ExchangeRight Income Fund·8-K

Jun 4, 1:02 PM ET

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ExchangeRight Income Fund 8-K

Research Summary

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ExchangeRight Income Fund Sells Class D Shares in Private Offering

What Happened

  • ExchangeRight Income Fund filed a Form 8-K on June 4, 2026 reporting that on June 1, 2026 it sold 29,913 Class D Common Shares in its ongoing private placement, receiving aggregate gross proceeds of $825,000.
  • The sale was part of a continuous private offering of up to $2.165 billion of various classes of common shares (including Class I, A, S, D and ER-series classes) and was made in reliance on Section 4(a)(2) of the Securities Act and Rule 506(c) of Regulation D.

Key Details

  • Shares sold: 29,913 Class D Common Shares.
  • Gross proceeds: $825,000 (price per share determined as of each issuance date).
  • Offering size: continuous private offering of up to $2.165 billion across multiple share classes.
  • Exemption: Issuance relied on Securities Act exemption (Section 4(a)(2) and Rule 506(c)).

Why It Matters

  • This filing documents a capital raise through a private placement, which increases the company’s equity outstanding and provides cash for operations or growth.
  • The disclosed sale is small relative to the maximum $2.165 billion offering, but continued issuances under the offering could dilute existing shareholders over time.
  • Investors should watch for additional 8-Ks or periodic reports that disclose further share issuances, offering terms, and how proceeds are used. The filing also includes standard forward-looking statement disclosures.