Hines Global Income Trust Inc.

11/13/2026 | Press release | Distributed by Public on 11/13/2026 15:53

Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and the notes thereto included in Item 1 in this Quarterly Report on Form 10-Q. The following discussion should also be read in conjunction with our audited consolidated financial statements and the notes thereto and "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report on Form 10-K for the year ended December 31, 2025.
Cautionary Note Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Such statements include statements concerning future financial performance and distributions, future debt and financing levels, acquisitions and investment objectives, payments to HGIT Advisors LP (the "Advisor"), and its affiliates and other plans and objectives of management for future operations or economic performance, or assumptions or forecasts related thereto as well as all other statements that are not historical statements. These statements are only predictions. We caution that forward-looking statements are not guarantees. Actual events or our investments and results of operations could differ materially from those expressed or implied in forward-looking statements. Forward-looking statements are typically identified by the use of terms such as "may," "should," "expect," "could," "intend," "plan," "anticipate," "estimate," "believe," "continue," "predict," "potential" or the negative of such terms and other comparable terminology.
The forward-looking statements included in this Quarterly Report on Form 10-Q are based on our current expectations, plans, estimates, assumptions and beliefs that involve numerous risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions, the availability of future financing and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Any of the assumptions underlying forward-looking statements could prove to be inaccurate. To the extent that our assumptions differ from actual results, our ability to meet such forward-looking statements, including our ability to generate positive cash flow from operations, pay distributions to our shareholders and maintain the value of any real estate investments and real estate-related investments in which we may hold an interest in the future, may be significantly hindered.
The following are some of the risks and uncertainties, which could cause actual results to differ materially from those presented in certain forward-looking statements:
- Risks associated with adverse changes in general economic or local market conditions, including the impact of tariffs, inflation, higher interest rates, higher gas prices, a shutdown of the U.S. federal government, the war between the United States and Iran, and the conflicts in Ukraine and the Middle East, which may adversely affect the markets in which we and our tenants operate;
- Whether we will be successful in raising substantial additional capital, and whether we will have the opportunity to invest offering and distribution reinvestment plan proceeds to acquire properties or other investments rather than using such proceeds to redeem shares or for other purposes, and if proceeds are available for investment, our ability to make such investments in a timely manner and at appropriate amounts that provide acceptable returns;
- Competition for tenants and real estate investment opportunities, including competition with other programs sponsored by or affiliated with Hines Interests Limited Partnership ("Hines");
- Our reliance on our Advisor, Hines and affiliates of Hines for our day-to-day operations and the selection of real estate investments, and our Advisor's ability to attract and retain high-quality personnel who can provide service at a level acceptable to us;
- Our ability to complete acquisitions of properties under contract;
- Risks associated with conflicts of interests that result from our relationship with our Advisor and Hines, as well as conflicts of interests certain of our officers and directors face relating to the positions they hold with other entities;
- The potential need to fund tenant improvements, lease-up costs or other capital expenditures, as well as increases in property expenses and costs of compliance with environmental matters or discovery of previously undetected environmentally hazardous or other undetected adverse conditions at our properties;
- The availability and timing of distributions we may pay is uncertain and cannot be assured;
- Our distributions have been paid using cash flows from financing activities, including proceeds from our public offerings, as well as cash from the waiver of fees by our Advisor, and some or all of the distributions we pay in the future may be paid from similar sources or sources such as cash advances by our Advisor, cash resulting from a waiver or deferral of fees, borrowings and/or proceeds from our public offerings. When we pay distributions from sources other than our cash flow from operations, we will have less funds available for the acquisition of properties, and your overall return may be reduced;
- Risks associated with debt, our ability to secure financing and our ability to comply with covenants in our debt agreements;
- Catastrophic events, such as hurricanes, earthquakes, fires, tornadoes and terrorist attacks; and our ability to secure adequate insurance at reasonable and appropriate rates;
- The failure of any bank in which we deposit our funds could reduce the amount of cash we have available to pay distributions and make additional investments;
- Changes in governmental, tax, real estate and zoning laws and regulations and the related costs of compliance and increases in our administrative operating expenses, including expenses associated with operating as a public company;
- International investment risks, including the burden of complying with a wide variety of foreign laws and the uncertainty of such laws, the tax treatment of transaction structures, political and economic instability, foreign currency fluctuations, and inflation and governmental measures to curb inflation may adversely affect our operations and our ability to make distributions;
- The lack of liquidity associated with our assets; and
- Our ability to continue to qualify as a real estate investment trust ("REIT") for U.S. federal income tax purposes.
These risks are more fully discussed in, and all forward-looking statements should be read in light of, all of the risk factors under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2025.
You are cautioned not to place undue reliance on any forward-looking statements included in this Quarterly Report on Form 10-Q. All forward-looking statements are made as of the date of this Quarterly Report on Form 10-Q and the risk that actual results will differ materially from the expectations expressed in this Quarterly Report on Form 10-Q may increase with the passage of time. In light of the significant uncertainties inherent in the forward-looking statements included in this Quarterly Report on Form 10-Q, the inclusion of such forward-looking statements should not be regarded as a representation by us or any other person that the objectives and plans set forth in this Quarterly Report on Form 10-Q will be achieved. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by reference to these risks and uncertainties. Each forward-looking statement speaks only as of the date of the particular statement, and we do not undertake to update any forward-looking statement.
Overview
Hines Global Income Trust, Inc. (the "Company" or "Hines Global") is a Maryland corporation formed to invest in a diversified portfolio of quality commercial real estate properties and other real estate investments located throughout the United States and internationally. Hines Global is sponsored by Hines, a fully integrated global real estate investment and management firm that has acquired, developed, owned, operated and sold real estate for over 69 years. The Company elected to be taxed as a REIT for U.S. federal income tax purposes beginning with its taxable year ended December 31, 2015.
We raise capital for our investments through continuous public offerings of our common stock (collectively, the "Public Offerings"). We commenced our initial public offering of up to $2.5 billion in shares of our common stock in August 2014 and launched our most recent public offering, our fourth public offering of up to $2.5 billion in shares of common stock, on February 4, 2025. It is our intention to conduct a continuous offering that will not have a predetermined duration, subject to continued compliance with the rules and regulations of the SEC and applicable state laws. In order to execute this strategy in compliance with federal securities laws, we intend to file new registration statements to replace existing registration statements, such that there will not be any lag from one offering to the next. As of September 30, 2026, we had received aggregate gross offering proceeds of $4.5 billion from the sale of 431.1 million shares through our Public Offerings, including shares issued pursuant to our distribution reinvestment plan.
In addition to our Public Offerings, through our Operating Partnership, we have a program to raise up to $3.0 billion of capital through private placement offerings exempt from registration under the Securities Act by selling beneficial interests in specific Delaware statutory trusts holding real properties (the "DST Program"). As of September 30, 2026, we held ten properties through the DST Program, and have raised net offering proceeds of $1.8 billion through the DST Program offerings.
We intend to continue to meet our primary investment objectives by investing in a portfolio of quality commercial real estate properties and other real estate investments that relate to properties that are generally diversified by property type, geographic area, lease expirations and tenant industries. As of September 30, 2026, we owned direct real estate investments in 59 properties totaling 27.7 million square feet that were 92% leased.
Summary of 2026 Activities
Presented below are highlights of our activities during the nine months ended September 30, 2026:
Capital Raising and Performance
•We raised $423.0 million of gross proceeds from the sale of common stock through our public offerings, including shares issued pursuant to our distribution reinvestment plan. Additionally, we raised net offering proceeds of $595.7 million through the DST Program.
•We declared distributions of $147.4 million. Our gross annualized distribution rate has remained at $0.625 per share since January 2019.
•We redeemed $183.0 million in shares of our common stock pursuant to our share redemption program.
•Recent years have been characterized by challenging macroeconomic conditions and elevated interest rates. Despite this environment, Hines Global maintained its stable annualized distribution rate of $0.625 and had a year-to-date total return of 4.88% for Class I shares for the nine months ended September 30, 2026, and 6.46% for the year ended December 31, 2025. Total return is calculated as the change in our NAV per share during the respective period, assuming any distributions are reinvested in accordance with our distribution reinvestment plan. Management believes total return is a useful measure of the overall investment performance of our shares. Refer to "Performance Summary of Share Classes" below for a more comprehensive summary of the performance of all our share classes.
•In April 2026, we issued 21.1 million OP Units in exchange for DST interests for a net investment of $207.1 million.
Investments and Financing Activities
•We acquired ten investment properties for an aggregate net purchase price of $1.1 billion. See Note 3- Investment Property for additional information regarding these acquisitions.
