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PSTL 10-K & 10-Q changes, risk factors and insider trading

Postal Realty Trust, Inc. · NYSE · Real Estate Investment Trusts · CIK 1759774 · All filings on SEC.gov

Everything below is quoted or computed from Postal Realty Trust, Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

7 / 15risk-factor paragraphs added / removed in latest 10-K
2new risk-factor headings
0Form 4 filings reporting open-market purchases (last 180 days)
0Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-02-24 (period ending 2025-12-31) with 10-K filed 2025-02-27 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

7new paragraphs
15removed paragraphs
32reworded paragraphs
25,052 → 24,915words in section

New heading “The U.S. federal income tax treatment of the cash that we might receive from cash settlement of the forward equity sales agreements is unclear and could jeopardize our ability to meet the REIT qualification requirements.”

New heading “If there are deficiencies in our disclosure controls and procedures or internal control over financial reporting, we may be unable to accurately present our financial statements, which could materially and adversely affect us.”

Removed heading “We could be affected by tax liabilities or earnings and profits of our predecessor.”

Removed heading “There are uncertainties relating to the estimate of the accumulated earnings and profits attributable to UPH.”

Removed heading “A sale of assets acquired as part of the merger between us and UPH within five years after the merger would result in corporate income tax, which would reduce the cash available for distribution to our stockholders.”

Removed heading “Dividends payable by REITs generally do not qualify for the reduced tax rates on dividend income from regular corporations.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: material weakness, restatement
“As a publicly traded company, we are required to report our financial statements on a consolidated basis. Effective internal controls are necessary for us to accurately report our financial results. Section 404 of the Sarbanes-Oxley Act requires us to evaluate and report on our internal control over financial reporting. …”
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Reworded topics: ukraine, middle east, supply chain, pandemic

Paragraph as it now reads, with added and removed wording marked:

As a result of the proposed and executed operational, managerial and strategic changes within the USPS, including the Ten-Year Plan, the USPS is the focal point of significant public criticism and litigation. AsFor of the date of this report,example, several lawsuits and regulatory reviews alleging that operational changes at the USPS have beenresulted filedin slower delivery services and remainthe pendingdisenfranchisement of voters are active against the USPS pertaining to operational change at the USPS, such as higher rates and slower deliveries for certain services.USPS. If, as a result of such criticism or litigation, the USPS suffers reputational or financial harm or an increase in regulatory scrutiny, the demand for USPS services may decline, which may lead to reduced demand for USPS properties. The results of these changes or any future changes could lead to additional delays or financing shortfalls for the USPS. The USPS is also at risk of the adverse impact of another regional epidemic, global pandemic or other adverse public health developments in the future, such as those experienced during the COVID-19 pandemic,pandemic several years ago, which could reduce demand for USPS properties and adversely affect our business, financial condition and results of operations. Furthermore, geopolitical conflicts, such as the ongoing conflicts in both Ukraine and the Middle East, pose a risk of general economic disruption to the USPS. Such disruptions may cause supply chain disruptions and increase the cost of fuel, utilities, and transportation, which could have an adverse impact on business operations and financial results of the USPS.
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New text
“If there are deficiencies in our disclosure controls and procedures or internal control over financial reporting, we may be unable to accurately present our financial statements, which could materially and adversely affect us.”
see in full comparison
New text
“The U.S. federal income tax treatment of the cash that we might receive from cash settlement of the forward equity sales agreements is unclear and could jeopardize our ability to meet the REIT qualification requirements.”
see in full comparison
Removed text
“A sale of assets acquired as part of the merger between us and UPH within five years after the merger would result in corporate income tax, which would reduce the cash available for distribution to our stockholders.”
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Removed text
“Dividends payable by REITs generally do not qualify for the reduced tax rates on dividend income from regular corporations.”
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Full comparison: every changed paragraph (54)

Green = added, red = removed. Unchanged paragraphs, 3 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

•As of February 26,24, 2025,2026, the leases at sevennine of our properties were expired.

Added

•The U.S. federal income tax treatment of the cash that we might receive from cash settlement of our forward equity sales agreements is unclear and could jeopardize our ability to meet REIT qualification requirements.

Reworded

•Although weWe are no longer an “emerging growth company,” we are still a “smaller reporting company,” with reduced disclosure requirements.

Added

•If there are deficiencies in our disclosure controls and procedures or internal control over financial reporting, we may be unable to accurately present our financial statements, which could materially and adversely affect us.

Reworded

•Failure to remain qualified to be taxed as a REIT would cause us to be taxed as a regular corporation.

Removed

•We could be affected by tax liabilities or earnings and profits of our predecessor.

Removed

•There are uncertainties relating to the estimate of the accumulated earnings and profits attributable to United Postal Holdings, Inc. ("UPH").

Removed

•A sale of assets acquired as part of the merger between us and UPH within five years after the merger would result in corporate income tax.

Reworded

•The ability of our Board of Directors to revoke our REIT qualificationelection without stockholder approval may cause adverse consequences to our stockholders.

Reworded

•If our Operating Partnership failed to qualify as a partnership for federal income tax purposes, we would cease to qualify to be taxed as a REIT.

Reworded

The USPS has significant outstanding debt obligations to the Federal Financing Bank (the “FFB”). Under the note purchase agreement between the USPS and the FFB (the "NPA"), the USPS can issue short-term or long-term notes to the FFB and receive funds within two business days. If the FFB elects not to purchase the USPS' notes, the USPS would need to issue and sell such notes potentially in the public or private debt markets to other parties or seek financing through other means. The NPA will expire on September 30, 2025. There can be no assurance that the USPS will be able to extend the term of the NPA beyond expiration or, if the FFB declines to purchase the notes issued by the USPS, obtain alternative sources of financing on the terms or timing that it expects or at all. If the USPS is unable to extend the NPA beyond expiration, the USPS may not be able to refinance debt with the FFB in the future at comparable terms to those currently available.

Reworded

In addition, the USPS' collective bargaining agreements include provisions for mandatory cost of living adjustments, which, in recent years coupled with continued impacts to consumer inflation, have resulted in significant increase in labor costs for the USPS. The USPS has also been exposed to risingfluctuating commodity prices, primarily for diesel fuel, unleaded gasoline, and aircraft fuel for transportation of mail and natural gas and heating oil for its facilities.

Reworded

Furthermore, a change in the structure, mission or leasing requirements of the USPS, a significant reduction in the USPS’ workforce, relocation of personnel resources, delivery routes or postal offices, other internal reorganization or a change in the delivery routes serviced by our properties could affect our lease renewal opportunities and have a material adverse effect on our business. For example, on January 20, 2025, President Donald J. Trump announced an executive order establishing the Department of Government Efficiency ("DOGE") to maximize government efficiency and productivity. While it is currently unclear what, if any, potential DOGE orwas otherdisbanded reformationsin toNovember federal government organization, processes and expenditures as it relates to the USPS will be implemented,2025, any change in the U.S. federal government’s treatment of the USPS as an independent agency, including, but not limited to, the privatization or outsourcing of all or a portion of the USPS business operations, may have a material adverse effect on our business.

Reworded

The growth in the USPS’ competitive service volumes, such as Priority Mail, Priority Mail Express, First-Class Package Service, Parcel Select, Parcel Return Service and some types of International Mail, is largely attributable to certain of the USPS’ largest customers, including UPS, FedEx and Amazon.Amazon, and more recently fueled by the expanding parcel market due to the ongoing e-commerce expansion, the demand for faster, more flexible delivery services, and by innovations in last-mile logistics. In recent years, eachthe ofUSPS' theselargest customers hashave been significantly expanding itstheir own delivery capabilitycapabilities, thatwhich enableshave itenabled them to divert volume away from the USPS over time. If these customers continue to divert significant volume away from the USPS, the growth in the USPS’ competitive service volumes may not continue, and there may be reduced demand for leasing postal properties by the USPS, which would have a material adverse effect on our business and operations.

Reworded

ImplementationOperational of the Ten-Year Plan proposedDecisions by the USPS could have a material adverse effect on our operations, financial position and results of operations.

Removed

The USPS has published its Ten-Year Plan to address the challenges of the shift from traditional letter-mail to package delivery, underperformance in processing, transportation, delivery and retail operations, failure to meet service performance standards and a perilous and worsening financial situation that has resulted in significant losses. The strategic initiatives are designed to reverse projected losses and to operate at a positive net income in the long term. The Ten-Year Plan includes realignment, procurement of new facilities, expansion of existing facilities and consolidation of underused facilities and delivery routes as well as modernization of retail lobbies to enable expanded digital, small, medium-sized business and government services, which could affect our operations if our postal properties are consolidated.

Reworded

The USPS has recently begun to undertakeundertaken a number of operational reforms and cost reduction measures under theits Ten-Year Plan, such as higher rates, slower deliveries for certain services, formation of large sorting and delivery centers and closure, relocation or consolidation of certain facilities and delivery routes. TheWhether extent to which thecontinued implementation of thisthe Ten-Year Plan will affect our business, liquidity, financial condition and results of operations will depend on numerous factors that we may not be able to accurately predict or assess. Portions of the Ten-Year Plan require Congressional approval, which we cannot predict at this time and there will be additional conversations with stakeholders about implementation and changes to the Ten-Year Plan. The USPS’ failure to implement the Ten-Year Plan or receive Congressional approval may affect its ability to maintain adequate liquidity to sustain its current operations, which may result in the USPS reducing its number of postal locations and adversely affecting our business and results of operations.

Reworded

As a result of the proposed and executed operational, managerial and strategic changes within the USPS, including the Ten-Year Plan, the USPS is the focal point of significant public criticism and litigation. AsFor of the date of this report,example, several lawsuits and regulatory reviews alleging that operational changes at the USPS have beenresulted filedin slower delivery services and remainthe pendingdisenfranchisement of voters are active against the USPS pertaining to operational change at the USPS, such as higher rates and slower deliveries for certain services.USPS. If, as a result of such criticism or litigation, the USPS suffers reputational or financial harm or an increase in regulatory scrutiny, the demand for USPS services may decline, which may lead to reduced demand for USPS properties. The results of these changes or any future changes could lead to additional delays or financing shortfalls for the USPS. The USPS is also at risk of the adverse impact of another regional epidemic, global pandemic or other adverse public health developments in the future, such as those experienced during the COVID-19 pandemic,pandemic several years ago, which could reduce demand for USPS properties and adversely affect our business, financial condition and results of operations. Furthermore, geopolitical conflicts, such as the ongoing conflicts in both Ukraine and the Middle East, pose a risk of general economic disruption to the USPS. Such disruptions may cause supply chain disruptions and increase the cost of fuel, utilities, and transportation, which could have an adverse impact on business operations and financial results of the USPS.

Reworded

We also face regular and significant competition for acquisition opportunities for properties leased to the USPS from other market participants, including private investment funds, individual investors and others, and, as a result, we may be unable to acquire a desired property at a competitive price, or at all. This competition could also increase prices for properties we may pursue and adversely affect our profitability and impede our growth. In addition, because of our public profile as the only publicly traded REIT dedicated to USPS properties, our operations may generate new interest in USPS-leased properties from other REITs, real estate companies and other investors with more resources than we have that did not previously focus on investment opportunities with USPS-leased properties.

Reworded

WeThe currentlywidespread havegeographical a concentrationfootprint of postalour propertiesProperty inPortfolio certainmay regionsexpose and are exposedus to changes in regional or local conditions in thesemany states.jurisdictions.

Reworded

OurDue to the large geographical footprint of our portfolio, our business may be adversely affected by regional or local conditions and events in the many different areas in which we operate,operate particularlythroughout inthe Pennsylvania,United Wisconsin, Texas, CaliforniaStates and Northits Carolina, where many of our postal properties are concentrated.territories. Developments or conditions in these regions that may adversely affect our occupancy levels and renewals, our rental revenues, our funds from operations or the value of our properties include the following, among others:

Reworded

As of February 26,24, 2025,2026, the leases at sevennine of our properties were expired and the USPS is occupying such properties as a holdover tenant. If we are not successful in renewing these expired leases, we will likely experience reduced occupancy, rental income and net operating income and potential impairment loss.

