ExchangeRight Income Fund 8-K

What Happened
ExchangeRight Income Fund (doing business as ExchangeRight Essential Income REIT) filed a Form 8‑K on June 1, 2026 announcing it sold 34,106 Class ER‑A common shares on May 28, 2026 as part of an ongoing private placement offering. The shares were sold under a continuous Private Offering of up to $2.165 billion in common shares across multiple classes. The Company reported paying $65,000 in aggregate selling commissions in connection with this sale.

Key Details

• Private Offering size authorized: up to $2.165 billion of common shares (multiple share classes).
• Shares sold on May 28, 2026: 34,106 Class ER‑A Common Shares, totaling $1,000,000 in gross proceeds.
• Selling commissions: $65,000 paid in connection with the transaction.
• Exemption relied upon: Section 4(a)(2) of the Securities Act and Rule 506(c) of Regulation D (private placement exemption).

Why It Matters
This filing shows the company is raising capital through a Regulation D private offering, which can provide funds for operations, acquisitions or debt management without registering shares for public sale. For investors, such issuances can dilute existing ownership if the company continues to issue shares; the filing also confirms the offering is being conducted under an exempt private placement framework (Rule 506(c)), which typically targets accredited investors. The 8‑K also includes the company’s standard forward‑looking statements cautionary language.