184 to $560,024, which would have resulted in Net Income of $8.71 and $45.72 per Limited Partnership Unit outstanding for the year ended December 31, 2021 and the six months ended June 30, 2022, respectively.

(d) Exhibit 10.1 – ~~Assignment~~Purchase and ~~Assumption~~Sale ~~of Purchase~~ Agreement dated ~~September~~October 1917, ~~2022~~2024 between the Partnership and ~~AEI~~Grateful ~~Property~~Holdings, ~~Corporation~~LLC, relating to the property at ~~220~~130 ~~Cottonwood~~J ~~Drive~~F Boulevard, ~~Hempstead~~Lonoke, ~~Texas~~Arkansas.

Exhibit 10.2 – Assignment and Assumption of Leases and Service Contracts dated September 22, 2022 between the Partnership and Ottomatic Capital, LLC relating to the property at 220 Cottonwood Drive, Hempstead, Texas. 3

SIGNATURES

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

	AEI Income & Growth Fund XXII
	Limited Partnership
	By:	AEI Fund Management XXI, Inc.
	Its:	Managing General Partner
Date: September 27, 2022	By:	/s/ Keith E Petersen
Date: December 18, 2024	By:	/s/ Keith E Petersen
		Keith E. Petersen
		Chief Financial Officer

false 0001023458 0001023458 2022-09-22 2022-09-22

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