Reworded

As of February 26,24, 2025,2026, the leases at sevennine of our properties, representing approximately 28,25829,000 net leasable interior square feet, were expired and the USPS is occupying such properties as a holdover tenant. When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis, typically paying the greater of estimated market rent or the rent amount under the expired lease. While we currently anticipate that we will renew the leases that have expired or will expire, there can be no guarantee that we will be successful in renewing these leases, obtaining positive rent renewal spreads or renewing the leases in an expeditious manner on terms comparable to those of the expiring leases. Even if we are able to renew these expired leases, the lease terms may not be comparable to those of the previous leases. If we are not successful, we will likely experience reduced occupancy, rental income and net operating income and potential impairment loss, as well as diminished borrowing capacity under our Credit Facilities, which could have a material adverse effect on our financial condition, results of operations and ability to make distributions to stockholders.

Reworded

In addition, the Internal Revenue Code of 1986, as amended (the "Code"), imposes restrictions on a REIT’s ability to dispose of properties that are not applicable to other types of real estate companies. In particular, the tax laws applicable to REITs effectively require that we hold our properties for investment, rather than primarily for sale in the ordinary course of business, further limiting our ability to quickly adjust our portfolio in response to changing economic, financial and investment conditions and conditions of the USPS.

Reworded

Our continued success and our ability to manage anticipated future growth depend, in large part, upon the efforts of key personnel, particularly Messrs. Spodek, Garber and KleinBakke who have extensive market knowledge and relationships and exercise substantial influence over our acquisition, operational and financing activities. Among the reasons that these individuals are important to our success is that each has a national or regional industry reputation that attracts business and investment opportunities and assists us in negotiations with investors, lenders, the USPS and owners of postal properties. If we lose their services, such relationships could diminish or be adversely affected. Our employment agreementsarrangements with Messrs. Spodek, Garber and KleinBakke do not guarantee their continued employment with us.

Reworded

Many of our other senior executivesemployees also have extensive experience and strong reputations in the real estate industry, particularly in the postal real estate sector, which aid us in identifying opportunities, having opportunities brought to us and negotiating. Many of these individuals have developed specialized knowledge and skills in the postal real estate sector. The loss of services of one or more members of our senior management team, or our inability to attract and retain highly qualified personnel, could adversely affect our business, diminish our investment opportunities and weaken our relationships with investors, lenders, owners of postal properties, business partners, existing and prospective tenants and industry participants, which could materially adversely affect our financial condition, results of operations, cash flow and the per share trading price of our Class A common stock.

Reworded

Lastly, we cannot predict the rate at which climate change will progress. However, the effects of climate change could have a material adverse effect on our properties, operations and business. To the extent climate change causes changes in weather patterns, our markets could experience increases in extreme and severe weather, including floods, hurricanes, severe winter storms and tornadoes and unpredictable weather patterns. These conditions could result in physical damage to our properties or declining demand for space in our buildings or the inability of us to operate the buildings at all in the areas affected by these conditions. Climate change also may have indirect adverse effects on our business by increasing the cost of (or making unavailable) property insurance on terms we find acceptable, increasing the cost of energy, maintenance, repair of water and/or wind damage, cost of snow removal or related costs at our properties or causing the USPS to relocate its postal offices to other locations. In recent years, a number of states and municipalities have adopted laws and policies on climate change and emission reduction targets. Changes in federal, state, and local legislation and regulation based on concerns about climate change could result in increased capital expenditures on our properties (for example, to improve their energy efficiency and/or resistance to severe weather or limit greenhouse gas emissions) and administrative expenses (such as the climate change disclosure rules proposed by the SEC) without a corresponding increase in revenue, which may result in adverse impacts to our net income. Should the impact of climate change be material in nature or occur for lengthy periods of time, our properties, operations or business would be adversely affected.

Reworded

It is currently unknown how the ongoing adoption of advanced technologies and automation by our USPS and non-postal tenants will impact the optimal space configurations and infrastructure features of the properties we own and we may face new tenant requirements and requests that will require significant expenditures that may not be entirely recoverable through increased rents. For example, the adoption of AI by our tenants may lead to infrastructure requirements that our buildings currently do not accommodate, such as increased power needs due to high-performance computing. Infrastructure upgrades may necessitate substantial capital expenditures and could potentially impact the environmental footprint of our building operations. If technological developments result in a reduction or reconfiguration in space requirements by our tenants, demand by individual tenants and prospective tenants for space may decrease over time. If we are not able to offset any reduction in demand from the foregoing developments through repurposing space, property dispositions, or other means, the realization of any of the aforementioned risks could have a material adverse impact on our revenues, net operating income, results of operations, funds from operations,operations ("FFO"), adjusted funds from operations ("AFFO"), operating margins, occupancy, earnings per share, FFO per share, AFFO per share, our overall business, and the market value of our common stock.

Reworded

We have made significant investments to update and improve our information technology systems and anticipate continuing such investments, as well as additional investments in AI, in order to meet our business needs, including for sourcing acquisition opportunities, managing the maintenance and repair of our properties and enhancing our cybersecurity. Transitioning to, and implementing, new or upgraded systems can create difficulties, including potential disruptions to current processes and security complexities. In addition, our information technology systems and AI-related needs may require further modification as we grow and as our business needs change, which could prolong difficulties we experience with transitions. Such significant investments in our systems may take longer to deploy and cost more than originally planned. In addition, we may not realize the full benefits we hoped to achieve and we may need to expend significant attention, time and resources to correct problems or find alternative sources for performing various functions. Our use of, or inability to safely and effectively adopt and deliver, new technological capabilities and enhancements in line with strategic objectives, including artificial intelligence, may put us at a competitive disadvantage, including by failure to achieve efficiencies achieved by our competitors, or by misusing such technologies in ways that result in operational disruptions, reputation damage or legal liability exposure. Difficulties in implementing new or upgraded information technology and AI systems, or significant system failures or delays or the failure to successfully modify our systems and respond to changes in our business needs, could adversely affect our business and results of operations.

Reworded

We cannot assure shareholdersstockholders of our ability to pay dividends in the future.

Added

The U.S. federal income tax treatment of the cash that we might receive from cash settlement of the forward equity sales agreements is unclear and could jeopardize our ability to meet the REIT qualification requirements.

Added

We enter into forward sales agreements from time to time and, subject to certain conditions, we have the right to elect physical, cash or net share settlement under these agreements at any time and from time to time, in part or in full. In the event that we elect to settle any forward sales agreements for cash and the settlement price is below the applicable forward sale price, we would be entitled to receive a cash payment from the relevant forward purchaser. Under Section 1032 of the Code, generally, no gains and losses are recognized by a corporation in dealing in its own shares, including pursuant to a “securities futures contract,” as defined in the Code by reference to the Exchange Act. Although we believe that any amount received by us in exchange for our shares of our common stock would qualify for the exemption under Section 1032 of the Code, because it is not entirely clear whether a forward sales agreement qualifies as a “securities futures contract,” the U.S. federal income tax treatment of any cash settlement payment we receive is uncertain. In the event that we recognize a significant gain from the cash settlement of a forward sales agreement, we might not be able to satisfy the gross income requirements applicable to REITs under the Code. In that case, we may be able to rely upon the relief provisions under the Code in order to avoid the loss of our REIT status. Even if the relief provisions apply, we will be subject to a 100% tax based upon the amount by which we fail to satisfy the particular gross income test. In the event that these relief provisions were inapplicable, we could lose our REIT status under the Code.

Reworded

Although weWe are no longer an “emerging growth company,” we are still a “smaller reporting company,” with reduced disclosure requirements.

Reworded

Although we ceased to be an “emerging growth company,” on December 31, 2024, as defined in the Jumpstart Our Business Startups Act of 2012, or JOBS Act, we remain a “smaller reporting company.” We may continue to be a smaller reporting company if eitherBecause (i) the market value of our stock held by non-affiliates is less than $250.0 million or (iix) our annual revenue iswas less than $100.0 million during the most recently completed fiscal year and (y) the market value of our stock held by non-affiliates iswas less than $700.0 million.million on the last day of our most recently completed second quarter, we are a "smaller reporting company" as defined under the Exchange Act. As a smaller reporting company, we may continue to rely on exemptions from certain disclosure requirements that are available to smaller reporting companies. Specifically, we may choose to present only the two most recent fiscal years of audited financial statements in our Annual Report on Form 10-K and, similar to emerging growth companies, smaller reporting companies have reduced disclosure obligations regarding executive compensation. We cannot predict if investors will find our common stock less attractive because we may rely on these exemptions.

Added

If there are deficiencies in our disclosure controls and procedures or internal control over financial reporting, we may be unable to accurately present our financial statements, which could materially and adversely affect us.

Added

As a publicly traded company, we are required to report our financial statements on a consolidated basis. Effective internal controls are necessary for us to accurately report our financial results. Section 404 of the Sarbanes-Oxley Act requires us to evaluate and report on our internal control over financial reporting. However, for so long as we are a smaller reporting company that is a non-accelerated filer, our independent registered public accounting firm will not be required to attest to the effectiveness of our internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act. An independent assessment of the effectiveness of our internal controls could detect problems that our management’s assessment might not. There can be no guarantee that our internal control over financial reporting will be effective in accomplishing all control objectives all of the time. Furthermore, as we grow our business, our internal controls will become more complex, and we may require significantly more resources to ensure our internal controls remain effective. Future deficiencies, including any material weakness, in our internal control over financial reporting which may occur could result in misstatements of our results of operations that could require a restatement, failing to meet our public company reporting obligations and causing investors to lose confidence in our reported financial information, which could materially and adversely affect us.

Reworded

We have elected and intend to continue to operate in a manner that will allow us to qualify to be taxed as a REIT under Sections 856-860 of the Code commencing with our short taxable year ended December 31, 2019. Qualification as a REIT involves the application of highly technical and complex tax rules, for which there are only limited judicial and administrative interpretations. The fact that we hold substantially all our assets through a partnership further complicates the application of the REIT requirements. Even a seemingly minor technical or inadvertent mistake could jeopardize our REIT status. Our REIT status depends upon various factual matters and circumstances that may not be entirely within our control. Moreover, our qualification and taxation as a REIT depend upon our ability to meet on a continuing basis, through actual annual operating results, certain qualification tests set forth in the federal tax laws. For example, in order to qualify as a REIT, at least 95% of our gross income in any year must be derived from qualifying sources, such as rents from real property, and we must satisfy a number of requirements regarding the composition of our assets. Also, we must make distributions to stockholders aggregating annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deductions and excluding net capital gains. No assurances can be given that our actual results of operations for any particular taxable year will satisfy such requirements. In addition, new legislation, regulations, administrative interpretations or court decisions, each of which could have retroactive effect, may make it more difficult or impossible for us to qualify as a REIT, or could reduce the desirability of an investment in a REIT relative to other investments. We have not requested and do not plan to request a ruling from the Internal Revenue Services (the "IRS") that we qualify as a REIT, and the statements in this Annual Report on Form 10-K are not binding on the IRS or any court. Accordingly, we cannot be certain that we will be successful in qualifying as a REIT.

Reworded

In particular, we must ensure that at the end of each calendar quarter, at least 75% of the value of our assets consists of cash, cash items, government securities and qualified real estate assets. The remainder of our investment in securities (other than government securities, securities of TRSs and qualified real estate assets) generally cannot include more than 10% of the outstanding voting securities of any one issuer or more than 10% of the total value of the outstanding securities of any one issuer. In addition, in general, no more than 5% of the value of our assets (other than government securities, securities of TRSs and qualified real estate assets) can consist of the securities of any one issuer, and no more than 20% (25% commencing in 2026) of the value of our total assets can be represented by the securities of one or more TRSs. If we fail to comply with these requirements at the end of any calendar quarter, we must correct the failure within 30 days after the end of the calendar quarter or qualify for certain statutory relief provisions to avoid losing our REIT qualification and suffering adverse tax consequences. As a result, we may be required to liquidate otherwise attractive investments. These actions could have the effect of reducing our income and amounts available for distribution to our stockholders.

Removed

We could be affected by tax liabilities or earnings and profits of our predecessor.

Removed

A portion of our predecessor, UPH, that was taxable as a C corporation merged into us as a part of our formation transactions. As a result of the merger, any unpaid tax liabilities of such taxable C corporation were transferred to us. Under an indemnification agreement, Mr. Spodek and his affiliates are required to make a payment to us in the event that there is a final determination of any such tax liabilities. If Mr. Spodek and his affiliates do not make such payment, we would be responsible for paying such tax liabilities, which would decrease cash available for distributions to stockholders.