•We sold five investment properties for an aggregate net sale price of $313.4 million. See Note 3- Investment Property for additional information regarding these dispositions.
Our Real Estate Portfolio
We intend to continue to meet our primary investment objectives by investing in a portfolio of quality commercial real estate properties and other real estate investments that relate to properties that are generally diversified by property type, geographic area, lease expirations and tenant industries. As of September 30, 2026, we owned interests in 59 real estate investments consisting of 27.7 million square feet of leasable space that was 92% leased. The following chart depicts the percentage of our portfolio's investment types based on the estimated value of each real estate investment as of September 30, 2026 ("Estimated Values"), which are consistent with the values used to determine our NAV per share on that date.
The following chart depicts the location of our real estate investments as of September 30, 2026. Approximately 74% of our portfolio is located throughout the United States and approximately 26% is located internationally, based on the Estimated Values.
The following table provides additional information regarding each of our properties, including DST properties, and is presented as of September 30, 2026 except as described in the footnotes below.
Property Location Date Acquired Leasable Square Feet Percent Leased
Office Investments
Domestic Office
Cottonwood Corporate Center Salt Lake City, Utah 7/2016 486,443 95 %
1015 Half Street Washington D.C. 5/2021 403,514 82 %
Waypoint Torrance, California 12/2021 146,478 97 %
Liberty Station San Diego, California 1/2022 187,230 96 %
1315 N. North Branch Chicago, Illinois 2/2022 108,267 85 %
200 Park Place Houston, Texas 7/2022 206,943 100 %
IBM 500 Campus Durham, North Carolina 12/2023 773,885 100 %
405 Colorado Austin, Texas 7/2026 205,803 100 %
Total Domestic Office 2,518,563 95 %
International Office
Worship Square London, United Kingdom 11/2025 139,639 97 %
Total International Office 139,639 97 %
Total Office 2,658,202 95 %
Industrial Investments
Domestic Industrial
Bassett Technology Park Santa Clara, California 8/2020 422,591 90 %
6000 Schertz Schertz, Texas 12/2020 1,262,294 100 %
900 Patrol Road Jeffersonville, Indiana 5/2021 1,015,740 100 %
I-70 Logistics Center Columbus, Ohio 8/2023 697,829 100 %
Upton Crossing Wilmington, Massachusetts 5/2025 214,680 100 %
Georgia International Trade Center (1)
Rincon, Georgia 5/2025 2,234,636 100 %
I-85 Logistics Center Piedmont, South Carolina 5/2025 408,240 100 %
Castings Commerce Center Columbus, Ohio 8/2026 862,241 96 %
Total Domestic Industrial 7,118,251 99 %
International Industrial
Fresh Park Venlo Venlo, Netherlands 10/2018 3,411,813 91 %
ABC Westland The Hague, Netherlands 5/2019 1,777,547 96 %
Gdańsk PL II Gdańsk, Poland 9/2019 346,996 100 %
Łódź Urban Logistics Łódź, Poland 9/2019 387,672 100 %
Nexus Barajas (2)
Madrid, Spain 6/2020 717,834 17 %
(2)
Wakefield Logistics Wakefield, United Kingdom 7/2020 207,115 100 %
Central City Coventry Coventry, United Kingdom 3/2022 399,124 100 %
Tortona Logistics Tortona, Italy 12/2024 1,713,518 84 %
Diemelstadt Logistics Diemelstadt, Germany 8/2026 732,040 100 %
Total International Industrial 9,693,659 87 %
Total Industrial 16,811,910 92 %
Residential/Living Investments
Domestic Residential/Living
The Alloy (1)
College Park, Maryland 11/2019 230,362 94 %
The Emerson (1)
Centreville, Virginia 1/2020 328,341 90 %
Property Location Date Acquired Leasable Square Feet Percent Leased
Center Place
Providence, Rhode Island 12/2021 242,261 92 %
Gables Station (1)
Miami, Florida 8/2022 612,992 98 %
EMME Chicago, Illinois 6/2023 134,908 93 %
Diridon West (1)
San Jose, California 1/2024 197,774 95 %
Duboce Apartments San Francisco, California 9/2024 70,511 91 %
E2 Apartments (1)
Evanston, Illinois 12/2024 304,041 95 %
Runway - Living (3)
Los Angeles, California 9/2025 384,621 97 %
Left Bank (1)
Chicago, Illinois 11/2025 345,320 93 %
99 West Paces Atlanta, Georgia 9/2026 377,318 91 %
Bishop Arts - Living (3)
Dallas, Texas 9/2026 438,185 91 %
Total Domestic Residential/Living 3,666,634 94 %
International Residential/Living
Montrose Student Residences Dublin, Ireland 3/2017 51,649 90 %
(4)
Queen's Court Student Residences Reading, United Kingdom 10/2017 105,895 85 %
(4)
Glasgow West End Glasgow, United Kingdom 9/2019 232,428 85 %
(4)
Total International Residential/Living 389,972 86 %
Total Residential/Living 4,056,606 93 %
Retail Investments
Domestic Retail
Rookwood (1)
Cincinnati, Ohio 1/2017 594,407 96 %
Waverly Place Cary, North Carolina 6/2022 207,799 90 %
Montrose Collective (1)
Houston, Texas 7/2025 189,212 97 %
Runway - Retail (3)
Los Angeles, California 9/2025 255,277 91 %
Clay Terrace Carmel, Indiana 12/2025 493,423 95 %
Wicker Park Chicago, Illinois 6/2026 183,308 100 %
Design Center of the Carolinas Charlotte, North Carolina 7/2026 231,762 94 %
Bishop Arts - Retail (3)
Dallas, Texas 9/2026 49,146 98 %
Total Domestic Retail 2,204,334 95 %
International Retail
Junction 27 Leeds, United Kingdom 3/2025 131,136 100 %
The Peel Centre Bracknell, United Kingdom 6/2025 168,342 88 %
Junction One Liverpool, United Kingdom 5/2026 190,878 95 %
Total International Retail 490,356 94 %
Total Retail 2,694,690 95 %
Other Investments(5)
5301 Patrick Henry Santa Clara, California 2/2021 129,199 100 %
Bradley Business Center Chicago, Illinois 11/2021 468,162 90 %
WGN Studios Chicago, Illinois 11/2021 131,515 100 %
Burbank Media Studios (1)
Burbank, California 2/2022 85,285 100 %
NE Walker Road (6)
Hillsboro, Oregon 4/2022 212,363 - %
Nashville Self Storage Portfolio (7)
Nashville, Tennessee 7/2022 354,537 86 %
Sutter Medical Plaza Sacramento, California 10/2024 143,210 100 %
Total Other 1,524,271 80 %
Total for All Investments 27,745,679 92 %
(1)Held through our DST Program as of September 30, 2026. See "Note 4 - DST Program" for additional information.
(2)In September 2026, we completed the redevelopment of the Madrid Airport Complex into Nexus Barajas, a three-building, 700,000-square-foot Class A logistics park. We are actively marketing the property for lease and expect it to reach stabilization in mid-2027.
(3)Mixed-use property comprised of a residential/living property and a retail property.
(4)Represents the average projected occupancy for these projects over the 2026/2027 academic year based on leases signed to date. Leases at student
housing properties are signed in advance of an academic year and units in our student housing properties are considered occupied if we have a signed lease for the unit for the academic year and have not issued a refund for the unit even if the property is not physically occupied.
(5)Includes properties that do not meet any of the other asset categories. As of September 30, 2026, these properties include a manufacturing research and design campus, a local TV network studio, a self-storage portfolio, and mixed-use facilities.
(6)The tenant's lease expired on December 31, 2025 and the tenant vacated. The Company is evaluating options for the re-leasing of the property and/or sale.
(7)Nashville Self Storage Portfolio is comprised of five self storage properties located in greater Nashville, Tennessee.
NAV and Distributions
We began determining our NAV per share on a monthly basis in January 2018. As noted in the chart below, the NAV increased between the beginning of 2018 and the end of 2019, but fell to a low of $9.71 as of April 30, 2020 driven primarily by the adverse impact on global commercial activity and volatility in financial markets caused by the Coronavirus pandemic, which affected the performance and value of our investment properties during that time. Further, despite a strong performance during 2021 and the first half of 2022, our NAV per share fell from its peak in June 2022, primarily as a result of higher interest rates and challenging macroeconomic conditions. Set forth below is additional historical information regarding our NAV per share since February 29, 2016 (the date as of which our board of directors first determined an NAV per share).
1.Please see our Current Reports on Form 8-K for additional information concerning the NAV per share determined as of prior dates.
