Inland Real Estate Income Trust, Inc. 8-K

What Happened

• Inland Real Estate Income Trust, Inc. (INRE) filed an 8-K reporting that Mark E. Zalatoris resigned as President, Chief Executive Officer and director — his board resignation was effective immediately and his executive roles were effective February 2, 2026. The filing states his resignation was not due to any disagreement with the company or affiliates.
• The board elected long-time director Bernard J. Michael (age 66) to serve as President and Chief Executive Officer effective February 2, 2026; he will remain on the board but will no longer qualify as an independent director and has resigned from the audit, compensation and nominating/governance committees. The filing was executed February 2, 2026 by CFO Jerry Kyriazis.

Key Details

• Date of notice: January 28, 2026; effective resignation/appointment date: February 2, 2026.
• New director elected to fill vacancy: Alan Feldman (age 62), appointed a Class II independent director effective January 28, 2026; he will chair the Nominating Committee and serve on audit and compensation committees.
• Director compensation: independent directors receive $90,000 annually; Nominating Committee chair receives an additional $15,000; audit chair $20,000; compensation chair $15,000; Lead Independent Director $20,000. Independent directors may elect share or deferred pay via the RSP/DDCP.
• Company’s business manager will compensate Mr. Michael for his CEO role; the Company does not expect to reimburse the business manager for those amounts. The filing discloses no family relationships or reportable related-party transactions for the new appointees.

Why It Matters

• Leadership change: a new CEO (Bernard J. Michael) takes operational leadership immediately, which is a material corporate governance event investors should note. Mr. Michael’s move from independent director to CEO changes the board’s independence composition and committee memberships.
• Board composition and oversight: the appointment of Alan Feldman and the subsequent committee reassignments (including a new Lead Independent Director) affect who oversees audit, compensation and governance — relevant for investors tracking corporate governance and oversight.
• Compensation and governance implications: business manager payment arrangements for the CEO and the stated director fees are concrete, disclosed costs and governance details that may affect shareholder interests.