Removed

There are uncertainties relating to the estimate of the accumulated earnings and profits attributable to UPH.

Removed

Because a portion of our predecessor, UPH, was a C corporation, to qualify as a REIT, we were required to distribute to our stockholders prior to the end of the taxable year ended December 31, 2019 all of UPH’s accumulated earnings and profits attributable taxable years prior to our formation transactions. Based on an earnings and profits study we obtained from an accounting firm, we do not believe that we had any accumulated earnings and profits attributable to UPH. While we believe that we satisfied the requirements relating to the distribution of UPH’s earnings and profits, the determination of the amount of accumulated earnings and profits attributable to UPH is a complex factual and legal determination. There are substantial uncertainties relating to the computation of our accumulated earnings and profits attributable to UPH, including our interpretation of the applicable law differently from the IRS. In addition, the IRS could, in auditing UPH’s tax years through the effective date of the merger with us, successfully assert that our taxable income should be increased, which could increase our earnings and profits attributable to UPH. Although there are procedures available to cure a failure to distribute all of our non-REIT earnings and profits, we cannot determine now whether we will be able to take advantage of them or the economic impact to us of doing so. If it is determined that we had undistributed non-REIT earnings and profits as of the end of any taxable year in which we elect to qualify as a REIT, and we are unable to cure the failure to distribute such earnings and profits, then we would fail to qualify as a REIT under the Code.

Removed

A sale of assets acquired as part of the merger between us and UPH within five years after the merger would result in corporate income tax, which would reduce the cash available for distribution to our stockholders.

Removed

If we sell any asset that we acquired as part of the merger between us and UPH within five years after the merger and recognize a taxable gain on the sale, we will be taxed at the highest corporate rate on an amount equal to the lesser of:

Removed

•the amount of gain that we recognize at the time of the sale; or

Removed

•the amount of gain that we would have recognized if we had sold the asset at the time of the merger for its then fair market value.

Removed

This rule potentially could inhibit us from selling assets acquired as part of the merger within five years after the merger.

Reworded

The ability of our Board of Directors to revoke our REIT qualificationelection without stockholder approval may cause adverse consequences to our stockholders.

Reworded

Overall, no more than 20% (25% commencing in 2026) of the value of a REIT’s assets may consist of stock or securities of one or more TRSs. In addition, the Code limits the deductibility of interest paid or accrued by a TRS to its parent REIT to assure that the TRS is subject to an appropriate level of corporate taxation and, in certain circumstances, other limitations on deductibility may apply. The Code also imposes a 100% excise tax on certain transactions between a TRS and its parent REIT that are not conducted on an arm’s-length basis.

Reworded

Our TRS will be subject to applicable federal, foreign, state and local income tax on its taxable income, and its after-tax net income will be available for distribution to us but is not required to be distributed to us. We believe that the aggregate value of the stock and securities of our TRS will be less than 20% (25% commencing in 2026) of the value of our total assets (including our TRS stock and securities). Furthermore, we will monitor the value of our respective investments in our TRS for the purpose of ensuring compliance with TRS ownership limitations and will structure our transactions with our TRS on terms that we believe are arm’s length to avoid incurring the 100% excise tax described above. There can be no assurance, however, that we will be able to comply with the 20% (25% commencing in 2026) limitation discussed above or to avoid application of the 100% excise tax.

Removed

Dividends payable by REITs generally do not qualify for the reduced tax rates on dividend income from regular corporations.

Removed

Qualified dividend income payable to U.S. stockholders that are individuals, trusts and estates is subject to the reduced maximum tax rate applicable to capital gains. Dividends payable by REITs, however, generally are not eligible for the reduced qualified dividend rates. For taxable years beginning before January 1, 2026, non-corporate taxpayers may deduct up to 20% of certain pass-through business income, including “qualified REIT dividends” (generally, dividends received by a REIT shareholder that are not designated as capital gain dividends or qualified dividend income), subject to certain limitations. Although the reduced federal income tax rate applicable to qualified dividend income does not adversely affect the taxation of REITs or dividends payable by REITs, the more favorable rates applicable to regular corporate dividends could cause investors who are individuals, trusts and estates to perceive investments in REITs to be relatively less attractive than investments in the stocks of non-REIT corporations that pay dividends, which could adversely affect the value of the shares of REITs, including our Class A common stock. Tax rates could be changed in future legislation.

Added

Effective July 4, 2025, certain changes to U.S. tax law were approved that may impact us and our stockholders. Among other changes, this legislation (i) permanently extended the 20% deduction for “qualified REIT dividends” for individuals and other non-corporate taxpayers under Section 199A of the Code, (ii) increased the percentage limit under the REIT asset test applicable to TRSs from 20% to 25% for taxable years beginning after December 31, 2025, and (iii) increased the base on which the 30% interest deduction limit under Section 163(j) of the Code applies by excluding depreciation, amortization, and depletion from the definition of “adjusted taxable income” (i.e. based on EBITDA rather than EBIT) for taxable years beginning after December 31, 2024.

Reworded

•pandemics and epidemics, such as the COVID-19 pandemic, and the related governmental and economic responses thereto.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

14new paragraphs
10removed paragraphs
20reworded paragraphs
7,020 → 8,132words in section

New heading “Material Capital Improvement Projects”

New heading “(2)The Revolving Credit Facility matures in November 2029 and the 2030 Term Loan matures in January 2030, each of which may be extended for one twelve-month period at the Company's sole option. The interests rate of the Credit Facilities is based upon the one-month Adjusted Term SOFR, which is SOFR, plus, for periods prior to the CF Closing Date, a term SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”).”

Removed heading “(2)Based upon the one-month Adjusted Term SOFR, which is SOFR plus a term SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”). Upon our achievement of certain sustainability targets for 2023, the applicable margins for the Credit Facilities were reduced by 0.02% for the year ended December 31, 2024, which is reflected in the margins noted in the table above.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text
“(2)The Revolving Credit Facility matures in November 2029 and the 2030 Term Loan matures in January 2030, each of which may be extended for one twelve-month period at the Company's sole option. The interests rate of the Credit Facilities is based upon the one-month Adjusted Term SOFR, which is SOFR, plus, for periods prior to the CF Closing Date, a term SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”).”
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Removed text
“(2)Based upon the one-month Adjusted Term SOFR, which is SOFR plus a term SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”). Upon our achievement of certain sustainability targets for 2023, the applicable margins for the Credit Facilities were reduced by 0.02% for the year ended December 31, 2024, which is reflected in the margins noted in the table above.”
see in full comparison
Reworded topics: impairment

Paragraph as it now reads, with added and removed wording marked:

During the year ended December 31, 2025, based upon an accumulation of costs in excess of what was originally expected, we assessed the recoverability of the carrying amount of our real estate and related intangibles. The assessment resulted in the remeasurement of two properties, which were written down to their estimated fair value and were classified as Level 3 in the fair value hierarchy. Our estimate of the fair value was based on a discounted cash flow analysis. We used two significant unobservable inputs which was the cash flow discount rate (11.0%) and the terminal capitalization rate (10.0%). The remeasurements resulted in impairment losses of $0.2 million, which is included in "Casualty and impairment (gains) losses, net" in the Consolidated Statements of Operations and Comprehensive Income. During the year ended December 31, 2024, based upon an accumulation of costs in excess of what was originally expected, we assessed the recoverability of the carrying amount of our real estate and related intangibles. The assessment resulted in the remeasurement of one property, which was written down to its estimated fair value and was classified as Level 3 in the fair value hierarchy. Our estimate of the fair value was based on a discounted cash flow analysis. We used two significant unobservable inputs which was the cash flow discount rate (11.0%) and the terminal capitalization rate (10.0%). The remeasurement resulted in an impairment loss of $0.1 million, which is included in "Casualty and impairment loss,(gains) losses, net" in the Consolidated Statements of Operations and Comprehensive Income. No impairment was recorded during the year ended December 31, 2023.
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New text topics: impairment
“We use the held for sale impairment model for our properties classified as held for sale, which is different from the held and used impairment model. Under the held for sale impairment model, an impairment charge is recognized if the carrying amount of the long-lived asset classified as held for sale exceeds its fair value less cost to sell. Because of these two different models, it is possible for a long-lived asset previously classified as held and used to require the recognition of an impairment charge upon classification as held for sale. …”
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New text topics: impairment
“Casualty and impairment (gains) losses, net – Casualty and impairment (gains) losses, net for the year ended December 31, 2025 was $(0.8) million which primarily reflects $1.0 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs. …”
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New text
“Material Capital Improvement Projects”
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Full comparison: every changed paragraph (44)

Green = added, red = removed. Unchanged paragraphs, 27 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

On November 4, 2022, we entered into separate open market sale agreements (the "Sale Agreements") for our at the market offering program with each of Jefferies LLC, BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc.Inc., as agents,agents (the "ATM Program"), pursuant to which we may offer and sell, from time to time,sell shares of our Class A common stock having an aggregate sales price of up to $50.0 million. On August 8, 2023, we amended the ATM Program to increase the aggregate offering amount under the program from up to $50.0 million to up to $150.0 million. On November 4, 2024, we entered into separate open market sales agreements with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc. (“M&T”), as additional sales agents, Mizuho Markets Americas LLC, as additional forward purchaser, and Mizuho, as additional forward seller (in its capacity as agent for its affiliated forward purchaser). On November 4, 2024, we also amended the existing open market sale agreements to reflect the addition of Mizuho and M&T as sales agents, Mizuho Markets Americas LLC as forward purchaser and Mizuho as forward seller. The agreements also provide that wethe Company may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents. On August 8, 2023, we amended the ATM Program to increase the aggregate offering amount under the program to $150.0 million. On November 4, 2024, we entered into separate open market sale agreements for the ATM Program with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc. (“M&T”), as additional sales agents and affiliates of Mizuho, as forward sellers. During the year ended December 31, 2024,2025, 1,420,7913,154,321 shares were issued under the ATM Program, raising approximately $20.4$48.4 million in gross proceeds. As of December 31, 2024,2025, we had approximately $93.7$45.3 million of availability remaining under the ATM Program.

Added

Subsequent to the end of the year, on February 24, 2026 we amended the ATM Program to increase the aggregate amount under the program to $300.0 million. On February 24, 2026, we also entered into a separate open market sale agreements for the ATM Program (the "Additional Sale Agreements") with each of (i) J.P. Morgan Securities LLC (“J.P. Morgan”) and Scotia Capital (USA) Inc. (“ScotiaBank”), as additional sales agents, (ii) JPMorgan Chase Bank, National Association, and The Bank of Nova Scotia, as additional forward purchasers and (iii) J.P. Morgan and ScotiaBank as additional forward sellers (in each case in its capacity as agent for its affiliated forward purchaser). The Additional Sale Agreements also provide that, in addition to the issuance and sale of shares of our Class A common stock by us through J.P. Morgan and ScotiaBank, we may also enter into one or more forward sale agreements under a master forward confirmation and related supplemental confirmations, each between us and JPMorgan Chase Bank, National Association and The Bank of Nova Scotia.

Reworded

We are an internally managed REIT with a focus on acquiring and managing properties leased primarily to the USPS, ranging from last-mile post offices to industrial facilities. We believe the overall opportunity for consolidation that exists within the postal logistics network is very attractive. We continue to execute our strategy to acquire and consolidate postal properties that we believe will generate strong earnings for our shareholders.stockholders.

Reworded

We have also elected to qualify to be treatedtaxed as a REIT under the Code beginning with our short taxable year ended December 31, 2019 and intend to continue to qualify to be taxed as a REIT. As long as we qualify as a REIT, we generally will not be subject to federal income tax to the extent that we distribute our taxable income for each tax year to our stockholders.