2.Our board of directors determined an NAV per share of $9.03 as of February 29, 2016. Prior thereto, $8.92 was considered to be the "net investment value" per share of our common stock, which was equal to the offering price per share of $10.00 in effect at that time, as arbitrarily determined by our board of directors, net of the applicable selling commissions, dealer manager fees and issuer costs.
We declare distributions monthly with the authorization of our board of directors. Set forth below is information regarding our historical gross annualized distribution rate, excluding any applicable distribution and stockholder servicing fees, since October 1, 2014 (the date our board first authorized distributions to be declared). As illustrated in the chart below, our gross annualized distribution rate has remained at $0.625 per share since January 2019.
1.With the authorization of our board of directors, we declared distributions as of daily record dates and paid them on a monthly basis through December 31, 2017. Beginning in January 2018, we began declaring, and intend to continue to declare, distributions as of monthly record dates and pay them on a monthly basis.
2.We have not generated and we may continue to be unable to generate sufficient cash flows from operations to fully fund distributions. Therefore, some or all of our distributions have been and may continue to be paid at least partially from other sources, such as proceeds from the sales of assets, proceeds from our debt financings, proceeds from our public offerings, cash advances by our Advisor and/or cash resulting from a waiver or deferral of fees. See "- Financial Condition, Liquidity and Capital Resources" for additional information concerning our distributions.
Performance Summary
The tables presented below disclose the total returns for each of our share classes. The total returns shown reflect the percent change in the NAV per share from the beginning of the applicable period, plus the amount of any distribution per share declared during the period. The total returns shown are calculated assuming reinvestment of distributions pursuant to our distribution reinvestment plan, are derived from unaudited financial information, and are net of all Hines Global expenses, including general and administrative expenses, transaction-related expenses, management fees, the performance participation allocation, and share class specific fees, but exclude the impact of early redemption deductions on the redemption of shares that have been outstanding for less than one year. Total returns may be lower for some periods if calculated assuming that distributions were not reinvested. The returns have been prepared using unaudited data and valuations of the underlying investments in our portfolio, which are estimates of fair value and form the basis for our NAV per share. Valuations based upon unaudited reports from the underlying investments may be subject to later adjustments, may not correspond to realized value and may not accurately reflect the price at which assets could be liquidated. Past performance is not a guarantee of future results. Actual returns realized by individual stockholders will vary.
The table below discloses the total returns for the classes of shares that are available for investment:
As of September 30, 2026
Share Class (1)
YTD 1-Year 3-Year 5-Year ITD
Class I Shares (2)
4.88 % 6.67 % 5.20 % 5.23 % 6.48 %
Class D Shares (2)
4.68 % 6.41 % 4.94 % 4.96 % 6.22 %
Class S Shares (No Sales Load) (3)
4.22 % 5.77 % 4.31 % 4.34 % 5.52 %
Class S Shares (With Sales Load) (4)
0.53 % 2.03 % 3.08 % 3.60 % 5.10 %
Class T Shares (No Sales Load) (3)
4.10 % 5.61 % 4.15 % 4.18 % 5.43 %
Class T Shares (With Sales Load) (4)
0.42 % 1.88 % 2.92 % 3.45 % 5.00 %
(1)The inception date for Class I, Class D, Class S and Class T Shares is December 6, 2017.
(2)Class I Shares and Class D Shares are sold without an upfront sales load.
(3)Class S Shares and Class T Shares listed as (No Sales Load) exclude up-front selling commissions and dealer manager fees.
(4)Class S Shares and Class T Shares listed as (With Sales Load) reflect the returns after the maximum up-front selling commission and dealer manager fees, which total 3.5% for both share classes.
The table below discloses the total returns for the classes of shares that were sold in the Initial Offering, but are no longer available for investment:
As of September 30, 2026
Share Class (1)
YTD 1-Year 3-Year 5-Year ITD
Class AX Shares (No Sales Load) 4.88 % 6.67 % 5.20 % 5.23 % 7.17 %
Class AX Shares (With Sales Load) N/A N/A N/A N/A 6.15 %
Class TX Shares (No Sales Load) N/A N/A N/A N/A 7.45 %
Class TX Shares (With Sales Load) N/A N/A N/A N/A 6.66 %
Class IX Shares (No Sales Load) N/A N/A N/A N/A 6.89 %
Class IX Shares (With Sales Load) N/A N/A N/A N/A 6.75 %
(1)The inception date for Class AX Shares, Class TX Shares, and Class IX Shares are October 1, 2014, September 1, 2015, and May 1, 2017, respectively. There were no Class TX Shares outstanding on and after June 30, 2023 and there were no Class IX Shares outstanding on and after September 30, 2023, as all previously issued and outstanding Class TX Shares and Class IX Shares had been redeemed or converted to Class AX Shares or Class JX Shares, respectively, as of those respective dates. The table above presents total returns for the Class TX Shares and Class IX Shares from inception through the date the last shares were converted to Class AX Shares and Class JX Shares, respectively. The total returns presented for Class AX Shares pertain to Class AX Shares that were originally issued as Class AX Shares when they were purchased.
Critical Accounting Policies
Each of our critical accounting policies involve the use of estimates that require management to make assumptions that are subjective in nature. Management relies on its experience, collects historical and current market data, and analyzes these assumptions in order to arrive at what it believes to be reasonable estimates. In addition, application of these accounting policies involves the exercise of judgment regarding assumptions as to future uncertainties. Actual results could materially differ from these estimates. For a discussion of significant accounting policies, see Note 2-Summary of Significant Accounting Policies to the accompanying condensed consolidated financial statements. Also, a disclosure of our critical accounting policies is included in our Annual Report on Form 10-K for the year ended December 31, 2025 under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations." There have been no significant changes to our policies during 2026.
Financial Condition, Liquidity and Capital Resources
Our principal demands for funds are to make real estate investments, including investments in real estate-related securities and capital expenditures, for the payment of operating expenses and distributions, for the redemption of shares of our common stock pursuant to our share redemption program, and for the payment of principal and interest on any indebtedness we incur. Generally, we expect to meet operating cash needs from our cash flows from operating activities, and we expect to fund our investments and capital expenditures using proceeds from our public offerings, debt proceeds and proceeds from the sales of real estate investments.
Interest rates have been elevated in recent years. To reduce our exposure to continued higher interest rates, we use interest rate contracts on our variable-rate debt. Approximately 75% of our total debt outstanding as of September 30, 2026 has fixed interest rates or has been effectively fixed through the use of interest rate caps. Additionally, we have moderated our use of leverage in recent periods compared to our historical averages to further limit our exposure to higher interest rates.
The following discussions provide additional details regarding our cash flows.
Cash Flows from Operating Activities
Our real estate properties generate cash flow in the form of rental revenues, which are used to pay leasing costs, property-level operating expenses, and interest payments. Additionally, we incur corporate level expenses such as general and administrative expenses, asset management fees, and the performance participation allocation.
Cash flows from operating activities for the nine months ended September 30, 2026 decreased by $22.5 million compared to the same period in the prior year. We generally expect cash flows from operating activities to increase as we acquire properties and decrease as we sell properties. However, the following factors also contributed to the decrease in the current period:
•We paid a performance participation allocation of $24.8 million to our Advisor during the first quarter of 2026. There were no performance participation allocation payments made in 2025.
•During the nine months ended September 30, 2026, we made $22.7 million of additional payments of interest on our financing obligation in connection with our DST Program.
•During the nine months ended September 30, 2026, cash payments for tenant inducements and leasing commissions were $8.6 million higher than the nine months ended September 30, 2025.
Cash Flows from Investing Activities
Net cash used in investing activities for the nine months ended September 30, 2026 and 2025, were primarily due to the following:
Nine months ended September 30, 2026
•Payments of $1.1 billion related to the acquisition of ten properties.
•We received net proceeds of $305.9 million, primarily from the sales of the Promenade Shops at Briargate, Eastgate Park and the three U.K. Industrial properties.
•Capital expenditures of $37.0 million at our investment properties.
•Payments of $55.2 million to purchase real estate-related securities. We also received proceeds of $52.1 million from the sale of real estate-related securities.
•Payments of $5.5 million to enter into new interest rate contracts. We received payments of $19.1 million from counterparties in relation to these interest rate contracts.
Nine months ended September 30, 2025
•Payments of $969.9 million, primarily related to the acquisition of eight properties.
•We received net proceeds of $183.5 million from the sale of Maintal Logistics.
•Capital expenditures of approximately $64.7 million at our investment properties.
•Payments of $67.4 million to purchase real estate-related securities. We also received proceeds of $46.5 million from the sale of real estate-related securities.
