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) ~~June~~July 118, 2026

JLL Income Property Trust, Inc.

(Exact name of registrant as specified in its charter)

Maryland

000-51948

20-1432284

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS employer
Identification No.)

333 West Wacker Drive, Chicago, IL

60606

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (312) 897-4000

N/A

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: None

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 communications 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐

Item 57.0701 - ~~Submission~~Regulation ofFD ~~Matters to a Vote of Security Matters~~Disclosure.

On ~~June~~July 118, 2026, JLL Income Property Trust, ~~Inc.~~issued ~~(the~~a ~~"Company")~~press ~~held~~release ~~its~~announcing ~~annual~~that ~~meeting~~as of ~~stockholders~~July as1, ~~a virtual meeting (the “Annual Meeting”). Stockholders representing 106~~2026,~~403,096,~~ orits ~~51.19%,~~Board of ~~the~~Directors ~~shares~~declared ofa ~~the~~monthly ~~Company’s~~dividend ~~common~~of ~~stock,~~ $0.010525 ~~par value~~ per share ~~(the~~for ~~“Common~~July ~~Stock”), outstanding as of March 13,~~ 2026 ~~(the “Record Date”) were present in person or were represented at the meeting by proxy~~.

The ~~purpose~~full text of ~~this~~the ~~meeting~~press ~~was~~release is attached as Exhibit 99.1 to ~~consider~~this Current Report on Form 8-K and ~~vote~~is ~~upon~~incorporated ~~the~~by ~~following~~reference ~~three~~herein. ~~proposals:~~

1.The ~~election~~information in this Current Report is furnished pursuant to Item 7 and shall not be deemed to be “filed” for the purpose of ~~nine~~Section ~~directors~~18 of the Securities Exchange Act of 1934 or otherwise subject to ~~our~~the ~~board~~liabilities of ~~directors~~that ~~for~~section. This information will not be deemed an admission as to the ~~ensuing~~materiality ~~year;~~of any information contained herein that is required to be disclosed solely by Regulation FD.

2Item 9.~~The~~01 ~~three~~- ~~separate~~Financial ~~proposals~~Statements ~~to make amendments to our Second Articles of Amendment~~ and ~~Restatement; and~~Exhibits.

~~3.The ratification of the appointment of KPMG LLP~~ (~~“KPMG”~~d) ~~as our independent registered public accounting firm for the year ending December 31, 2026~~ Exhibits.

Each of the nominees received a majority of the votes cast for such nominee, the stockholders ratified the appointment of KPMG LLP, and the proposals to amend the Second Articles of Amendment and Restatement did not receive the required vote of a majority of outstanding shares to be approved. The votes cast with respect to each proposal were as follows:


Exhibit Number			Description
99.1			Press release issued by JLL Income Property Trust on July 8, 2026 announcing the declaration of a dividend for July 2026.

Proposal 1: Election of Directors

	Votes For	Votes Withheld	Broker Non Votes	Total
Lynn C. Thurber	79,170,739	9,917,574	17,314,783	106,403,096
Mark Denien	85,220,284	3,868,029	17,314,783	106,403,096
Tamara D. Fischer	85,277,309	3,811,004	17,314,783	106,403,096
Bradley J. Gries	79,311,289	9,777,024	17,314,783	106,403,096
Lisa L. Kaufman	79,270,310	9,818,003	17,314,783	106,403,096
Douglas A. Lindgren	85,221,692	3,866,621	17,314,783	106,403,096
Willian E. Sullivan	85,155,998	3,932,315	17,314,783	106,403,096
C. Allan Swaringen	85,065,039	4,023,274	17,314,783	106,403,096
Robin Zeigler	85,262,419	3,825,894	17,314,783	106,403,096

Proposal 2: Charter Amendments

	Votes For	Votes Against	Abstentions	Broker Non Votes	Total
Clarification of Stockholder Voting Right	84,176,701	1,103,938	3,807,674	17,314,783	106,403,096
Stockholder Approval of Mergers and Similar Transactions	83,779,682	1,376,765	3,931,866	17,314,783	106,403,096
Limitations on Board Authority to Amend the Charter	84,139,297	1,290,784	3,658,232	17,314,783	106,403,096

Proposal 3: Ratification of KPMG LLP Appointment

Votes For			Votes Against			Abstentions			Total
102,259,933			946,767			3,196,396			106,403,096

A “broker non vote” occurs when a broker does not vote on a matter on the proxy card because the broker does not have discretionary voting power for that particular matter and has not received voting instructions from the beneficial owner.

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.


JLL INCOME PROPERTY TRUST, INC.

By:			/s/ Gregory A. Falk
			Name: Gregory A. Falk
			Title: Chief Financial Officer and Treasurer

Date: ~~June~~July 159, 2026

EXHIBIT INDEX


Exhibit Number			Description
99.1			Press release issued by JLL Income Property Trust on July 8, 2026 announcing the declaration of a dividend for July 2026.

Filing Compare · JLL Income Property Trust, Inc.