Reworded

We are dependent on the USPS’ financial and operational stability. The USPS is currently facing a variety of circumstances that are threatening its ability to fund its operations and other obligations as currently conducted without intervention by the federal government. The USPS is constrained by laws and regulations that restrict revenue sources and pricing, mandate certain expenses and cap its borrowing capacity. As a result, among other consequences, the USPS is unable to fund its mandated expenses and continues to be subject to mandated payments to its retirement system and benefits. While the USPS has recently undertaken, and proposes to undertake, a number of operational reforms and cost reduction measures, such as higher rates and slower deliveries for certain services and closure, relocation or consolidation of certain facilities and delivery routes, the USPS has taken the position such measures alone will not be sufficient to maintain its ability to meet all of its existing obligations when due or allow it to make the critical infrastructure investments that have been deferred in recent years. These measures have also led to significant criticism and litigation, which may result in reputational or financial harm or increased regulatory scrutiny of the USPS or reduced demand for its services. The occurrence of a regional epidemic or a global pandemic, such as the COVID-19 pandemic, and measures taken to prevent its spread may also have a material and unpredictable effect on the USPS’ operations and liquidity, including significant additional operating expenses caused by pandemic-related disruptions. The lingering effect of the COVID-19 pandemicGeopolitical and other geopolitical and economic factors have also created significant inflationary pressures resulting in higher compensation, benefits, transportation and fuel costs for the USPS. If the USPS becomes unable to meet its financial obligations or its revenue declines due to reduced demand for its services, the USPS may reduce its demand for leasing postal properties, which would have a material adverse effect on our business and operations. For additional information regarding the risks associated with the USPS, see Item 1A. "Risk Factors—Risks Related to the USPS".

Added

On August 9, 2021, we entered into a Credit Agreement, as amended from time-to-time (the "Prior Credit Facilities"), which included a (i) $150.0 million revolving credit facility, (ii) $75.0 million unsecured term loan and (iii) $175.0 million senior unsecured delayed draw term loan. On September 19, 2025 (the "CF Closing Date"), we amended and restated the Prior Credit Facilities in their entirety to provide for a (1) $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (2) $290.0 million term loan facility consisting of a (I) $175.0 million delayed drawn term loan (the "2028 Term Loan"), all of which was previously advanced to us under the Prior Credit Facilities and (II) $115.0 million senior unsecured term loan (the “2030 Term Loan,” and, collectively with the 2028 Term Loan, the "Term Loans"). The 2030 Term Loan consists of (x) the $75.0 million senior unsecured term loan previously advanced under the Prior Credit Facility which remained outstanding as of the CF Closing Date and (y) $40.0 million of new term loans advanced to the Company on the CF Closing Date. On February 20, 2026, the Company entered into the Commitment Amount Increase Request (the "Commitment Increase") pursuant to which (A) the Revolving Credit Facility was increased to $250.0 million in the aggregate, (B) the 2028 Term Loan was increased to $190.0 million in the aggregate and (C) The Bank of Nova Scotia was added as a lender under the Credit Agreement; our $115.0 million 2030 Term Loan was unaffected by the Commitment Increase.

Removed

On August 9, 2021, we entered into a $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and a $50.0 million senior unsecured term loan facility (the "2021 Term Loan"). On May 11, 2022, we amended the Credit Facilities (the "First Amendment") to, among other things, add a new $75.0 million senior unsecured delayed draw term loan facility (the "2022 Term Loan" and, together with the Revolving Credit Facility and the 2021 Term Loan, the “Credit Facilities”), replace LIBOR with SOFR as the benchmark interest rate and allow for a decrease in the applicable margin by 0.02% if we achieve certain sustainability targets. On December 6, 2022, we exercised $40.0 million of term loan accordion under the 2022 Term Loan. On July 24, 2023, we further amended the Credit Facilities (the "Second Amendment") to, among other things, add a daily simple SOFR-based option to the term SOFR-based floating interest rate option as a benchmark rate for borrowings under the Credit Facilities and exercised $35.0 million of accordion under the term loans. On October 25, 2024, we amended the Credit Facilities (the "Third Amendment") to, among other things, replace the Bank of Montreal with Truist Bank as the administrative agent, letter of credit issuer and swingline lender. In addition, the third amendment increases the 2022 Term Loan commitments in an aggregate principal amount of up to $50.0 million in which we further exercised $40.0 million under the 2022 Term Loan on the closing date of the transaction, and on a delayed-draw basis, $10.0 million. On November 21, 2024, we further exercised the remaining $10.0 million under the 2022 Term Loan.

Reworded

We intend to use the Credit Facilities for working capital purposes, which may include repayment of mortgage indebtedness, property acquisitions and other general corporate purposes. We amortize on a non-cash basis the deferred financing costs associated with our debt to interest expense using the straight-line method, which approximates the effective interest rate method over the terms of the related loans. AnyDebt changesdiscounts represent fair value adjustments to account for the difference between the stated rates and market rates of debt structure,assumed includingor debtentered financingin associatedconnection with our property acquisitions, could materially influence the operating results depending on the terms of any such indebtedness.acquisitions.

Added

The debt premiums discounts are amortized to interest expense over the term of the related loans using the straight-line method, which approximates the effective-interest rate method. Any changes to the debt structure, including debt financing associated with property acquisitions, could materially influence the operating results depending on the terms of any such indebtedness.

Reworded

As a REIT, we generally will not be subject to federal income tax on our net taxable income that we distribute currently to our stockholders. Under the Code, REITs are subject to numerous organizational and operational requirements, including a requirement that they distribute each year at least 90% of their REIT taxable income, determined without regard to the deduction for dividends paid and excluding any net capital gains. If we fail to qualify for taxation as a REIT in any taxable year and do not qualify for certain statutory relief provisions, our income for that year will be taxed at regular corporate rates, and we would be disqualified from taxation as a REIT for the four taxable years following the year during which we ceased to qualify as a REIT. Even though we qualify to be taxed as a REIT for federal income tax purposes, we may still be subject to state and local taxes on our income and assets and to federal income and excise taxes on our undistributed income. Additionally, any income earned by our existing TRS and any other TRS we may form in the future will be subject to federal, state and local corporate income tax.

Reworded

As of February 26,24, 2025,2026, the leases at sevennine of our properties, representing approximately 28,25829,000 net leasable interior square feet, had expired and the USPS was occupying such properties as a holdover tenant. See Item 2. "Properties—Lease Expiration Schedule”. As of the date of this report, the USPS had not vacated or notified us of its intention to vacate any of these properties. When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis typically paying the greater of estimated market rent or the rent amount under the expired lease. While we currently anticipate that we will renew the leases that have expired or will expire, there can be no guarantee that we will be successful in renewing these leases, obtaining positive rent renewal spreads or renewing the leases on terms comparable to those of the expiring leases. Even if we are able to renew these expired leases, the lease terms may not be comparable to those of the previous leases. If we are not successful, we will likely experience reduced occupancy, rental income and net operating income, as well as diminished borrowing capacity under our Credit Facilities, which could have a material adverse effect on our financial condition, results of operations and ability to make distributions to stockholders. For additional information regarding the risks associated with the USPS, see Item 1A. "Risk Factors—Risks Related to the USPS".

Reworded

Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $12.2$20.2 million to $93.3 million for the year ended December 31, 2025 from $73.1 million for the year ended December 31, 2024 from $61.0 million for the year ended December 31, 2023,2024, primarily due to the volume of our acquisitions.acquisitions and the execution of new leases with annual escalations.

Reworded

Fee and other - Fee and other revenue increaseddecreased by $0.5$(0.7) million to $2.5 million for the year ended December 31, 2025 from $3.2 million for the year ended December 31, 2024 from $2.7 million for the year ended December 31, 2023,2024, primarily due to ana increasedecrease in management fees and income received from advisory services and management fees.services.

Added

General and administrative – General and administrative expenses increased by $1.2 million to $17.2 million for the year ended December 31, 2025 from $16.0 million for the year ended December 31, 2024, primarily due to an increase in public-company related costs, an increase in net compensation costs and the reclassification to compensation cost of the amount of dividends and distributions previously charged to retained earnings and noncontrolling interest related to awards that were forfeited. This is offset by the reversal of previously recognized compensation cost on the forfeited awards in connection with the departure of the Company's former Chief Financial Officer.

Added

Casualty and impairment (gains) losses, net – Casualty and impairment (gains) losses, net for the year ended December 31, 2025 was $(0.8) million which primarily reflects $1.0 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs. This is offset by $2.2 million of related insurance claims resulting in a net gain of $1.2 million offset by $0.2 million for an impairment on an asset that was reclassified to Assets Held for Sale and sold in the fourth quarter of 2025 and $0.2 million for an impairment on a held for use property. Casualty and impairment (gains) losses, net for the year ended December 31, 2024 was $0.4 million which primarily reflects a casualty loss for an asset damaged as a result of vandalism.

Removed

General and administrative – General and administrative expenses increased by $1.4 million to $16.0 million for the year ended December 31, 2024 from $14.7 million for the year ended December 31, 2023, primarily due to expanding our staff, an increase in information technology related costs as a result of our continued growth and an increase in equity-based compensation expense related to awards that have been granted to our employees throughout 2023 and 2024.

Removed

Casualty and impairment losses, net – Casualty and impairment losses, net for the year ended December 31, 2024 was $0.4 million which primarily reflects a casualty loss for an asset damaged as a result of vandalism. No casualty and impairment losses, net occurred for the year ended December 31, 2023.

Reworded

Gain(Loss) gain on sale of real estate assets

Reworded

During the year ended December 31, 2025, the Company sold two real estate properties for net proceeds of $1.4 million and recorded a loss of $0.05 million. Gain on sale of real estate assets includes the sale of two properties during the year ended December 31, 2024. No properties were sold during the year ended December 31, 2023.

Removed

Other Income

Removed

Other income primarily includes insurance recoveries related to property damage claims. Other income decreased by $0.7 million to $0.02 million for the year ended December 31, 2024 from $0.7 million for the year ended December 31, 2023, primarily due to lower insurance recoveries from claims.

Reworded

During the year ended December 31, 2024,2025, we incurred total interest expense, net of $12.8$16.2 million compared to $10.0$12.8 million for the year ended December 31, 2023.2024. The increase in interest expense of $2.7$3.5 million was primarily due to additional borrowings under the Credit Facilities and increasedto interestan rates.increase in net borrowings on our Credit Facilities (including the $40.0 million of term loan proceeds borrowed on September 19, 2025) and an increase of $0.1 million for loss on early extinguishment of debt which is comprised of a $0.06 million loss from the write-off of unamortized debt issuance costs attributable to a previous creditor in the Revolving Credit Facility and 2030 Term Loan portions of our Prior Credit Facilities not participating in such respective portions of our current Credit Facilities and $0.08 million of third-party fees associated with the modification of our Term Loans.

Added

We had $1.5 million of cash and $0.6 million of escrows and reserves as of December 31, 2025 compared to $1.8 million of cash and $0.7 million of escrows and reserves as of December 31, 2024.

Removed

We had $1.8 million of cash and $0.7 million of escrows and reserves as of December 31, 2024 compared to $2.2 million of cash and $0.6 million of escrows and reserves as of December 31, 2023.

Reworded

Cash flows from investing activities – Net cash used in investing activities of $123.7 million for the year ended December 31, 2025 primarily consisted of $126.3 million of acquisitions and capital improvements offset by $3.0 million in proceeds received from the sale of real estate assets and property damage claims. Net cash used in investing activities of $79.1 million for the year ended December 31, 2024 primarily consisted of $84.8 million of acquisitions and capital improvements offset by $6.0 million in proceeds received from the sale of real estate assets. Net cash used in investing activities of $72.6 million for the year ended December 31, 2023 primarily consisted of $73.1 million of acquisitions and capital improvements offset by $0.7 million of insurance proceeds that were received.

Added

Cash flows from financing activities – Net cash provided by financing activities increased by $33.4 million to $78.7 million for the year ended December 31, 2025 compared to $45.3 million for the year ended December 31, 2024. The increase was primarily related to an increase in net borrowings on our Credit Facilities of $10.0 million (including the $40.0 million term loan proceeds borrowed on September 19, 2025) and higher net proceeds received from the issuance of shares. This is offset by debt issuance costs on our Credit Facility and an increase in the payment of dividends and distributions for the year ended December 31, 2025.

Removed

Cash flows from financing activities – Net cash provided by financing activities decreased by $(0.3) million to $45.3 million for the year ended December 31, 2024 compared to $45.0 million for the year ended December 31, 2023. The decrease was primarily related to an increase in payments of dividends and distributions and a decrease in net proceeds from issuance of shares partially offset by an increase in borrowings from term loans and the Revolving Credit Facility during the year ended December 31, 2024.