•Payments of $14.0 million to enter into new interest rate contracts.
•We received payments of $20.1 million from counterparties in relation to our positions in interest rate contracts.
Cash Flows from Financing Activities
Our Offerings
We raised gross proceeds of $346.6 million and $311.7 million from our public offerings during the nine months ended September 30, 2026 and 2025, respectively, excluding proceeds from the distribution reinvestment plan. In addition, during the nine months ended September 30, 2026 and 2025, we redeemed $183.0 million and $178.0 million in shares of our common stock pursuant to our share redemption program, respectively.
In addition to the investing activities described previously, we use proceeds from our Public Offerings to make certain payments to our Advisor, our Dealer Manager and Hines and its affiliates during the various phases of our organization and operation which include, without limitation, payments to our Dealer Manager for selling commissions, dealer manager fees, distribution and stockholder servicing fees and payments to our Advisor for reimbursement of organization and offering costs. During the nine months ended September 30, 2026 and 2025, we made payments of $13.0 million and $12.8 million, respectively, for selling commissions, dealer manager fees, organization and offering costs and distribution and stockholder servicing fees related to our Public Offerings. The change in these fees is generally attributable to the amount of offering proceeds raised, but is also impacted by variations in the amount of each share class sold during the year.
During the nine months ended September 30, 2026 and 2025, we received net offering proceeds of $595.7 million and $559.6 million related to the DST Program, respectively. We held ten properties through the DST Program as of September 30, 2026. In April 2026, we issued 21.1 million OP Units in a non-cash exchange for DST interests related to the 200 Park Place and EMME DSTs.
Distributions
With the authorization of our board of directors, we declared distributions monthly from January 2019 through October 2026 at a gross distribution rate of $0.05208 per month ($0.625 annualized) for each share class less any applicable distribution and stockholder servicing fees. Distributions are made on all classes of the Company's common stock at the same time. All distributions were or will be paid in cash or reinvested in shares of the Company's common stock for those participating in our distribution reinvestment plan and have been or will be paid or issued, respectively, on the first business day following the completion of the month to which they relate. Distributions reinvested pursuant to our distribution reinvestment plan were or will be reinvested in shares of the same class as the shares on which the distributions are made. Some or all of the cash distributions may be paid from sources other than cash flows from operations, as described below.
Distributions paid to stockholders and OP Unitholders during the nine months ended September 30, 2026 and 2025 were $153.4 million and $124.5 million, respectively, including those reinvested in shares pursuant to our distribution reinvestment plan. We have not generated and we may continue to be unable to generate sufficient cash flows from operations to fully fund distributions paid. Therefore, some or all of our distributions have been, and may continue to be, paid at least partially from other sources, such as proceeds from the issuance of shares pursuant to our distribution reinvestment plan, proceeds from the sales of assets and proceeds from our debt financings. We have not placed a cap on the amount of distributions that may be paid from any of these sources. For example, for the nine months ended September 30, 2026 and September 30, 2025, we funded 30% and 8% of total distributions with cash flows from other sources, respectively, which may include cash flows from investing activities, such as proceeds from the sale of assets or cash flows from financing activities, such as proceeds from our debt financings.
The following table outlines our total distributions declared to stockholders and OP Unitholders for each of the three and nine month periods ended September 30, 2026 and 2025, including the breakout between the distributions declared in cash and those reinvested pursuant to our distribution reinvestment plan (in thousands, except percentages).
For the Three Months Ended September 30, 2026
For the Three Months Ended September 30, 2025
Amount Percentage Amount Percentage
Distributions
Paid in cash (1)
$ 24,843 48 % $ 19,986 46 %
Reinvested in shares 26,405 52 % 23,084 54 %
Total $ 51,248 100 % $ 43,070 100 %
Sources of Distributions
Cash flows from operating activities $ 17,130 33 % $ 19,986 46 %
DRP (2)
26,405 52 % 23,084 54 %
Cash flows from other sources (3)
7,713 15 % - - %
Total $ 51,248 100 % $ 43,070 100 %
For the Nine Months Ended September 30, 2026 For the Nine Months Ended September 30, 2025
Amount Percentage Amount Percentage
Distributions
Paid in cash (1)
$ 70,117 48 % $ 58,214 46 %
Reinvested in shares 77,255 52 % 67,428 54 %
Total $ 147,372 100 % $ 125,642 100 %
Sources of Distributions
Cash flows from operating activities $ 25,641 18 % $ 48,128 38 %
DRP (2)
77,255 52 % 67,428 54 %
Cash flows from other sources (3)
44,476 30 % 10,086 8 %
Total $ 147,372 100 % $ 125,642 100 %
(1)Includes distributions paid to noncontrolling interest holders, and is net of the ongoing distribution and stockholder servicing fees paid to the Dealer Manager with respect to Class T, Class S and Class D shares.
(2)Stockholders may elect to have their distributions with respect to shares of our common stock reinvested in additional shares of our common stock through our distribution reinvestment plan ("DRP").
(3)Other sources may include cash flows from investing activities, such as proceeds from the sale of assets or cash flows from financing activities, such as proceeds from our debt financings.
Debt Financings
Our portfolio was approximately 33% leveraged as of September 30, 2026 (based on the most recent valuations of our real estate investments) with a weighted average interest rate of 4.15%, including the effect of interest rate hedges. Below is additional information regarding our loan activity for the nine months ended September 30, 2026 and 2025.
Nine months ended September 30, 2026
•We received proceeds from notes payable of $835.5 million, which is primarily related to drawdowns on our JPMorgan Credit Facility, as well as drawdowns on mortgages for some of our 2026 acquisitions.
•We made $647.3 million in payments on notes payable, which were primarily related to payments on our JPMorgan Credit Facility, $106.2 million related to the payoff of mortgage debt at our U.K. Industrial properties and Eastgate Park and principal payments relating to our permanent mortgage financing.
•We received net proceeds of $595.7 million from our financing obligations related to our DST Program, as described more fully in Note 4 - DST Program. We made payments of $2.4 million related to those financing obligations.
Nine months ended September 30, 2025
•We received proceeds from notes payable of $1.7 billion, which is due to $1.4 billion in draws on our JPMorgan Credit Facility and approximately $245 million in proceeds from our Private Placement. See Note 5-Debt Financing for more information.
•We made payments on notes payable of $1.2 billion, which included $1.2 billion in payments on our JPMorgan Credit Facility, $16.2 million in payments related to the payoff of the mortgage related to Maintal Logistics as a result of the sale of the property and principal payments relating to our permanent mortgage financing.
Results of Operations
Three Months Ended September 30, 2026 compared to the Three Months Ended September 30, 2025
The table below includes information regarding changes in our results of operations for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, including explanations for significant changes and any significant or unusual activity. As described more completely below, most amounts increased in the current period as a result of significant additional investments in real estate. All amounts are in thousands, except for percentages:
Three Months Ended September 30, Change
2026 2025 $ %
Revenues:
Rental revenue $ 131,261 $ 102,796 $ 28,465 28 %
Other revenue 5,897 3,780 2,117 56 %
Total revenues 137,158 106,576 30,582 29 %
Expenses:
Property operating expenses 54,545 41,364 13,181 32 %
Depreciation and amortization 53,666 37,892 15,774 42 %
Asset management fees 13,423 10,735 2,688 25 %
Performance participation allocation 9,849 4,997 4,852 97 %
General and administrative expenses 1,812 2,232 (420) (19) %
Total expenses 133,295 97,220 36,075 37 %
Income (loss) before other income (expenses) 3,863 9,356 (5,493)
Other income (expenses):
Gain (loss) on derivative instruments 5,913 1,762 4,151 236 %
Gain (loss) on investments in real estate-related securities (12,850) 5,230 (18,080) (346) %
Gain (loss) on sale of real estate 24,212 - 24,212 *N/A
Foreign currency gains (losses) 859 (878) 1,737 (198) %
Interest expense (48,283) (39,739) (8,544) 22 %
Other income and expenses 3,409 4,550 (1,141) (25) %
Income (loss) before benefit (provision) for income taxes (22,877) (19,719) (3,158) 16 %
Benefit (provision) for income taxes 101 (429) 530 (124) %
Net income (loss) $ (22,776) $ (20,148) $ (2,628) 13 %
*Not a meaningful percentage
Total revenues: The increase in total revenues is primarily the result of our significant acquisition activity. For example, from July 1, 2025 through September 30, 2026, we invested over $2.3 billion in 16 real estate investments. Please refer to our "Same-Store Analysis" below for additional discussion on the results of operations of our same-store properties.
