ExchangeRight Income Fund·4

Mar 24, 4:54 PM ET

Ungerecht Joshua 4

4 · ExchangeRight Income Fund · Filed Mar 24, 2026

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ExchangeRight Director Joshua Ungerecht Receives 3,910 Units

What Happened Joshua Ungerecht, a director of ExchangeRight Income Fund, was issued 3,910.1107 NLP Common Units (reported as a grant/acquisition) on March 20, 2026. The Units were issued as merger consideration and are reported as a derivative interest; no per‑unit price or cash value is disclosed on the Form 4.

Key Details

  • Transaction date: March 20, 2026; Form 4 filed March 24, 2026 (filed within the typical 2-business-day reporting window).
  • Amount received: 3,910.1107 NLP Common Units (Form lists as derivative award/acquisition, code A).
  • Price/Value: Not stated (N/A).
  • Shares/Units held after transaction: Not specified on the Form 4.
  • Important footnotes:
    • F2: Units were issued by the Operating Partnership as merger consideration in exchange for 0.33 Class 1 Beneficial Interests in a DST (ExchangeRight Net Leased Portfolio 20 DST).
    • F1: The Units (NLP Common Units) are not convertible into other unit classes or securities, have no redemption rights, and have no expiration date; they may derive value from the Registrant’s Class I Common Shares.
    • F3: The reported Units are held in a revocable trust for Mr. Ungerecht and his family; Mr. Ungerecht is a co-trustee and shares voting/dispositive power with his wife, and disclaims beneficial ownership of Units directly held by the trust.

Context

  • This filing reports an acquisition of partnership-style Units issued as merger consideration rather than a cash purchase of common stock. Derivative/partnership Units like these can track or derive value from the REIT’s common shares but are governed by the Operating Partnership agreement and are not the same as Class I Common Shares.
  • Holdings held in a family revocable trust and the co-trustee arrangement mean voting/dispositive power is shared; the filing disclaims direct beneficial ownership of Units held by that trust.

Insider Transaction Report

Form 4
Period: 2026-03-20
Transactions
  • Award

    NLP 20 Common Units

    [F1][F2][F3]
    2026-03-20+3,910.1113,910.111 total(indirect: By Trust)
    Class I Common Shares
Footnotes (3)
  • [F1]The reported NLP Common Units (the "Units") were issued pursuant to the Amendment to Classify Common Units dated March 18, 2026 to the Amended and Restated Limited Partnership Agreement (as amended, the "Partnership Agreement") of ExchangeRight Income Fund Operating Partnership, LP (the "Operating Partnership"). Under the Partnership Agreement, the holders of Units do not have any rights to convert their Units into units of any other class or series of units of, or any other securities or partnership interests in, the Operating Partnership. In addition, the holders of Units will not have any redemption rights under the Partnership Agreement, nor is any specific number of Common Shares of Beneficial Interest (the "Common Shares") of ExchangeRight Income Fund ("Registrant") deemed to underlie each Unit. However, the Units may be deemed to derive their value from the Class I Common Shares of the Registrant, and therefore are reported on this Form 4. The Units have no expiration date.
  • [F2]Pursuant to that certain Agreement and Plan of Merger dated March 20, 2026 by and among ExchangeRight Net Leased Portfolio 20 DST, a Delaware statutory trust ("DST") and the Operating Partnership, on March 20, 2026, the Operating Partnership issued 3,910.1107 Units to the Reporting Person as the merger consideration in exchange for 0.33 Class 1 Beneficial Interests in the DST held by the Reporting Person.
  • [F3]The reported shares are held in a revocable trust for the benefit of Mr. Ungerecht and his wife and children. Mr. Ungerecht is the co-trustee of the revocable trust, along with his wife, which holds the shares, and in this capacity he shared voting and dispositive power with his wife with respect to the shares. Mr. Ungerecht disclaims beneficial ownership with respect to the shares directly held by this revocable trust.
Signature
/s/ Nicholas Partenza, Attorney-in-Fact|2026-03-24

Documents

1 file
  • 4
    form4.xmlPrimary