Added

On August 9, 2021, we entered into the Prior Credit Facilities, which included a (i) $150.0 million Revolving Credit Facility, (ii) $75.0 million unsecured term loan and (iii) $175.0 million senior unsecured delayed draw term loan. On the CF Closing Date, we amended and restated the Prior Credit Facilities in their entirety to provide for a (1) $150.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (2) $290.0 million term loan facility consisting of a (I) $175.0 million delayed drawn term loan (the "2028 Term Loan"), all of which was previously advanced to us under the Prior Credit Facilities and (II) $115.0 million senior unsecured term loan (the “2030 Term Loan,” and, collectively with the 2028 Term Loan, the "Term Loans"). The 2030 Term Loan consists of (x) the $75.0 million senior unsecured term loan previously advanced under the Prior Credit Facility which remained outstanding as of the CF Closing Date and (y) $40.0 million of new term loans advanced to us on the CF Closing Date. As of December 31, 2025, we had $329.0 million of aggregate principal amount outstanding under our Credit Facilities, with $175.0 million drawn on the 2028 Term Loan, $115.0 million drawn on the 2030 Term Loan and $39.0 million drawn on the Revolving Credit Facility. On February 20, 2026, our capacity and availability under the Credit Facilities were impacted by our entry into the Commitment Increase, as more fully described in "Indebtedness and Interest Expense," above.

Removed

On August 9, 2021, we entered into the Credit Facilities, which initially included the $150.0 million Revolving Credit Facility and the $50.0 million 2021 Term Loan, with Bank of Montreal, as administrative agent, and BMO Capital Markets Corp., M&T Bank, JPMorgan Chase Bank, N.A. and Truist Securities, Inc. as joint lead arrangers and joint book runners. Additional participants in the Credit Facilities include Stifel Bank & Trust and TriState Capital Bank. On May 11, 2022, we entered into the First Amendment to, among other things, add the 2022 Term Loan (and, together with the 2021 Term Loan, the "Term Loans"). On December 6, 2022, we exercised $40.0 million of accordion feature under the 2022 Term Loan. On July 24, 2023, we entered into the Second Amendment and further exercised $35.0 million of accordion under the Term Loans. On October 25, 2024, we entered into the Third Amendment and increased our commitments on the 2022 Term Loan and further exercised $50.0 million. As of December 31, 2024, we had $264.0 million of aggregate principal amount outstanding under our Credit Facilities, with $75.0 million drawn on the 2021 Term Loan, $175.0 million drawn on the 2022 Term Loan and $14.0 million drawn on the Revolving Credit Facility.

Reworded

The Credit Facilities include an accordion feature which permit us to borrow up to an additional (i) $150.0 million under the Revolving Credit Facility and (ii) $50.0$100.0 million under the Term Loans, subject to customary terms and conditions. After giving effect to the Commitment Increase, $50.0 million remains under the Revolving Credit Facility accordion and (2) $85.0 million remains under the accordion for the Term Loans. The Revolving Credit Facility matures in JanuaryNovember 2026, which may be extended for two six-month periods subject to customary conditions,2029, the 20212030 Term Loan matures in January 20272030 and the 20222028 Term Loan matures in February 2028. Each of the Revolving Credit Facility and the 2030 Term Loan Facility may be extended for one 12-month period at the Company's sole option. Borrowings under the Credit Facilities carry an interest rate of, (i) in the case of the Revolving Credit Facility, either a base rate plus a margin ranging from 0.5% to 1.0% per annum or Adjusted Term SOFR (as defined below) plus a margin ranging from 1.5% to 2.0% per annum, or (ii) in the case of the Term Loans, either a base rate plus a margin ranging from 0.45% to 0.95% per annum or Adjusted Term SOFR plus a margin ranging from 1.45% to 1.95% per annum, in each case depending on a consolidated leverage ratio. With respect to the Revolving Credit Facility, we will pay, if the usage is equal to or less than 50%, an unused facility fee of 0.20% per annum, or if the usage is greater than 50%, an unused facility fee of 0.15% per annum, in each case on the average daily unused commitments under the Revolving Credit Facility.

Reworded

As of December 31, 2024,2025, we had nineeleven interest rate swaps with a total notional amount of $250.0$290.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest Rate Swaps"). See Note 6. Derivatives and Hedging Activities in the Notes to our Consolidated Financial Statements included under Item 8 herein for further details regarding the Interest Rate Swaps.

Added

Material Capital Improvement Projects

Added

In the fourth quarter of 2025, the Company completed all necessary capital improvement work at one of its two owned properties located in Pauline, Kansas (the "Pauline CIP"). During the fourth quarter of 2025, the Company incurred $0.2 million of costs associated with the Pauline CIP, none of which was offset by insurance proceeds. The timing and amount of any additional insurance recoveries related to the Pauline CIP, if any, remain subject to customary claims processes.

Added

(2)The Revolving Credit Facility matures in November 2029 and the 2030 Term Loan matures in January 2030, each of which may be extended for one twelve-month period at the Company's sole option. The interests rate of the Credit Facilities is based upon the one-month Adjusted Term SOFR, which is SOFR, plus, for periods prior to the CF Closing Date, a term SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”).

Removed

(2)Based upon the one-month Adjusted Term SOFR, which is SOFR plus a term SOFR adjustment of 0.10%, subject to a 0% floor (the “Adjusted Term SOFR”). Upon our achievement of certain sustainability targets for 2023, the applicable margins for the Credit Facilities were reduced by 0.02% for the year ended December 31, 2024, which is reflected in the margins noted in the table above.

Reworded

(6)In connection with the acquisition of a property, we obtained seller financing secured by the property in the amount of $0.4 million requiring five annual payments of principal and interest of $0.1 million with the first installment due on January 2, 2021 based on a 6.0% interest rate per annum through January 2, 2025. As of January 2, 2025, the seller financing has been fully repaid.

Reworded

(8)In connection with the acquisition of two properties, the Companywe obtained seller financing secured by the properties in the amount of $1.4 million based on a fixed interest rate of 5.00% with interest-only payments through September 1, 2039.

Reworded

(2)Operating lease obligations relate to threeone leaseslease for our corporate headquarters and 1015 ground leases at certain of our properties.

Added

On February 20, 2026, we entered into the Commitment Amount Increase Request (the "Commitment Increase") pursuant to which (i) the Revolving Credit Facility was increased to $250.0 million in the aggregate, (ii) the 2028 Term Loan was increased to $190.0 million in the aggregate (all of which has been advanced to the Company) and (iii) The Bank of Nova Scotia was added as a lender under the Credit Agreement. As of February 24, 2026, and after giving effect to the Commitment Increase, (1) $50.0 million remains under the Revolving Credit Facility accordion and (2) $85.0 million remains under the accordion for the Term Loan.

Added

Subsequent to the end of the year, on February 24, 2026 we amended the ATM Program to increase the aggregate amount under the program to $300.0 million. On February 24, 2026, we also entered into a separate open market sale agreements for the ATM Program (the "Additional Sale Agreements") with each of (i) J.P. Morgan Securities LLC (“J.P. Morgan”) and Scotia Capital (USA) Inc. (“ScotiaBank”), as additional sales agents, (ii) JPMorgan Chase Bank, National Association and The Bank of Nova Scotia as additional forward purchasers, and (iii) J.P. Morgan and ScotiaBank as additional forward sellers (in each case in its capacity as agent for its affiliated forward purchaser). The Additional Sale Agreements also provide that, in addition to the issuance and sale of shares of our Class A common stock by us through J.P. Morgan and ScotiaBank, we may also enter into one or more forward sale agreements under a master forward confirmation and related supplemental confirmations, each between us and JPMorgan Chase Bank, National Association and The Bank of Nova Scotia.

Removed

Subsequent to December 31, 2024, we sold one vacant property for a total sales price of approximately $0.8 million.

Reworded

During the year ended December 31, 2025, based upon an accumulation of costs in excess of what was originally expected, we assessed the recoverability of the carrying amount of our real estate and related intangibles. The assessment resulted in the remeasurement of two properties, which were written down to their estimated fair value and were classified as Level 3 in the fair value hierarchy. Our estimate of the fair value was based on a discounted cash flow analysis. We used two significant unobservable inputs which was the cash flow discount rate (11.0%) and the terminal capitalization rate (10.0%). The remeasurements resulted in impairment losses of $0.2 million, which is included in "Casualty and impairment (gains) losses, net" in the Consolidated Statements of Operations and Comprehensive Income. During the year ended December 31, 2024, based upon an accumulation of costs in excess of what was originally expected, we assessed the recoverability of the carrying amount of our real estate and related intangibles. The assessment resulted in the remeasurement of one property, which was written down to its estimated fair value and was classified as Level 3 in the fair value hierarchy. Our estimate of the fair value was based on a discounted cash flow analysis. We used two significant unobservable inputs which was the cash flow discount rate (11.0%) and the terminal capitalization rate (10.0%). The remeasurement resulted in an impairment loss of $0.1 million, which is included in "Casualty and impairment loss,(gains) losses, net" in the Consolidated Statements of Operations and Comprehensive Income. No impairment was recorded during the year ended December 31, 2023.

Added

We use the held for sale impairment model for our properties classified as held for sale, which is different from the held and used impairment model. Under the held for sale impairment model, an impairment charge is recognized if the carrying amount of the long-lived asset classified as held for sale exceeds its fair value less cost to sell. Because of these two different models, it is possible for a long-lived asset previously classified as held and used to require the recognition of an impairment charge upon classification as held for sale. We recorded an impairment of $0.2 million which is included in "Casualty and impairment (gains) losses, net" in the Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2025. The property was subsequently sold during 2025 at a price equal to the carrying value.

Reworded

Because mostmany of our leases provide for fixed annual rental payments without annual rent escalations, our rental revenues are fixed while our property operating expenses are subject to inflationary increases. A majority of our leases provide for tenant reimbursement of real estate taxes and thus the tenant must reimburse us for real estate taxes. We believe that if inflation increases expenses over time, increases in lease renewal rates will materially offset such increase.

What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-04 (period ending 2026-06-30) with 10-Q filed 2026-05-05 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

2new paragraphs
0removed paragraphs
1reworded paragraphs
35 → 381words in section

New heading “Although SEC rules classify us as a non-accelerated filer through 2027, we will lose our smaller reporting company accommodations in the first quarter of 2027 and must immediately devote significant resources to prepare for a potential SOX Section 404(b) auditor attestation for fiscal year 2027.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: material weakness
“Pursuant to Exchange Act Rule 12b-2 and SEC Staff Compliance & Disclosure Interpretation Question 130.05, because we were eligible to use scaled disclosure requirements for smaller reporting companies under the revenue test for the fiscal year ending December 31, 2026, we remain classified as a "non-accelerated filer" for filings due during fiscal year 2027. Consequently, we retain non-accelerated filing deadlines and remain exempt from the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act (the "Auditor Attestation") throughout 2027. …”
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New text
“Although SEC rules classify us as a non-accelerated filer through 2027, we will lose our smaller reporting company accommodations in the first quarter of 2027 and must immediately devote significant resources to prepare for a potential SOX Section 404(b) auditor attestation for fiscal year 2027.”
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Reworded

Paragraph as it now reads, with added and removed wording marked:

ThereDuring the quarter ended June 30, 2026, there have been no material changes from the risk factors disclosed in the section entitled “Risk Factors” under Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025.2025, except as noted below:
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Full comparison: every changed paragraph (3)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Reworded

ThereDuring the quarter ended June 30, 2026, there have been no material changes from the risk factors disclosed in the section entitled “Risk Factors” under Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025.2025, except as noted below:

Added

Although SEC rules classify us as a non-accelerated filer through 2027, we will lose our smaller reporting company accommodations in the first quarter of 2027 and must immediately devote significant resources to prepare for a potential SOX Section 404(b) auditor attestation for fiscal year 2027.

