GENERATION INCOME PROPERTIES, INC. 8-K

What Happened

• On April 16, 2026, Generation Income Properties, L.P. (the Operating Partnership), the operating partnership of Generation Income Properties, Inc., entered into a Seventh Amendment to its limited partnership agreement that revises the designation and redemption mechanics for the Series A Redeemable Preferred Units held by JCWC Funding, LLC.
• Beginning June 27, 2026, either the Holder or the Operating Partnership may redeem the Series A Preferred Units for cash at an escalating price equal to $5.00 plus $0.075 multiplied by the number of full years elapsed since the original issuance date (June 27, 2024) per unit, subject to the amendment’s distribution rules. The amendment is filed as Exhibit 4.1 to the Company’s April 22, 2026 Form 8-K.

Key Details

• Amendment date: April 16, 2026; original issuance date of the Series A units: June 27, 2024.
• Applicable Redemption Price: $5.00 + $0.075 × (full years since 6/27/2024) per Series A unit, effective 6/27/2026.
• Redemption notice: Holder must give the General Partner 180 days’ notice before the end of the then-current term/extension; exception: if distributions aren’t paid for three consecutive months, Holder can redeem within 30 days without the 180-day notice.
• Alternative settlement: With the Holder’s prior written consent, the Operating Partnership may satisfy redemption by issuing common shares equal to 1.03 shares per Series A unit being redeemed (plus accrued unpaid distributions).
• Term/extension: The designation automatically extends up to three successive one-year periods, not beyond June 27, 2029, unless the Holder timely redeems.
• Protective right: Until June 27, 2029, the Operating Partnership may not issue Senior Preferred Units without written consent or an affirmative vote of the Requisite Holders.

Why It Matters

• For investors, the amendment clarifies when and how the Series A holder can require redemption, which creates potential near-term cash obligations for the partnership starting mid-2026.
• The option to satisfy redemptions with common stock (1.03 shares per unit, with holder consent) introduces potential dilution risk for common shareholders if the partnership issues equity instead of paying cash.
• The shortened notice exception tied to missed distributions makes timely dividend payments important; a three-month missed distribution could accelerate a Holder redemption.
• The protective provision limiting issuance of Senior Preferred Units affects the partnership’s flexibility to change its capital structure through 2029.