Fortress Net Lease REIT

02/06/2026 | Press release | Distributed by Public on 02/06/2026 12:41

Private Placement (Form 8-K)

Item 3.02 Unregistered Sales of Equity Securities.

On February 2, 2026, Fortress Net Lease REIT (the "Company" or "we") issued and sold an aggregate of 4,011,918 common shares for gross proceeds of approximately $41.6 million, based on net asset value per share of the applicable class of common shares as of December 31, 2025. The offers and sales of these shares were exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2), Regulation D and/or Regulation S thereunder.

The following table details the common shares sold:

Common Shares

Number of Shares Sold

Gross Proceeds

Class S

1,383,800

$

14,306,000

Class I

1,708,833

$

17,687,280

Class F-S

344,552

$

3,567,840

Class F-I

574,733

$

5,989,000

Item 8.01 Other Events.

On January 30, 2026, the Company declared distributions for each class of its common shares in the amount per share set forth below:

Gross Distribution

Shareholder Servicing Fee

Management Fee

Net Distribution

Class S

$

0.0712

$

0.0073

$

0.0108

$

0.0531

Class I

$

0.0712

$

-

$

0.0108

$

0.0604

Class F-S

$

0.0712

$

0.0073

$

0.0086

$

0.0552

Class F-I

$

0.0712

$

-

$

0.0087

$

0.0625

Class D-S

$

0.0712

$

-

$

0.0089

$

0.0623

Class E

$

0.0712

$

-

$

-

$

0.0712

The net distributions for each class of common shares (which represents the gross distributions less shareholder servicing fees and management fees for the applicable class of common shares) are payable to shareholders of record immediately following the close of business on January 30, 2026, and will be paid on or about February 3, 2026. These distributions will be paid in cash or reinvested in the applicable class of the Company's common shares for shareholders participating in the Company's distribution reinvestment plan.

Fortress Net Lease REIT published this content on February 06, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on February 06, 2026 at 18:41 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 If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]