Added

Pursuant to Exchange Act Rule 12b-2 and SEC Staff Compliance & Disclosure Interpretation Question 130.05, because we were eligible to use scaled disclosure requirements for smaller reporting companies under the revenue test for the fiscal year ending December 31, 2026, we remain classified as a "non-accelerated filer" for filings due during fiscal year 2027. Consequently, we retain non-accelerated filing deadlines and remain exempt from the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act (the "Auditor Attestation") throughout 2027. However, beginning with our Quarterly Report on Form 10-Q for the quarter ended March 31, 2027, we will no longer be permitted to rely on scaled disclosure accommodations available to smaller reporting companies, which will increase our legal, accounting, and administrative compliance burdens. Furthermore, our non-accelerated filer status during 2027 represents a temporary transition period. Effective December 31, 2027, we expect to transition to "Accelerated Filer" or "Large Accelerated Filer" status, compressing our 2027 Form 10-K filing deadline to as few as 60 days after fiscal year-end and requiring our independent registered public accounting firm to issue an auditor attestation report on our internal control over financial reporting. As a result, even though an Auditor Attestation is not required for our Annual Report on Form 10-K for the fiscal year ending December 31, 2026, we expect to devote substantial management time and financial resources through the remainder of 2026, and all of 2027, to prepare for Section 404(b) compliance for the year ending December 31, 2027. If we fail to establish and maintain adequate internal controls, we could face material weaknesses, adverse Auditor Attestation reports, or delayed SEC filings for our fiscal year ending December 31, 2027.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

15new paragraphs
7removed paragraphs
36reworded paragraphs
6,944 → 8,072words in section

New heading “Comparison of the Six Months Ended June 30, 2026 and Six Months Ended June 30, 2025”

New heading “Operating Expense”

New heading “Total Interest Expense, Net”

Removed heading “New Tax Legislation”

Removed heading “(2)The Revolving Credit Facility matures in November 2029 and the 2030 Term Loan matures in January 2030, each of which may be extended for one twelve-month period at the Company's sole option.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Reworded topics: bankruptcy, default, fine, penalt

Paragraph as it now reads, with added and removed wording marked:

TheAfter giving effect to the Second A&R Credit Facilities include an accordion feature which permit us to borrow up to an additional (i) $150.0 million underFacilities, the Revolving Credit Facility andhas (ii)a $100.0maturity milliondate underof November 15, 2030, the Term2028 Loans, subject to customary terms and conditions. As of March 31, 2026, and after giving effect to the Commitment Increase, (1) $50.0 million remains under the Revolving Credit Facility accordion and (2) $85.0 million remains under the accordion for the Term Loans. The Revolving Credit Facility matures in November 2029, the 2030Recasted Term Loan matureshas ina Januarymaturity 2030date of February 11, 2028, the 2029 Term Loan has a maturity date of February 11, 2029 and the 20282031 Term Loan matureshas ina Februarymaturity 2028.date of January 15, 2031. Each of the Revolving Credit Facility and the 20302031 Term Loan Facility may be extended for one twelve-month12-month period at the Company's solediscretion. option.The BorrowingsCompany may elect at any time and from time to time to prepay all or any portion of the loans under the Second A&R Credit Facilities carryprior anto maturity without premium or penalty, subject to payment of usual and customary breakage costs. Furthermore, after giving effect to the Second A&R Credit Facilities, the interest raterates of,applicable to loans under the Second A&R Credit Facilities are, at the Company's option, equal to (i) in the case of the Revolving Credit Facility, either a base rate plus a margin ranging from 0.5%0.15% to 1.0%0.55% per annum or Adjusted Term SOFR (as defined below) plus a margin ranging from 1.5%1.15% to 2.0%1.55% per annum,annum orand (ii) in the case of the Term Loans,Loan Facility, either a base rate plus a margin ranging from 0.45%0.10% to 0.95%0.50% per annum or Adjusted Term SOFR plus a margin ranging from 1.45%1.10% to 1.95%1.50% per annum, in each case dependingbased on athe Company’s consolidated leverage ratio. WithSOFR, as defined in the Credit Agreement, cannot be less than 0.00% at any time. In addition, with respect to the Revolving Credit Facility, the Company will pay, if the usage of the Revolving Credit Facility is equal to or less than 50%,50% thereof, an unused facility fee of 0.20% per annum, or if the usage of the Revolving Credit Facility is greater than 50%,50% thereof, an unused facility fee of 0.15% per annum, in each case on the average daily unused commitments under the Revolving Credit Facility. The Second A&R Credit Facilities contain a number of customary financial and non-financial covenants The Second A&R Credit Facilities are guaranteed, jointly and severally, by usthe Company and certain of our indirect subsidiaries andof containthe Company. The Second A&R Credit Facilities contains customary covenants that, among other things, restrict, subject to certain exceptions, ourthe ability of the Company, the Operating Partnership and certain indirect subsidiaries of the Company to incur indebtedness, grant liens on their assets, make certain types of investments, engage in acquisitions, mergers or consolidations, sell assets, enter into certain transactions with affiliates and pay dividends or make distributions. The Second A&R Credit Facilities requirealso compliancerequires the Company to comply with consolidated financial maintenance covenants to be tested quarterly, including a minimum fixed charge coverage ratio, maximum total leverage ratio, minimum tangible net worth, maximum secured leverage ratio, maximum unsecured leverage ratio,ratio and minimum unsecured debt service coverage ratio and maximum secured recourse leverage ratio. The Credit Facilities also contain certain customary events of default, including the failure to make timely payments under the Credit Facilities, any event or condition that makes other material indebtedness due prior to its scheduled maturity, the failure to satisfy certain covenants and specified events of bankruptcy and insolvency. As of March 31, 2026, we were in compliance with all of the Credit Facilities’ debt covenants.
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New text topics: bankruptcy, default, covenant
“The Second A&R Credit Facilities also contains customary events of default, including the failure to make timely payments under the Second A&R Credit Facilities, any event or condition that makes other material indebtedness due prior to its scheduled maturity, the failure to satisfy certain covenants and specified events of bankruptcy and insolvency. …”
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New text topics: fine, regulation
“We are a “smaller reporting company” as defined in Regulation S-K under the Securities Act and have elected to take advantage of certain scaled disclosures available to smaller reporting companies. As of June 30, 2026, the aggregate market value of our voting and non-voting common equity held by non-affiliates exceeded $700 million. …”
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Removed text
“(2)The Revolving Credit Facility matures in November 2029 and the 2030 Term Loan matures in January 2030, each of which may be extended for one twelve-month period at the Company's sole option.”
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New text topics: covenant
“On July 2, 2026, we entered into the Second A&R Credit Facilities, which amended and restated our First A&R Credit Facilities in their entirety, with Truist Bank, as administrative agent, and Truist Securities, M&T Bank and JPMorgan Chase Bank, N.A., The Bank of Nova Scotia and Mizuho Bank Ltd. as joint lead arrangers and joint book runners. Stifel Bank & Trust also participated in the Second A&R Credit Facilities. The Second A&R Credit Facilities provide for a Revolving Credit Facility and Term Loans. …”
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New text
“Comparison of the Six Months Ended June 30, 2026 and Six Months Ended June 30, 2025”
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Full comparison: every changed paragraph (58)

Green = added, red = removed. Unchanged paragraphs, 6 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

•changes in real estate, taxation, zoning laws and other legislation and government activity and changes to real property tax rates and the taxation of real estate investment trusts for U.S. federal income tax purposes (“REITs”) in general;

Reworded

We were formed as a Maryland corporation on November 19, 2018 and commenced operations upon completion of our initial public offering and the related formation transactions. We conduct our business through aan traditionalumbrella partnership, commonly referred to as an UPREIT structure in which our properties are owned by our Operating Partnership directly or through limited partnerships, limited liability companies or other subsidiaries. During the threesix months ended MarchJune 31,30, 2026, we acquired 6198 properties leased primarily to the USPS for approximately $35.6$82.2 million, including closing costs. As of MarchJune 31,30, 2026, our portfolio consists of 1,9782,014 owned properties, located in 49 states and one territory and comprising approximately 7.37.5 million net leasable interior square feet.

Reworded

We are the sole general partner of our Operating Partnership through which our properties are directly or indirectly owned. As of MayAugust 5,4, 2026, we owned approximately 78.9%80.4% of outstanding common units of limited partnership interest in our Operating Partnership (the “OP Units”), including long term incentive units of our Operating Partnership (the “LTIP Units”). Our Board of Directors oversees our business and affairs.

Reworded

On November 4, 2022, the Company entered into separate open market sale agreements for its at-the-market offering programs with each of Jefferies LLC, BMO Capital Markets Corp., Janney Montgomery Scott LLC, Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc., as agents (the "ATM Program"), pursuant to which the Company may offer and sell shares of its Class A common stock having an aggregate sales price of up to $50.0 million. The agreements also provide that the Company may enter into one or more forward sale agreements under separate master forward confirmations and related supplemental confirmations with affiliates of certain agents. On August 8, 2023, the Company amended the ATM Program to increase the aggregate offering amount under the program to $150.0 million. On November 4, 2024, the Company entered into separate open market sale agreements for the ATM Program with each of Mizuho Securities USA LLC (“Mizuho”) and M&T Securities, Inc. (“M&T”), as additional sales agents, and affiliates of Mizuho, as forward sellers. On February 24, 2026 we amended the ATM Program to increase the aggregate amount under the ATM Program to $300.0 million. On February 24, 2026, we also entered into a separate open market sale agreements for the ATM Program (the "Additional Sale Agreements") with each of (i) J.P. Morgan Securities LLC (“J.P. Morgan”) and Scotia Capital (USA) Inc. (“ScotiaBank”), as additional sales agents, (ii) JPMorgan Chase Bank, National Association, and The Bank of Nova Scotia, as additional forward purchasers and (iii) J.P. Morgan and ScotiaBank as additional forward sellers (in each case in its capacity as agent for its affiliated forward purchaser). The Additional Sale Agreements also provide that, in addition to the issuance and sale of shares of our Class A common stock by us through J.P. Morgan and ScotiaBank, we may also enter into one or more forward sale agreements under a master forward confirmation and related supplemental confirmations, each between us and JPMorgan Chase Bank, National Association and The Bank of Nova Scotia. During the threesix months ended MarchJune 31,30, 2026, 512,4213,154,725 shares were issued under the ATM Program for approximately $8.6$59.2 million in gross proceeds. As of MarchJune 31,30, 2026, we had approximately $135.5$97.0 million of availability remaining under the ATM Program.

Reworded

As of MarchJune 31,30, 2026, we owned a portfolio of 1,9782,014 properties located in 49 states and one territory and leased primarily to the USPS.

Added

We are a “smaller reporting company” as defined in Regulation S-K under the Securities Act and have elected to take advantage of certain scaled disclosures available to smaller reporting companies. As of June 30, 2026, the aggregate market value of our voting and non-voting common equity held by non-affiliates exceeded $700 million. However, because we were eligible to use the scaled disclosure requirements for smaller reporting companies under the revenue test in Exchange Act Rule 12b-2 for the fiscal year ending December 31, 2026, we do not meet the definition of an accelerated filer or large accelerated filer as of December 31, 2026. Accordingly, we expect to (i) no longer qualify as a "smaller reporting company" beginning with our Quarterly Report on Form 10-Q for the quarter ended March 31, 2027, (ii) remain a "non-accelerated filer" for filings due during fiscal year 2027 and (iii) not provide an auditor attestation report on our internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act until our Annual Report on Form 10-K for the fiscal year ending December 31, 2027.

Removed

We are a “smaller reporting company” as defined in Regulation S-K under the Securities Act and have elected to take advantage of certain scaled disclosures available to smaller reporting companies.

Reworded

We have also elected to qualify to be treatedtaxed as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”), beginning with our short taxable year ended December 31, 2019 and intend to continue to qualify as a REIT. As long as we qualify as a REIT, we generally will not be subject to federal income tax to the extent that we distribute our taxable income for each tax year to our stockholders.

Removed

New Tax Legislation

Removed

Effective July 4, 2025, certain changes to U.S. tax law were approved that impact us and our stockholders. Among other changes, this legislation (i) permanently extended the 20% deduction for “qualified REIT dividends” for individuals and other non-corporate taxpayers under Section 199A of the Code, (ii) increased the percentage limit under the REIT asset test applicable to taxable REIT subsidiaries ("TRSs") from 20% to 25% for taxable years beginning after December 31, 2025, and (iii) increases the base on which the 30% interest deduction limit under Section 163(j) of the Code applies by excluding depreciation, amortization and depletion from the definition of “adjusted taxable income” (i.e. based on EBITDA rather than EBIT) for taxable years beginning after December 31, 2024.