Property operating expenses: The increase in property operating expenses is primarily due to our significant acquisition activity, as described above. Please refer to our "Same-Store Analysis" below for additional discussion on the results of operations of our same-store properties.
Depreciation and amortization: The increase in depreciation and amortization expense is primarily due to our acquisition activity, as described above, partially offset by decreased amortization of lease intangibles, as the original term of certain in-place leases across several of our properties has ended prior to the current period.
Asset management fees: Asset management fees are charged based on the aggregate valuation of our real estate investments, as most recently determined in connection with the determination of our NAV per share. The increase in these fees is primarily due to the additional real estate investments made in recent months.
Performance participation allocation: Through its ownership of the special limited partner interest in the Operating Partnership, the Advisor is entitled to an annual performance participation allocation of 12.5% of the Operating Partnership's total return, subject to investors earning a 5% total return annually. The performance participation allocation accrues monthly and is payable after the completion of each calendar year. The increase in the amount accrued during the current period compared to the same period in the previous year is primarily due to changes in our NAV per share during the periods. Please see "- NAV and Distributions" above for additional information concerning the change in NAV per share.
Gain (loss) on derivative instruments: We enter into interest rate contracts in order to limit our exposure to rising interest rates on our variable interest rate borrowings as well as foreign currency forward contracts as economic hedges against the variability of foreign exchange rates. Gains and losses on such interest rate hedges primarily relate to the position of our interest rate contracts compared to the stabilizing interest rate curves during the periods, and include the effect of $6.0 million and $6.5 million in payments received from counterparties during the three months ended September 30, 2026 and 2025, respectively.
Gain (loss) on investments in real estate-related securities: We hold investments in real estate-related securities, which consist of common equities, preferred equities and debt investments of publicly traded REITs. These amounts include realized gains and losses related to securities sold during the year and unrealized gains and losses based on values determined on a recurring basis. Interest and dividend income associated with such investments are recorded to other income and expenses, as discussed below. The losses recorded during the three months ended September 30, 2026 were primarily due to REIT common equities, which continue to experience volatility due to surging U.S. equity markets and changing interest rate expectations.
Gain (loss) on sale of real estate: Related to the sale of three U.K. Industrial properties in July 2026 and Eastgate Park in August 2026.
Interest expense: Interest expense increased primarily due to our financing obligations in connection with our DST Program and additional indebtedness outstanding during the period resulting from our significant acquisition activity, as described above. Interest expense recorded for the three months ended September 30, 2026 includes $18.6 million in interest expense related to our financing obligation in connection with our DST Program, compared to $13.4 million in the prior year. Additionally, interest expense for the three months ended September 30, 2026 and 2025 excludes $6.0 million and $6.5 million, respectively, earned in relation to payments from counterparties on effective interest rate contracts, which have been recorded to gain (loss) on derivative instruments.
Other income and expenses: Other income and expenses primarily relates to interest and dividend income associated with our investments in real estate-related securities, as well as dividend income received related to our unsold interests in the DST offerings. The decrease is primarily due to the decrease in dividends for unsold interests received with respect to our DST offerings in the three months ended September 30, 2026 compared to the three months ended September 30, 2025.
Same-Store Analysis
We evaluate our consolidated results of operations on a same-store basis, which allows us to analyze our property operating results excluding the effects of acquisitions and dispositions during the periods under comparison. Properties in our portfolio are considered same-store if they were owned and operated for the full periods presented. Same-store properties for the three months ended September 30, 2026 includes 44 properties.
The following table presents a comparison of revenues by reportable segment for the three months ended September 30, 2026 and 2025. In total, revenues increased by $30.6 million, resulting primarily from our recent acquisition activity, as described previously. See below for additional explanations regarding notable changes in same-store revenues. All amounts are in thousands, except for percentages.
Three months ended September 30, Change
2026 2025 $ %
Revenues
Same-store properties
Office investments $ 19,883 $ 19,476 $ 407 2 %
Industrial investments 31,587 30,342 1,245 4 %
Residential/Living investments 29,117 28,764 353 1 %
Retail investments 8,906 9,352 (446) (5) %
Other investments 7,423 9,094 (1,671) (1) (18) %
Total same-store properties $ 96,916 $ 97,028 $ (112) - %
Recent acquisitions 39,065 4,278 34,787 813 %
Disposed properties 1,090 5,270 (4,180) (79) %
Redeveloped properties 87 - 87 *N/A
Total revenues $ 137,158 $ 106,576 $ 30,582 29 %
*Not a meaningful percentage
(1)The decrease is primarily attributable to the expiration of a tenant's lease in December 2025 at NE Walker Road. The property is currently vacant, but the Company is evaluating options for the re-leasing of the property and/or sale. Rental revenues were further decreased due to rent concessions at Bradley Business Center to secure new leasing activity.
The following table presents a comparison of the property operating expenses of each reportable segment for the three months ended September 30, 2026 and 2025. Property operating expenses include the ongoing costs of maintaining our properties. These essential, routine expenses are necessary to ensure the property remains functional and in good condition. Examples of property operating expenses include property taxes, property management fees, insurance, utilities, repairs and maintenance, legal and professional fees, salaries and wages of property management personnel, advertising costs and other miscellaneous services and costs.
In total, property operating expenses increased as a result of our recent acquisition activity, as previously described. All amounts are in thousands, except for percentages.
Three months ended September 30, Change
2026 2025 $ %
Property operating expenses
Same-store properties
Office investments $ 6,739 $ 6,836 $ (97) (1) %
Industrial investments 9,815 9,631 184 2 %
Residential/Living investments 16,713 14,613 2,100 (1) 14 %
Retail investments 3,471 3,731 (260) (7) %
Other investments 2,798 2,823 (25) (1) %
Total same-store properties $ 39,536 $ 37,634 $ 1,902 5 %
Recent acquisitions 14,471 1,765 12,706 720 %
Disposed properties 344 1,856 (1,512) (81) %
Redeveloped properties 194 109 85 78 %
Total property operating expenses $ 54,545 $ 41,364 $ 13,181 32 %
*Not a meaningful percentage
(1)The increase is primarily due to increases in annual property taxes at several of our properties in addition to property tax rebates received in the prior year.
The following table presents a comparison of revenues in excess of property operating expenses by reportable segment for the three months ended September 30, 2026 and 2025. Total revenues in excess of property operating expenses increased primarily as a result of our recent acquisition activity, as previously described. See above for additional explanations of notable changes in same-store revenues in excess of property operating expenses. All amounts below are in thousands, except for percentages.
Three months ended September 30, Change
2026 2025 $ %
Revenues in excess of property operating expenses
Same-store properties
Office investments $ 13,144 $ 12,640 $ 504 4 %
Industrial investments 21,772 20,711 1,061 5 %
Residential/Living investments 12,404 14,151 (1,747) (1) (12) %
Retail investments 5,435 5,621 (186) (3) %
Other investments 4,625 6,271 (1,646) (2) (26) %
Total same-store properties $ 57,380 $ 59,394 $ (2,014) (3) %
Recent acquisitions 24,594 2,513 22,081 879 %
Disposed properties 746 3,414 (2,668) (78) %
Redeveloped properties (107) (109) 2 (2) %
Total revenues in excess of property operating expenses $ 82,613 $ 65,212 $ 17,401 27 %
*Not a meaningful percentage
(1)Primarily due to the increase in operating expenses as explained above.
(2)Primarily due to the decrease in rental revenues at NE Walker Road and Bradley Business Center, as explained above. Please refer to the tables above for further detail regarding these changes.
Nine Months Ended September 30, 2026 compared to the Nine Months Ended September 30, 2025
The table below includes information regarding changes in our results of operations for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, including explanations for significant changes and any significant or unusual activity. As described more completely below, most amounts increased in the current period as a result of significant additional investments in real estate. All amounts are in thousands, except for percentages:
Nine Months Ended September 30, Change
2026 2025 $ %
Revenues:
Rental revenue $ 380,892 $ 290,052 $ 90,840 31 %
Other revenue 18,916 11,273 7,643 68 %
Total revenues 399,808 301,325 98,483 33 %
Expenses:
Property operating expenses 156,666 113,751 42,915 38 %
Depreciation and amortization 159,788 107,341 52,447 49 %
Asset management fees 37,889 28,740 9,149 32 %
Performance participation allocation 21,623 17,697 3,926 22 %
General and administrative expenses 5,874 5,609 265 5 %
Total expenses 381,840 273,138 108,702 40 %
Income (loss) before other income (expenses) 17,968 28,187 (10,219)
Other income (expenses):
Gain (loss) on extinguishment of financing obligations, net 8,277 - 8,277 *N/A
Gain (loss) on derivative instruments 12,689 (45) 12,734 *N/A
Gain (loss) on investments in real estate-related securities 6,419 (37) 6,456 *N/A
Gain (loss) on sale of real estate 86,089 149,639 (63,550) (42) %
Foreign currency gains (losses) 5,306 10,878 (5,572) (51) %
Interest expense (147,153) (110,172) (36,981) 34 %
Other income and expenses 17,986 15,051 2,935 20 %
Income (loss) before benefit (provision) for income taxes 7,581 93,501 (85,920) (92) %
Benefit (provision) for income taxes (86) (1,315) 1,229 (93) %
Provision for income taxes related to sale of real estate - (23,333) 23,333 (100) %
Net income (loss) $ 7,495 $ 68,853 $ (61,358) (89) %
* Not a meaningful percentage
Total revenues: The increase in total revenues is primarily the result of our significant acquisition activity. For example, from July 1, 2025 through September 30, 2026, we invested over $2.3 billion in 16 additional real estate investments. Please refer to our "Same-Store Analysis" below for additional discussion on the results of operations of our same-store properties.
