ExchangeRight Income Fund·4

Mar 27, 10:29 AM ET

Ungerecht Joshua 4

4 · ExchangeRight Income Fund · Filed Mar 27, 2026

Research Summary

AI-generated summary of this filing

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ExchangeRight Director Joshua Ungerecht Receives 5,519 Units

What Happened
Joshua Ungerecht, a director of ExchangeRight Income Fund, was issued 5,519.386380 Operating Partnership Common Units on March 26, 2026. The units were granted as merger consideration (not a cash purchase) in exchange for Ungerecht’s 0.33 Class 1 Beneficial Interest in ExchangeRight Net Leased Portfolio 23 DST. No per‑unit purchase price is reported (transaction code A — award/grant/other acquisition).

Key Details

  • Transaction date: 2026-03-26; Form 4 filed: 2026-03-27 (timely filing).
  • Amount acquired: 5,519.386380 NLP Common Units; Price: N/A (issued as merger consideration).
  • Consideration: Units issued by the Operating Partnership in exchange for a 0.33 Class 1 Beneficial Interest in the DST (Agreement and Plan of Merger dated Mar 26, 2026).
  • Units specifics: issued pursuant to an Amendment dated Mar 18, 2026; Units are not convertible into other classes, have no redemption rights, may derive value from Class I Common Shares, and have no expiration date.
  • Ownership/beneficial notes: the reported Units are held in a revocable trust for Mr. Ungerecht, his wife and children; Mr. Ungerecht is co‑trustee and shares voting/dispositive power with his wife, and he disclaims beneficial ownership of trust‑held shares.
  • Shares owned after transaction: not specified in the filing.
  • Exhibit included: Power of Attorney (Exhibit 24).

Context
These Units are derivative partnership units issued as part of a merger transaction, not an open‑market purchase or sale. Such non‑cash issuances often reflect corporate restructuring or asset transfers rather than a direct signal of the insider’s market view.

Insider Transaction Report

Form 4
Period: 2026-03-26
Transactions
  • Award

    NLP 23 Common Units

    [F1][F2][F3]
    2026-03-26+5,519.3865,519.386 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 26, 2026 by and among ExchangeRight Net Leased Portfolio 23 DST, a Delaware statutory trust ("DST") and the Operating Partnership, on March 26, 2026, the Operating Partnership issued 5,519.386380 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, as Attorney-in-Fact|2026-03-26

Documents

1 file
  • 4
    ownership.xmlPrimary

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