Removed

Revenues

Reworded

We derive revenues primarily from rent and tenant reimbursements under leases with the USPS for our properties and fee and other from the management of postal properties owned by Andrew Spodek, our chief executive officer, and his affiliates managed by our TRS,taxable REIT subsidiary ("TRS"), income recognized from properties accounted for as financing leases and revenue from providing certain advisory services. Rental income represents the lease revenue recognized under the leases primarily with the USPS which includes the impact of above and below market lease intangibles as well as reimbursements to us made by our tenants for the real estate taxes paid at each property where tenants are responsible for such taxes under the leases. Certain of our leases include annual rent escalators. Fee and other principally represents (i) revenue our TRS received from postal properties owned by Mr. Spodek and his affiliates pursuant to the management agreements and is a percentage of the lease revenue for the managed properties, (ii) revenue our TRS received from providing advisory services to third-party owners of postal properties and (iii) income recognized from properties accounted for as financing leases. As of MarchJune 31,30, 2026, properties leased to our tenants had an average remaining lease term of approximately 5.05.1 years. Factors that could affect our rental income and fee and other in the future include, but are not limited to: (i) our ability to renew or replace expiring leases and management agreements; (ii) local, regional or national economic conditions; (iii) an oversupply of, or a reduction in demand for, postal space; (iv) changes in market rental rates; (v) changes to the USPS’ current property leasing program or form of lease; and (vi) our ability to provide adequate services and maintenance at our properties and managed properties.

Reworded

All equity-based compensation expense is recognized in our Consolidated Statements of Operations and Comprehensive Income (Loss) as components of general and administrative expense and property operating expenses. We issue share-based awards to align our directors' and employees’ interests with those of our investors.

Reworded

Our First Amended and Restated Credit Agreement, dated September 19, 2025 (as amended from-time-time,from time-to-time, including by the Commitment Increase, dated February 20, 2026, the "First A&R Credit Facilities"), which was subsequently amended and restated in their entirety by our Second Amended and Restated Credit Agreement, dated July 2, 2026 (asthe amended,"Second A&R Credit Facilities, " and, collectively with the "First A&R Credit Facilities," the "Credit Facilities"), consists of a (i) $250.0$275.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (ii) $305.0$340.0 million term loan facility consisting of a (xa) $115.0$90.0 million senior unsecured term loan facility (the "2028 Recasted Term Loan"), (b) $100.0 million senior unsecured term loan facility (the "2029 Term Loan") and (c) $150.0 million senior unsecured term loan (the "2030 Term Loan") and (y) $190.0 million senior unsecured delayed draw term loan (the "20282031 Term Loan," and, collectively with the "20302028 Recasted Term Loan", and the "2029 Term Loan," the "Term Loans").

Reworded

As a REIT, we generally will not be subject to federal income tax on our net taxable income that we distribute currently to our stockholders. Under the Code, REITs are subject to numerous organizational and operational requirements, including a requirement that they distribute each year at least 90% of their REIT taxable income, determined without regard to the deduction for dividends paid and excluding any net capital gains. If we fail to qualify for taxation as a REIT in any taxable year and do not qualify for certain statutory relief provisions, our income for that year will be taxed at regular corporate rates, and we would be disqualified from taxation as a REIT for the four taxable years following the year during which we ceased to qualify as a REIT. Even though we qualify to be taxed as a REIT for federal income tax purposes, we may still be subject to state and local taxes on our income and assets and to federal income and excise taxes on our undistributed income. Additionally, any income earned by our existing TRS and any other TRS we may form in the future will be subject to federal, state and local corporate income tax.

Added

Additionally, any income earned by our existing TRS and any other TRS we may form in the future will be subject to federal, state and local corporate income tax.

Reworded

As of the date of this report, the USPS had not vacated or notified us of its intention to vacate any properties. When a lease expires, the USPS becomes a holdover tenant on a month-to-month basis typically paying the greater of estimated market rent or the rent amount under the expired lease. As of MayAugust 5,4, 2026, seven17 leases at 16 of the properties we own were being occupied by the USPS as a holdover tenant.

Reworded

Comparison of the Three Months Ended MarchJune 31,30, 2026 and the Three Months Ended MarchJune 31,30, 2025

Removed

Revenues

Reworded

Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $4.6$5.3 million to $26.1$28.0 million for the three months ended MarchJune 31,30, 2026 from $21.5$22.7 million for the three months ended MarchJune 31,30, 2025, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.

Reworded

Fee and other – Fee and other revenue decreased by $0.1$0.06 million to $0.53$0.56 million for the three months ended MarchJune 31,30, 2026 from $0.67$0.62 million for the three months ended MarchJune 31,30, 2025, primarily due to a decrease in miscellaneousprofessional services income.

Reworded

Real estate taxes – Real estate taxes increased by $0.4 million to $3.07$3.2 million for the three months ended MarchJune 31,30, 2026 from $2.65$2.8 million for the three months ended MarchJune 31,30, 2025, primarily due to the volume of our acquisitions.

Reworded

Property operating expenses – Property operating expenses increased by $0.4$0.6 million to $2.82$2.6 million for the three months ended MarchJune 31,30, 2026 from $2.46$2.0 million for the three months ended MarchJune 31,30, 2025. Property management expenses are included within property operating expenses and totaled $1.0$0.7 million and $0.6 million, respectively, for each of the three months ended MarchJune 31,30, 2026 and 2025. The increase was primarily related to higher costs pertaining to outsourced -offshore property management.management support.

Reworded

General and administrative – General and administrative expenses increased by $0.5$0.4 million to $5.4$4.7 million for the three months ended MarchJune 31,30, 2026 from $4.9$4.3 million for the three months ended MarchJune 31,30, 2025, primarily due to an increase in net compensation costs and public-company related costs.

Reworded

Casualty and impairment losses (gains) losses,, net - Casualty and impairment (gains) losses, netlosses for the three months ended MarchJune 31,30, 2026 was $(0.3)$0.1 million which reflects $0.1$0.12 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs and other costs. This is partially offset by an estimated $0.4$0.1 million of related insurance claims resulting in a net gainloss of $(0.3)$0.02 million and $0.1 million for an immaterial impairment on aan heldasset that was reclassified to Assets Held for use property.Sale. Casualty and impairment losses (gains), net were $0.2 million for the three months ended MarchJune 31,30, 2025 were $0.3 million which reflects $0.5$0.1 million in gross charges primarily related to the net book value of twoseveral properties damaged as a result of natural disasters and related repairs, partially offset by $0.4$0.6 million of related insurance claims that the Company believes is probable it will recover resulting in a net chargegain of $0.1$0.5 million and $0.1$0.2 million for an impairment on an asset.asset that was reclassified to Assets Held for Sale.

Reworded

Depreciation and amortization – Depreciation and amortization expense increased by $0.8 million to $6.4$6.7 million for the three months ended MarchJune 31,30, 2026 from $5.6$5.9 million for three months ended MarchJune 31,30, 2025, primarily due to the volume of our acquisitions.

Reworded

During the three months ended MarchJune 31,30, 2026, we incurred total interest expense, net of $4.4$4.9 million compared to $3.6$4.0 million for the three months ended MarchJune 31,30, 2025. The increase in interest expense was primarily due to an increase in net borrowings on our Credit Facilities (including the $40.0 million and $15.0 million of term loan proceeds borrowed on September 19, 2025 and February 20, 2026, respectively).

Added

Comparison of the Six Months Ended June 30, 2026 and Six Months Ended June 30, 2025

Added

Rental income – Rental income includes net rental income as well as the recovery of certain operating costs and property taxes from tenants. Rental income increased by $9.9 million to $54.1 million for the six months ended June 30, 2026 from $44.2 million for the six months ended June 30, 2025, primarily due to the volume of our acquisitions and the execution of new leases with annual escalations.

Added

Fee and other – Fee and other revenue decreased by $0.2 million to $1.1 million for the six months ended June 30, 2026 from $1.3 million for the six months ended June 30, 2025, primarily due to a decrease in management fee income and professional service income.

Added

Operating Expense

Added

Real estate taxes – Real estate taxes increased by $0.8 million to $6.3 million for the six months ended June 30, 2026 from $5.4 million for the six months ended June 30, 2025, primarily due to the volume of our acquisitions.

Added

Property operating expenses – Property operating expenses increased by $1.0 million to $5.4 million for the six months ended June 30, 2026 from $4.4 million for the six months ended June 30, 2025. Property management expenses are included within property operating expenses and totaled $1.7 million and $1.6 million for the six months ended June 30, 2026 and 2025. The increase was primarily related to higher costs pertaining to offshore property management support.

Added

General and administrative – General and administrative expenses increased by $0.9 million to $10.1 million for the six months ended June 30, 2026 from $9.3 million for the six months ended June 30, 2025, primarily due to an increase in net compensation costs and public-company related costs.

Added

Casualty and impairment (losses) gains, net - Casualty and impairment gains for the six months ended June 30, 2026 were $0.2 million which reflects $0.2 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs, offset by $0.5 million of related insurance claims resulting in a net gain of $0.3 million. In addition, this is offset by an impairment of $0.1 million on an asset that was reclassified to Assets Held for Sale. Casualty and impairment gains for the six months ended June 30, 2025 were $0.2 million which reflects $0.6 million in gross charges primarily related to the net book value of several properties damaged as a result of natural disasters and related repairs, offset by $1.0 million of related insurance claims resulting in a net gain of $0.4 million. In addition, this is offset by an impairment of $0.2 million on an asset that was reclassified to Assets Held for Sale.

Added

Depreciation and amortization – Depreciation and amortization expense increased by $1.6 million to $13.1 million for the six months ended June 30, 2026 from $11.5 million for the six months ended June 30, 2025, primarily due to the volume of our acquisitions.

Added

Total Interest Expense, Net

Added

During the six months ended June 30, 2026, we incurred total interest expense, net of $9.2 million compared to $7.7 million for the six months ended June 30, 2025. The increase in interest expense was primarily due to an increase in net borrowings on our Credit Facilities (including the $40.0 million and $15.0 million of term loan proceeds borrowed on September 19, 2025 and February 20, 2026, respectively).

Reworded

Comparison of the ThreeSix Months Ended MarchJune 31,30, 2026 and the ThreeSix Months Ended MarchJune 31,30, 2025

Reworded

We had $1.3$1.8 million of cash and $1.5$1.0 million of escrows and reserves as of MarchJune 31,30, 2026 compared to $0.6$1.1 million of cash and $0.9$1.0 million of escrows and reserves as of MarchJune 31,30, 2025.

Reworded

Cash flows from operating activities – Net cash provided by operating activities increased by $0.1$2.8 million to $10.9$25.0 million for the threesix months ended MarchJune 31,30, 2026 compared to $10.8$22.2 million for the same period in 2025. The increase is primarily due to the volume of our acquisitions and the execution of new leases with annual rent escalations all of which have generated additional rental income and related changes in working capital, as well as the timing of certain receivables and payables.

Reworded

Cash flows used in investing activities – Net cash used in investing activities for the threesix months ended MarchJune 31,30, 2026 primarily consisted of $34.6$81.1 million of acquisitions and $1.4$2.3 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $0.2 million in insurance proceeds received from the sale of real estate assets and property damage related insurance claims. Net cash used in investing activities for the threesix months ended MarchJune 31,30, 2025 primarily consisted of $15.1$46.9 million of acquisitions and $1.4$3.5 million of escrow deposits for acquisitions, capital improvements and other investing activities offset by $0.8$1.7 million in proceeds received from the sale of real estate assets.assets and property damage related insurance claims.

Reworded

Cash flows from financing activities – Net cash provided by financing activities increased by $21.6$32.8 million to $25.6$58.9 million for the threesix months ended MarchJune 31,30, 2026 compared to $4.0$26.0 million for the threesix months ended MarchJune 31,30, 2025. The increase was primarily related to an increase in borrowings on our Credit Facilities of $15.0 million and higher net proceeds received from the issuance of shares. This isshares offset by a decrease in borrowings on our Credit Facilities, additional debt issuance costs on our Credit Facility, an increase in thetax payment of taxeswithholdings on equity award vestings and an increase in the payment of dividends and distributions for the threesix months ended MarchJune 31,30, 2026.

Reworded

We had approximately $1.3$1.8 million of cash and $1.5$1.0 million of escrows and reserves as of MarchJune 31,30, 2026 compared to $0.6$1.1 million of cash and $0.9$1.0 million of escrows and reserves as of MarchJune 31,30, 2025.