Property operating expenses: The increase in property operating expenses is primarily due to our acquisition activity, as described above. Please refer to our "Same-Store Analysis" below for additional discussion on the results of operations of our same-store properties.
Depreciation and amortization: The increase in depreciation and amortization expense is primarily due to our acquisition activity, as described above, partially offset by decreased amortization of lease intangibles, as the original term of certain in-place leases across several of our properties ended prior to the current period.
Asset management fees: Asset management fees are charged based on the aggregate valuation of our real estate investments, as most recently determined in connection with the determination of our NAV per share. The increase in these fees is primarily due to the additional real estate investments made since October 1, 2025.
Performance participation allocation: Through its ownership of the special limited partner interest in the Operating Partnership, the Advisor is entitled to an annual performance participation allocation of 12.5% of the Operating Partnership's total return, subject to investors earning a 5% total return annually. The performance participation allocation accrues monthly and is payable after the completion of each calendar year. The increase in the amount accrued during the current period compared to the same period in the previous year is primarily due to changes in our NAV per share during the periods. Please see "- NAV and Distributions" above for additional information concerning the change in NAV per share.
Gain (loss) on extinguishment of financing obligations, net: Includes a $8.3 million net gain related to the exercise of the repurchase option for two properties in our DST Program.
Gain (loss) on derivative instruments: We enter into interest rate contracts in order to limit our exposure to rising interest rates on our variable interest rate borrowings as well as foreign currency forward contracts as economic hedges against the variability of foreign exchange rates. Gains and losses on such interest rate hedges primarily related to the position of our interest rate contracts as a result of rising interest rates during both periods, and include the effect of $18.9 million and $19.7 million in payments received from counterparties during the nine months ended September 30, 2026 and 2025, respectively.
Gain (loss) on investments in real estate-related securities: We hold investments in real estate-related securities, which consist of common equities, preferred equities and debt investments of publicly traded REITs. These amounts include realized gains and losses related to securities sold during the year and unrealized gains and losses based on values determined on a recurring basis. Interest and dividend income associated with such investments are recorded to other income and expenses, as discussed below. Due to the recent performance of REIT common equities, we recorded gains during the nine months ended September 30, 2026 which offset losses recorded earlier in the year.
Gain (loss) on sale of real estate: Related to the sale of the Promenade Shops at Briargate in February 2026, three U.K. Industrial properties in July 2026, Eastgate Park in August 2026 and Maintal Logistics in February 2025.
Foreign currency gains (losses): Foreign currency gains (losses) primarily reflects the effect of changes in foreign currency exchange rates on transactions that were denominated in currencies other than the functional currency of the related entity. The gains in the current period were primarily due to a weakening U.S. dollar and the related impact of remeasuring debt and cash held in foreign currencies into their related functional currencies.
Interest expense: Interest expense increased primarily due to our financing obligations in connection with our DST Program and additional indebtedness outstanding during the period resulting from our significant acquisition activity, as described above. Interest expense recorded for the nine months ended September 30, 2026 includes $58.1 million related to our financing obligation in connection with our DST Program compared to $35.4 million in the nine months ended September 30, 2025. Additionally, interest expense recorded for the nine months ended September 30, 2026 and 2025 excludes $18.9 million and $19.7 million, respectively, earned in relation to payments from counterparties on effective interest rate contracts, which have been recorded to gain (loss) on derivative instruments.
Other income and expenses: Other income and expenses primarily relates to interest and dividend income associated with our investments in real estate-related securities, as well as dividend income received related to our unsold interests in the DST offerings.
Provision for income taxes related to sale of real estate: Capital gains tax related to the gain on sale of Maintal Logistics in February 2025.
Same-Store Analysis
We evaluate our consolidated results of operations on a same-store basis, which allows us to analyze our property operating results excluding the effects of acquisitions and dispositions during the periods under comparison. Properties in our portfolio are considered same-store if they were owned and operated for the full periods presented. Same-store properties for the nine months ended September 30, 2026 includes 39 properties.
The following table presents a comparison of revenues by reportable segment for the nine months ended September 30, 2026 and 2025. In total, revenues increased by $98.5 million, resulting primarily from our recent acquisition activity, as described previously. See below for additional explanations regarding notable changes in same-store revenues. All amounts are in thousands, except for percentages.
Nine Months Ended September 30, Change
2026 2025 $ %
Revenues
Same-store properties
Office investments $ 60,124 $ 61,083 $ (959) (2) %
Industrial investments 76,770 70,221 6,549 (1) 9 %
Residential/Living investments 90,101 89,243 858 1 %
Retail investments 18,676 18,711 (35) - %
Other investments 23,794 27,513 (3,719) (2) (14) %
Total same-store properties $ 269,465 $ 266,771 $ 2,694 1 %
Recent acquisitions 120,460 17,788 102,672 577 %
Disposed properties 8,241 16,750 (8,509) (51) %
Redeveloped properties 1,642 16 1,626 (3) *N/A
Total revenues $ 399,808 $ 301,325 $ 98,483 33 %
* Not a meaningful percentage
(1)The increase is primarily due to an increase in rental revenues driven by improvements in occupancy, rental rates and operating recoveries at both of our industrial properties in the Netherlands. Additionally, rental revenues increased at Tortona Logistics following the addition of a new building in March 2026.
(2)The decrease is attributable to the expiration of a tenant's lease in December 2025 at NE Walker Road. The property is currently vacant, but the Company is evaluating options for the re-leasing of the property and/or sale. Additionally, reduced leasing activity at Bradley Business Center contributed to the decrease, partially offset by increased operating recoveries at another property.
(3)The increase is due to our redevelopment project at Nexus Barajas, formerly referred to as Madrid Airport Complex, which was closed in January 2024 to begin redevelopment and reopened in September 2026.
The following table presents a comparison of the property operating expenses of each reportable segment for the nine months ended September 30, 2026 and 2025. Property operating expenses include the ongoing costs of maintaining our properties. These essential, routine expenses are necessary to ensure the property remains functional and in good condition. Examples of property operating expenses include property taxes, property management fees, insurance, utilities, repairs and maintenance, legal and professional fees, salaries and wages of property management personnel, advertising costs and other miscellaneous services and costs.
In total, property operating expenses increased as a result of our significant acquisition activity, as previously described. See below for additional explanations of notable changes in same-store property operating expenses. All amounts are in thousands, except for percentages.
Nine Months Ended September 30, Change
2026 2025 $ %
Property operating expenses
Same-store properties
Office investments $ 20,181 $ 19,500 $ 681 3 %
Industrial investments 27,612 26,033 1,579 (1) 6 %
Residential/Living investments 43,610 42,592 1,018 (2) 2 %
Retail investments 7,290 7,068 222 3 %
Other investments 8,983 8,055 928 (3) 12 %
Total same-store properties $ 107,676 $ 103,248 $ 4,428 4 %
Recent acquisitions 46,081 5,129 40,952 798 %
Disposed properties 2,537 5,071 (2,534) (50) %
Redeveloped properties 372 303 69 23 %
Total property operating expenses $ 156,666 $ 113,751 $ 42,915 38 %
* Not a meaningful percentage
(1)The increase is primarily due to increased operating expenses resulting from higher occupancy at both of our industrial properties in the Netherlands.
(2)The increase is primarily due to increases in annual property taxes at several of our properties in addition to property tax rebates received in the prior year.
(3)The increase is primarily driven by an increase in taxes at several of our properties, as well as an increase in non-recoverable operating expenses as a result of the expiration of a tenant's lease in December 2025 at NE Walker Road. The property is currently vacant.
The following table presents a comparison of revenues in excess of property operating expenses by reportable segment for the nine months ended September 30, 2026 and 2025. Total revenues in excess of property operating expenses increased primarily as a result of our recent acquisition activity, as previously described. See above for additional explanations of notable changes in same-store revenues in excess of property operating expenses. All amounts below are in thousands, except for percentages.
Nine Months Ended September 30, Change
2026 2025 $ %
Revenues in excess of property operating expenses
Same-store properties
Office investments $ 39,943 $ 41,583 $ (1,640) (4) %
Industrial investments 49,158 44,188 4,970 (1) 11 %
Residential/Living investments 46,491 46,651 (160) - %
Retail investments 11,386 11,643 (257) (2) %
Other investments 14,811 19,458 (4,647) (2) (24) %
Total same-store properties $ 161,789 $ 163,523 $ (1,734) (1) %
Recent acquisitions 74,379 12,659 61,720 488 %
Disposed properties 5,704 11,679 (5,975) (51) %
Redeveloped properties 1,270 (287) 1,557 (3) (543) %
Total revenues in excess of property operating expenses $ 243,142 $ 187,574 $ 55,568 30 %
* Not a meaningful percentage
(1)The increase is primarily due to increased rental revenues and increased operating expenses resulting from higher occupancy at both of our industrial properties in the Netherlands as described above.
(2)Primarily due to the decrease in rental revenues at NE Walker Road and Bradley Business Center, as explained above. Please refer to the tables above for further detail regarding these changes.
(3)Due to an increase in revenues at our redevelopment project at Nexus Barajas, as described above. Please refer to the tables above for further detail regarding these changes.
Funds from Operations
We believe funds from operations ("FFO") is a meaningful supplemental non-GAAP operating measure. FFO is a non-GAAP financial performance measure defined by the National Association of Real Estate Investment Trusts ("NAREIT") and is widely recognized by investors and analysts as one measure of operating performance of a real estate company. FFO excludes items such as real estate depreciation and amortization. Depreciation and amortization, as applied in accordance with GAAP, implicitly assumes that the value of real estate assets diminishes predictably over time and also assumes that such assets are adequately maintained and renovated as required in order to maintain their value. Since real estate values have historically risen or fallen with market conditions such as occupancy rates, rental rates, inflation, interest rates, the business cycle, unemployment and consumer spending, it is management's view, and we believe the view of many industry investors and analysts, that the presentation of operating results for real estate companies using historical cost accounting alone is insufficient. In addition, FFO excludes gains and losses from the sale of real estate, impairment charges related to depreciable real estate assets and in-substance real estate equity investments and realized and unrealized gains and losses related to investments in real estate-related securities, which we believe provides management and investors with a helpful additional measure of the historical performance of our real estate portfolio, as it allows for comparisons, year to year, that reflect the impact on operations from trends in items such as occupancy rates, rental rates, operating costs, general and administrative expenses and interest costs. A property will be evaluated for impairment if events or circumstances indicate that the carrying amount may not be recoverable (i.e. the carrying amount exceeds the total estimated undiscounted future cash flows from the property). Undiscounted future cash flows are based on anticipated operating performance, including estimated future net rental and lease revenues, net proceeds on the sale of the property, and certain other ancillary cash flows. While impairment charges are excluded from the calculation of FFO as described above, stockholders are cautioned that we may not recover any impairment charges.
FFO should not be construed to be more relevant or accurate than the current GAAP methodology in calculating net income or in its applicability in evaluating our operating performance. In addition, FFO should not be considered as an alternative to net income (loss) or income (loss) from continuing operations as an indication of our performance or as an alternative to cash flows from operating activities as an indication of our liquidity, but rather should be reviewed in conjunction with these and other GAAP measurements. Further, FFO is not intended to be used as a liquidity measure indicative of cash flow available to fund our cash needs, including our ability to make distributions to our stockholders. Please see the limitations listed below associated with the use of FFO:
•Prior to January 1, 2018, FFO included costs related to our acquisitions, including acquisition fees payable to our Advisor. Although these amounts reduced net income for periods prior to January 1, 2018, we generally funded such costs with proceeds from our public offerings and/or acquisition-related indebtedness and did not consider these fees and expenses in the evaluation of our operating performance. We incurred acquisition fees and expenses of $23.3 million from inception through December 31, 2017. In January 2018, we adopted Accounting Standards Update ("ASU") 2017-01 which clarified the definition of a business and added guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. We expect that all of our real estate transactions completed after that date will be accounted for using the asset acquisition guidance and, accordingly, the related acquisition-related expenses incurred will be capitalized and included in the allocated purchase price and will not be expensed. Prior to ASU 2017-01, real estate acquisitions were generally considered business combinations and the acquisition-related expenses and acquisition fees were treated as operating expenses under GAAP. Additionally, effective as of December 6, 2017, we no longer pay acquisition fees to our Advisor.
•We utilize the definition of FFO as set forth by NAREIT. Our FFO may not be comparable to amounts calculated by other REITs, if they use different approaches.
•Our business is subject to volatility in the real estate markets and general economic conditions, and adverse changes in those conditions could have a material adverse impact on our business, results of operations and FFO. Accordingly, the predictive nature of FFO is uncertain and past performance may not be indicative of future results.
Neither the SEC, NAREIT nor any regulatory body has passed judgment on the acceptability of the adjustments that we use to calculate FFO. In the future, the SEC, NAREIT or a regulatory body may decide to standardize the allowable adjustments across the non-listed REIT industry and we would have to adjust our calculation and characterization of FFO.
The following section presents our calculation of FFO attributable to common stockholders and provides additional information related to our operations for the three and nine months ended September 30, 2026 and 2025 and the period from inception through September 30, 2026 (in thousands, except per share amounts). As we are in the capital raising and acquisition phase of our operations, FFO may not be useful in comparing operations for the periods presented below. We expect revenues and expenses to increase in future periods as we raise additional offering proceeds and use them to make additional real estate investments.
Three months ended September 30, Nine months ended September 30,
Period from July 31, 2013 (date of inception) through September 30, 2026
2026 2025 2026 2025
Net income (loss) $ (22,776) $ (20,148) $ 7,495 $ 68,853 $ (102,200)
Depreciation and amortization (1)
53,666 37,892 159,788 107,341 996,081
Impairment losses - - - - 3,873
Gain on sale of real estate (24,212) - (86,089) (149,639) (412,045)
Taxes related to sale of real estate - - - 23,333 33,969
(Gain) loss on securities (2)
12,850 (5,230) (6,419) 37 (14,526)
Adjustments for noncontrolling interests (3)
- - - - 117
Funds From Operations attributable to common stockholders $ 19,528 $ 12,514 $ 74,775 $ 49,925 $ 505,269
Diluted income (loss) per common share $ (0.07) $ (0.07) $ 0.02 $ 0.25 $ (0.81)
Funds From Operations attributable to common stockholders per common share - diluted $ 0.06 $ 0.04 $ 0.23 $ 0.18 $ 4.01
Weighted average shares outstanding - diluted 340,428 286,955 326,750 279,597 126,112
Notes to the table:
(1)Represents the depreciation and amortization of real estate assets. Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, we believe that such depreciation and amortization may be of limited relevance in evaluating current operating performance and, as such, these items are excluded from our determination of FFO.
(2)Represents the realized and unrealized gains and losses related to investments in real estate-related securities, which consist of common equities, preferred equities and debt investments of publicly traded REITs. These securities are incidental to our operations. As such, these gains and losses were excluded from our determination of FFO, as defined by NAREIT, in the current period. Additionally, certain immaterial amounts have now been included in prior periods for comparative purposes.
(3)Includes income attributable to noncontrolling interests and all adjustments to eliminate the noncontrolling interests' share of the adjustments to convert our net loss to FFO.
Set forth below is additional information, which may be helpful in assessing our operating results:
•As of December 6, 2017, through its ownership of the special limited partner interest in the Operating Partnership, our Advisor is entitled to an annual performance participation allocation of 12.5% of the Operating Partnership's total return subject to the Company earning a 5% total return annually, after considering the effect of any losses carried forward from the prior year. The performance participation allocation accrues monthly and is payable after the completion of each calendar year. We do not consider the performance participation allocation in evaluating our operating performance. For the three and nine months ended September 30, 2026 we incurred $9.8 million and $21.6 million in performance participation allocation fees, respectively. For the three and nine months ended September 30, 2025 we incurred $5.0 million and $17.7 million in performance participation allocation fees, respectively. Total performance participation allocation fees incurred were $103.9 million from inception through September 30, 2026. Refer to Note 9-Related Party Transactions for more information on the performance participation allocation.