Added

On July 2, 2026, we entered into the Second A&R Credit Facilities, which amended and restated our First A&R Credit Facilities in their entirety, with Truist Bank, as administrative agent, and Truist Securities, M&T Bank and JPMorgan Chase Bank, N.A., The Bank of Nova Scotia and Mizuho Bank Ltd. as joint lead arrangers and joint book runners. Stifel Bank & Trust also participated in the Second A&R Credit Facilities. The Second A&R Credit Facilities provide for a Revolving Credit Facility and Term Loans. After giving effect to the Second A&R Credit Agreement, our Credit Facilities consists of a (i) $275.0 million senior unsecured revolving credit facility (the “Revolving Credit Facility”), and (ii) $340.0 million of term loan facilities (the "Term Loan Facilities," and, collectively with the Revolving Facility, the "Second A&R Credit Facilities"). The Term Loan Facilities consists of a (a) $90.0 million senior unsecured term loan facility (the "2028 Recasted Term Loan"), all of which was previously advanced to the Company under the First A&R Credit Facilities and remains outstanding under the Second A&R Credit Agreement as of the Closing Date, (b) $100.0 million senior unsecured term loan facility (the "2029 Term Loan"), all of which was previously advanced to the Company under the First A&R Credit Facilities and remains outstanding under the Second A&R Credit Agreement as of the Closing Date and (c) $150.0 million senior unsecured term loan (the "2031 Term Loan") consisting of (1) a $115.0 million term loan previously advanced to the Company under the First A&R Credit Facilities and which remains outstanding as of the Closing Date and (2) $35.0 million of new term loans advanced to the Company on the Closing Date. The Second A&R Credit Facilities also provide that, subject to customary conditions, including obtaining lender commitments and compliance with its financial maintenance covenants under the Second A&R Credit Facilities, the Operating Partnership may seek to increase the lending commitments under the Second A&R Credit Facilities by up to $175 million, in the case of the Revolving Credit Facility, and up to $160 million, in the case of the Term Loan Facilities or one or more new term loan facilities. As of June 30, 2026, and prior to giving effect to the Second A&R Credit Agreement, we had $350.0 million of aggregate principal amount outstanding under our First A&R Credit Facilities, with $115.0 million drawn on the 2030 Term Loan, $190.0 million drawn on the 2028 Term Loan and $45.0 million drawn on the Revolving Credit Facility. As of June 30, 2026, we were in compliance with all of the Credit Facilities’ debt covenants. Please see Note 13 Subsequent Events in the Notes to our unaudited Consolidated Financial Statements included under Item 1 herein for an update on the amounts outstanding under our Second A&R Credit Facilities as of August 4, 2026.

Removed

On September 19, 2025 (the "CF Closing Date"), we amended and restated our Credit Facilities in their entirety, with Truist Bank, as administrative agent, and Truist Securities, M&T Bank and JPMorgan Chase Bank, N.A., as joint lead arrangers and joint book runners. Additional participants in the Credit Facilities include Mizuho Bank Ltd., Bank of Montreal, Stifel Bank & Trust and TriState Capital Bank. On February 20, 2026, the Company entered into the Commitment Amount Increase Request (the "Commitment Increase") pursuant to which, among other things, The Bank of Nova Scotia was added as a lender under the Credit Facilities. The Credit Facilities provide for the Revolving Credit Facility and Term Loans. After giving effect to the Commitment Increase our Credit Facilities consists of a (i) $250.0 million senior unsecured revolving credit facility (the "Revolving Credit Facility") and (ii) $305.0 million term loan facility consisting of a (x) $115.0 million senior unsecured term loan (the "2030 Term Loan") and (y) $190.0 million senior unsecured delayed draw term loan (the "2028 Term Loan," and, collectively with the "2030 Term Loan", the "Term Loans."). As of March 31, 2026, we had $354.0 million of aggregate principal amount outstanding under our Credit Facilities, with $115.0 million drawn on the 2030 Term Loan, $190.0 million drawn on the 2028 Term Loan and $49.0 million drawn on the Revolving Credit Facility.

Reworded

TheAfter giving effect to the Second A&R Credit Facilities include an accordion feature which permit us to borrow up to an additional (i) $150.0 million underFacilities, the Revolving Credit Facility andhas (ii)a $100.0maturity milliondate underof November 15, 2030, the Term2028 Loans, subject to customary terms and conditions. As of March 31, 2026, and after giving effect to the Commitment Increase, (1) $50.0 million remains under the Revolving Credit Facility accordion and (2) $85.0 million remains under the accordion for the Term Loans. The Revolving Credit Facility matures in November 2029, the 2030Recasted Term Loan matureshas ina Januarymaturity 2030date of February 11, 2028, the 2029 Term Loan has a maturity date of February 11, 2029 and the 20282031 Term Loan matureshas ina Februarymaturity 2028.date of January 15, 2031. Each of the Revolving Credit Facility and the 20302031 Term Loan Facility may be extended for one twelve-month12-month period at the Company's solediscretion. option.The BorrowingsCompany may elect at any time and from time to time to prepay all or any portion of the loans under the Second A&R Credit Facilities carryprior anto maturity without premium or penalty, subject to payment of usual and customary breakage costs. Furthermore, after giving effect to the Second A&R Credit Facilities, the interest raterates of,applicable to loans under the Second A&R Credit Facilities are, at the Company's option, equal to (i) in the case of the Revolving Credit Facility, either a base rate plus a margin ranging from 0.5%0.15% to 1.0%0.55% per annum or Adjusted Term SOFR (as defined below) plus a margin ranging from 1.5%1.15% to 2.0%1.55% per annum,annum orand (ii) in the case of the Term Loans,Loan Facility, either a base rate plus a margin ranging from 0.45%0.10% to 0.95%0.50% per annum or Adjusted Term SOFR plus a margin ranging from 1.45%1.10% to 1.95%1.50% per annum, in each case dependingbased on athe Company’s consolidated leverage ratio. WithSOFR, as defined in the Credit Agreement, cannot be less than 0.00% at any time. In addition, with respect to the Revolving Credit Facility, the Company will pay, if the usage of the Revolving Credit Facility is equal to or less than 50%,50% thereof, an unused facility fee of 0.20% per annum, or if the usage of the Revolving Credit Facility is greater than 50%,50% thereof, an unused facility fee of 0.15% per annum, in each case on the average daily unused commitments under the Revolving Credit Facility. The Second A&R Credit Facilities contain a number of customary financial and non-financial covenants The Second A&R Credit Facilities are guaranteed, jointly and severally, by usthe Company and certain of our indirect subsidiaries andof containthe Company. The Second A&R Credit Facilities contains customary covenants that, among other things, restrict, subject to certain exceptions, ourthe ability of the Company, the Operating Partnership and certain indirect subsidiaries of the Company to incur indebtedness, grant liens on their assets, make certain types of investments, engage in acquisitions, mergers or consolidations, sell assets, enter into certain transactions with affiliates and pay dividends or make distributions. The Second A&R Credit Facilities requirealso compliancerequires the Company to comply with consolidated financial maintenance covenants to be tested quarterly, including a minimum fixed charge coverage ratio, maximum total leverage ratio, minimum tangible net worth, maximum secured leverage ratio, maximum unsecured leverage ratio,ratio and minimum unsecured debt service coverage ratio and maximum secured recourse leverage ratio. The Credit Facilities also contain certain customary events of default, including the failure to make timely payments under the Credit Facilities, any event or condition that makes other material indebtedness due prior to its scheduled maturity, the failure to satisfy certain covenants and specified events of bankruptcy and insolvency. As of March 31, 2026, we were in compliance with all of the Credit Facilities’ debt covenants.

Added

The Second A&R Credit Facilities also contains customary events of default, including the failure to make timely payments under the Second A&R Credit Facilities, any event or condition that makes other material indebtedness due prior to its scheduled maturity, the failure to satisfy certain covenants and specified events of bankruptcy and insolvency. The occurrence of an event of default under the Second A&R Credit Facilities may result in all loans and other obligations becoming immediately due and payable and the Second A&R Credit Facilities being terminated and allow the lenders to exercise all rights and remedies available to them.

Reworded

As of MarchJune 31,30, 2026, we had eleven interest rate swaps with a total notional amount of $290.0 million that are used to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities (together, the "Interest Rate Swaps"). On July 2, 2026, we entered into an additional four swaps with a total notional amount of $250.0 million to manage our interest rate risk and fix the SOFR component on the Term Loans of the Credit Facilities. See Note 6. Derivatives and Hedging Activities in the Notes to our unaudited Consolidated Financial Statements included under Item 1 herein for further details regarding the Interest Rate Swaps.

Reworded

As of MarchJune 31,30, 2026, we had approximately $388.0$383.9 million of outstanding consolidated principal indebtedness. The following table sets forth information as of MarchJune 31,30, 2026 with respect to our outstanding indebtedness (in thousands):

Reworded

(1)See above under "Revolving Credit Facility and Term Loans" for details regarding the Credit Facilities. During the three and six months ended MarchJune 31,30, 2026, we incurred $0.08$0.09 million and $0.2 million of unused facility fees related to the Revolving Credit Facility.

Removed

(2)The Revolving Credit Facility matures in November 2029 and the 2030 Term Loan matures in January 2030, each of which may be extended for one twelve-month period at the Company's sole option.

Reworded

Secured Borrowings as of MarchJune 31,30, 2026

Reworded

As of MarchJune 31,30, 2026, we had approximately $34.0$33.9 million of secured borrowings outstanding, all of which are currently fixed-rate debt with a weighted average interest rate of 2.96% per annum.

Reworded

To maintain our qualification as a REIT, we are required to pay dividends to stockholders at least equal to 90% of our REIT taxable income determined without regard to the deduction for dividends paid and excluding net capital gains. During the three and six months ended MarchJune 31,30, 2026, we paid cash dividends of $0.2450$0.245 per share.share and $0.49 per share, respectively. Our Board of Directors approved, and on MayAugust 5,3, 2026, we declared, a firstsecond quarter 2026 common stock dividend of $0.2450$0.245 per share, which will be paid on MayAugust 29,28, 2026 to stockholders of record as of MayAugust 15,14, 2026.

Reworded

Because most of our leases provide for fixed annual rental payments without annual rent escalations, our rental revenues are fixed whileWhile our property operating expenses are subject to inflationary increases.increases, Aover half our leases provide for various periodic rent escalations. In addition, a majority of our leases provide for tenant reimbursement of real estate taxes and thus the tenant must reimburse us for real estate taxes. We believe that if inflation increases expenses over time, increases in lease renewal ratesrates, coupled with our periodic rent escalations, will materially offset such increase.

Reworded

On February 25, 2025 (the "SRP Date"), the Board of Directors authorized the creation of a share repurchase program (the “Share Repurchase Program”) pursuant to which we may repurchase up to $25.0 million of our Class A common stock. Repurchases of our Class A common stock conducted under the Share Repurchase Program may be made through open market transactions, block trades or other methods designed to comply with Rule 10b-18 of the Exchange Act. No shares of our Class A common stock were repurchased pursuant to the Share Repurchase Program for the three months ended MarchJune 31,30, 2026 and the dollar value of Class A common stock shares that remains available to be repurchased under the Share Repurchase Program is $25.0 million. The Share Repurchase Program does not obligate us to repurchase any specific dollar amount, or to acquire any specific number, of shares of our Class A common stock and may be suspended or discontinued at any time at the discretion of the Board of Directors.

Reworded

As of MayAugust 5,4, 2026 and during the period subsequent to MarchJune 31,30, 2026, we have acquired 1034 properties in individual or portfolio transactions for an aggregate of approximately $9.5$7.9 million, excluding closing costs.

PSTL insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

No Form 4 stock transactions in this period.

Well-known investors holding PSTL (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
Two Sigma Investments CL A2026-06-301,072,661$26.4M0.02%Added 12%
Renaissance Technologies CL A2026-06-30432,532$10.7M0.01%Reduced 3%
Millennium Management (Israel Englander) CL A2026-06-30237,914$5.9M0.0%Reduced 27%
AQR Capital Management (Cliff Asness) CL A2026-06-30137,774$3.4M0.0%Added 6%
Point72 Asset Management (Steve Cohen) CL A2026-06-30120,110$3.0M0.0%Reduced 46%
D. E. Shaw & Co. CL A2026-06-3059,668$1.5M0.0%Reduced 10%
Citadel Advisors (Ken Griffin) CL A2026-06-3034,397$638.4K—Sold out

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

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