•For the three and nine months ended September 30, 2026, we recorded noncash adjustments primarily related to amortization of out-of-market lease intangibles, lease incentives and deferred financing costs, straight-line rent adjustments, deferred income taxes and payments related to our financing obligation in connection with our DST Program, which increased net income (loss) by $4.2 million and $19.4 million, respectively. For the three and nine months ended September 30, 2025, these adjustments increased net income (loss) by $4.0 million and $9.3 million,
respectively. Total of such adjustments from inception through September 30, 2026 amounted to a net increase to net income (loss) of $84.4 million.
•We recorded noncash adjustments related to derivative instruments and foreign currencies, which increased net income (loss) for the three months ended September 30, 2026 by approximately $0.8 million, and reduced net income (loss) for the nine months ended September 30, 2026 by approximately $0.9 million. These adjustments reduced net income (loss) for the three and nine months ended September 30, 2025 by approximately $5.6 million and $8.1 million, respectively. The total of such adjustments from inception through September 30, 2026 reduced net income (loss) by $62.3 million.
As noted previously, our cash flows from operations have been and may continue to be insufficient to fund distributions to stockholders. We may continue to choose to use proceeds from the issuance of shares pursuant to our distribution reinvestment plan, proceeds from the sales of assets and proceeds from our debt financings to fund distributions to our stockholders. For example, for the nine months ended September 30, 2026 and 2025, we funded 30% and 8% of total distributions with cash flows from other sources, respectively, which may include cash flows from investing activities, such as proceeds from the sale of assets or cash flows from financing activities, such as proceeds from our debt financings. We have not placed a cap on the amount of distributions that may be paid from any of these sources.
From inception through September 30, 2026, we declared $967.0 million of distributions to our stockholders, compared to our total aggregate FFO of $505.3 million and our total aggregate net loss of $102.2 million for that period. For the nine months ended September 30, 2026, we declared $147.4 million of distributions to our stockholders compared to our total aggregate FFO of $74.8 million. For the nine months ended September 30, 2025, we declared $125.6 million of distributions to our stockholders compared to our total aggregate FFO of $49.9 million.
Net Asset Value
Our board of directors has appointed a valuation committee comprised of independent directors, which we refer to herein as the valuation committee, to be responsible for the oversight of the valuation process. The valuation committee has adopted a valuation policy, as approved by our board of directors, and as amended from time to time, that contains a comprehensive set of methodologies to be used in connection with the calculation of our NAV. Our most recent NAV per share for each share class, which is updated as of the last calendar day of each month, is posted on our website at hinesglobalincometrust.com and is also available on our toll-free information line at (888) 220-6121. All parties engaged by us in the calculation of our NAV, including our Advisor, are subject to the oversight of our valuation committee. Generally, all of our real properties are appraised once each calendar year by third party appraisal firms in accordance with our valuation guidelines and such appraisals are reviewed by Altus Group U.S. Inc., or Altus, the independent valuation advisor we have engaged to prepare appraisal reviews and carry out a review of the calculation of the NAV for the Company. Altus reviewed the calculation of the new NAV per share of our common stock as of September 30, 2026, as set forth below.
The table below sets forth the calculation of our NAV per share of each class of shares of our common stock as of September 30, 2026 (the NAV per share is the same for each class of shares of our common stock):
September 30, 2026
Gross Amount
(in thousands, except per share amount)
Investments in real estate
$ 7,292,581
Investments in real estate-related securities
181,617
Cash, cash equivalents and restricted cash 195,564
Accounts receivable and other assets 71,404
DST financing obligation (1,652,787)
Mortgage notes, term loans and revolving credit facilities (2,540,396)
Accrued performance participation allocation (21,623)
Payables and other liabilities
(167,873)
NAV
$ 3,358,487
Shares / OP Units outstanding
341,970
NAV per common share / OP Unit outstanding $ 9.82
The valuations of our real properties as of September 30, 2026 were reviewed by Altus in accordance with our valuation procedures. Certain key assumptions that were used in the discounted cash flow analysis, which were determined by our Advisor and reviewed by Altus, are set forth in the following table based on weighted-averages by property type. However, the table below excludes assumptions related to properties acquired in the past 12 months since the acquisition cost of these properties will serve as their value for a period of up to one year following their acquisition, in accordance with our valuation policy.
Office
Industrial
Retail
Residential/Living
Other
Weighted-Average Basis
Capitalization rate
6.96% 5.66% 6.33% 5.55% 6.47% 5.93%
Discount rate / internal rate of return ("IRR")
8.39% 7.11% 7.88% 7.05% 8.11% 7.41%
Average holding period (years)
8.6 9.1 9.5 9.6 8.5 9.2
A change in the rates used would impact the calculation of the value of our real properties. For example, assuming all other factors remain constant, the changes listed below would result in the following effects on the value of our real properties:
Input
Hypothetical
Change
Office
Industrial
Retail
Residential/Living
Other
Weighted-Average Values
Capitalization rate (weighted-average)
0.25% decrease
2.42% 3.05% 2.66% 2.84% 2.48% 2.81%
0.25% increase
(2.11)% (3.11)% (2.32)% (2.72)% (2.26)% (2.70)%
Discount rate (weighted-average)
0.25% decrease
1.97% 1.78% 1.73% 1.87% 1.86% 1.83%
0.25% increase
(1.86)% (1.74)% (1.62)% (1.88)% (1.79)% (1.79)%
The following table reconciles stockholders' equity and noncontrolling interests per our condensed consolidated balance sheet to our NAV as of September 30, 2026:
September 30, 2026
Gross Amount
(in thousands)
Total equity
$ 2,244,027
Adjustments:
Accrued distribution and stockholder servicing fees and issuer costs (1)
47,999
Unrealized net appreciation of real estate investments and debt (2)
439,453
Accumulated depreciation and amortization (3)
659,430
Other adjustments (4)
(32,422)
Net asset value $ 3,358,487
(1) Our condensed consolidated balance sheet as of September 30, 2026 includes a liability of $47.4 million related to distribution and stockholder servicing fees payable to our Dealer Manager in future periods with respect to shares of its common stock. The NAV per share as of September 30, 2026 does not include any liability for distribution and stockholder servicing fees that may become payable after September 30, 2026, since these fees may not ultimately be paid in certain circumstances, including if Hines Global was liquidated or if there was a listing of our common stock.
(2) Our real estate investments are generally presented at historical cost in our condensed consolidated financial statements. Additionally, our mortgage notes, term loans and line of credit are presented at their carrying value in our condensed consolidated financial statements. As such, any increases or decreases in the fair market value of our real estate investments and debt instruments are not included in our GAAP results. For purposes of determining our NAV, our real estate and real estate-related investments and certain debt are recorded at fair value.
(3) We depreciate our investments in real estate and amortize certain other assets and liabilities in accordance with GAAP. Such depreciation and amortization is not recorded for purposes of determining our NAV.
(4) Includes adjustments for certain assets and liabilities, which are recorded in accordance with GAAP, but are not included in the determination of our NAV, such as straight-line rent receivables/payables, deferred tax assets/liabilities and accrued leasing costs.
Related Party Transactions and Agreements
We have entered into agreements with our Advisor, our Dealer Manager and Hines and its affiliates, whereby we pay certain fees and reimbursements to these entities during the various phases of our organization and operation. Relating to organization and offering stage, these include payments to our Dealer Manager for selling commissions, the dealer manager fee, distribution and stockholder servicing fees, and payments to our Advisor for reimbursement of organization and offering costs. Relating to acquisition and operational stages, these include payments for certain services related to the management and performance of our investments and operations provided to us by our Advisor and Hines and its affiliates pursuant to various agreements we have entered into with these entities. The Advisor, the Dealer Manager and its affiliates are also affiliates of Hines, which is wholly owned, indirectly, by, or for the benefit of, Jeff Hines, our Chief Executive Officer and Chairman of the board of directors, who shares control of our Advisor with Laura Hines-Pierce, who is also on our board of directors. See Note 9-Related Party Transactions in Item 1 of this Quarterly Report on Form 10-Q, as well as Note 9-Related Party Transactions in our Annual Report on Form 10-K for the year ended December 31, 2025 for additional information concerning our related party transactions and agreements.
Subsequent Events
DST Program
In October 2026, the Company issued 13.1 million OP Units in connection with the exercise by the Operating Partnership of its fair market value purchase option to acquire the beneficial interest in The Emerson, one of the properties that had been held through the DST Program.
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Hines Global Income Trust Inc. published this content on November 13, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on November 13, 2026 at 21:53 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]