SILA 10-Q Quarterly Report Sept. 30, 2025

SILA REALTY TRUST, INC.

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cik0001567925-20250930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________________

FORM 10-Q

(Mark One)


☒						QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025


☐						TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-42129

SILA REALTY TRUST, INC.

(Exact name of registrant as specified in its charter)


Maryland						46-1854011
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

1001 Water Street, Suite 800 Tampa, FL 33602						(813) 287-0101
(Address of Principal Executive Offices; Zip Code)						(Registrant’s Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock, $0.01 par value per share

SILA

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 29, 2025, there were 55,119,856 shares of common stock of Sila Realty Trust, Inc. outstanding .

SILA REALTY TRUST, INC.

(A Maryland Corporation)

TABLE OF CONTENTS


		Page
PART I.	FINANCIAL INFORMATION (Unaudited)	3
Item 1.	Condensed Consolidated Financial Statements	3
	Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024	3
	Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2025 and 2024	4
	Condensed Consolidated Statements of Stockholders' Equity for the Three and Nine Months Ended September 30, 2025 and 2024	5
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024	7
	Notes to the Condensed Consolidated Financial Statements	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	37
Item 4.	Controls and Procedures	38
PART II.	OTHER INFORMATION	39
Item 1.	Legal Proceedings	39
Item 1A.	Risk Factors	39
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	39
Item 3.	Defaults Upon Senior Securities	39
Item 4.	Mine Safety Disclosures	39
Item 5.	Other Information	39
Item 6.	Exhibits	40

SIGNATURES

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements.

SILA REALTY TRUST, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)


	(Unaudited)
	September 30, 2025		December 31, 2024
ASSETS
Real estate:
Land	$	171,848	$	160,743
Buildings and improvements, less accumulated depreciation of $ 316,441 and $ 277,024 , respectively	1,628,052		1,546,877

Total real estate, net	1,799,900		1,707,620
Cash and cash equivalents	27,709		39,844
Real estate related notes receivable, net of current expected credit loss reserve of $ 180 and $ 0 , respectively	17,071		—
Intangible assets, less accumulated amortization of $ 136,983 and $ 122,208 , respectively	122,519		125,655
Goodwill	17,700		17,700
Right-of-use assets - operating leases	35,530		36,332
Right-of-use assets - finance lease	1,901		—
Other assets	83,191		79,923

Total assets	$	2,105,521	$	2,007,074
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Credit facility, net of deferred financing costs of $ 2,194 and $ 3,079 , respectively	$	673,806	$	521,921
Accounts payable and other liabilities	36,685		33,405
Intangible liabilities, less accumulated amortization of $ 9,706 and $ 8,761 , respectively	6,125		7,070
Operating lease liabilities	41,134		41,493
Finance lease liabilities	76		—

Total liabilities	757,826		603,889
Stockholders’ equity:
Preferred stock, $ 0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding	—		—
Common stock, $ 0.01 par value per share, 510,000,000 shares authorized; 61,939,043 and 61,779,631 shares issued, respectively; 54,876,558 and 55,075,006 shares outstanding, respectively	549		551
Additional paid-in capital	1,993,952		1,998,777
Distributions in excess of accumulated earnings	( 646,093 )		( 607,499 )
Accumulated other comprehensive (loss) income	( 713 )		11,356
Total stockholders’ equity	1,347,695		1,403,185
Total liabilities and stockholders’ equity	$	2,105,521	$	2,007,074

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SILA REALTY TRUST, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands, except share data and per share amounts)

(Unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenue:
Rental revenue	$	49,421	$	46,118	$	146,221	$	140,311
Real estate related notes receivable interest income	427		—		615		—
Total revenues	49,848		46,118		146,836		140,311
Expenses:
Rental expenses	5,920		5,823		18,237		17,226
Listing-related expenses	—		32		—		3,012
General and administrative expenses	4,541		4,800		15,368		18,321
Depreciation and amortization	19,396		17,865		55,340		57,009
Impairment and disposition losses	—		792		6,792		1,210
Demolition costs	147		—		147		—
Total operating expenses	30,004		29,312		95,884		96,778
Other income (expense):
Gain on dispositions of real estate	—		—		—		76
Interest and other income	237		597		957		3,889
Interest expense	( 8,470 )		( 5,468 )		( 23,624 )		( 15,955 )
Increase in current expected credit loss reserve	( 2 )		—		( 180 )		—
Total other expense	( 8,235 )		( 4,871 )		( 22,847 )		( 11,990 )
Net income attributable to common stockholders	$	11,609	$	11,935	$	28,105	$	31,543
Other comprehensive loss - unrealized loss on interest rate swaps, net	( 866 )		( 11,370 )		( 12,069 )		( 10,617 )
Comprehensive income attributable to common stockholders	$	10,743	$	565	$	16,036	$	20,926
Weighted average number of common shares outstanding:
Basic	54,876,443		55,571,298		55,049,612		56,634,376
Diluted	55,406,138		56,081,618		55,601,537		57,094,737
Net income per common share attributable to common stockholders:
Basic	$	0.21	$	0.21	$	0.51	$	0.55
Diluted	$	0.21	$	0.21	$	0.51	$	0.55

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SILA REALTY TRUST, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(in thousands, except share data)
(Unaudited)


	Common Stock
	No. of Shares	Par Value		Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity
Balance, June 30, 2025	54,865,968	$	549	$	1,992,801	$	( 635,555 )	$	153	$	1,357,948

Vesting of restricted common stock and issuance of performance-based deferred stock unit awards	15,859	—		—		—		—		—
Stock-based compensation	—	—		1,278		—		—		1,278


Repurchases of common stock	( 5,269 )	—		( 127 )		—		—		( 127 )
Distributions to common stockholders	—	—		—		( 22,147 )		—		( 22,147 )
Other comprehensive loss	—	—		—		—		( 866 )		( 866 )
Net income	—	—		—		11,609		—		11,609
Balance, September 30, 2025	54,876,558	$	549	$	1,993,952	$	( 646,093 )	$	( 713 )	$	1,347,695


	Common Stock
	No. of Shares	Par Value		Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity
Balance, December 31, 2024	55,075,006	$	551	$	1,998,777	$	( 607,499 )	$	11,356	$	1,403,185

Vesting of restricted common stock and issuance of performance-based deferred stock unit awards	159,412	—		—		—		—		—
Stock-based compensation	—	2		3,805		—		—		3,807


Repurchases of common stock	( 357,860 )	( 4 )		( 8,630 )		—		—		( 8,634 )
Distributions to common stockholders	—	—		—		( 66,699 )		—		( 66,699 )
Other comprehensive loss	—	—		—		—		( 12,069 )		( 12,069 )
Net income	—	—		—		28,105		—		28,105
Balance, September 30, 2025	54,876,558	$	549	$	1,993,952	$	( 646,093 )	$	( 713 )	$	1,347,695

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SILA REALTY TRUST, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(in thousands, except share data)
(Unaudited)


	Common Stock
	No. of Shares	Par Value		Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income		Total Stockholders’ Equity
Balance, June 30, 2024	57,216,478	$	572	$	2,048,406	$	( 593,423 )	$	17,356	$	1,472,911

Vesting of restricted common stock and issuance of performance-based deferred stock unit awards	14,535	—		—		—		—		—
Stock-based compensation	—	—		1,311		—		—		1,311


Repurchases of common stock	( 2,212,571 )	( 22 )		( 52,075 )		—		—		( 52,097 )
Distributions to common stockholders	—	—		—		( 22,215 )		—		( 22,215 )
Other comprehensive loss	—	—		—		—		( 11,370 )		( 11,370 )
Net income	—	—		—		11,935		—		11,935
Balance, September 30, 2024	55,018,442	$	550	$	1,997,642	$	( 603,703 )	$	5,986	$	1,400,475


	Common Stock
	No. of Shares	Par Value		Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income		Total Stockholders’ Equity
Balance, December 31, 2023	56,983,564	$	570	$	2,044,450	$	( 567,188 )	$	16,603	$	1,494,435
Issuance of common stock under the distribution reinvestment plan	333,402	3		9,976		—		—		9,979
Vesting of restricted common stock and issuance of performance-based deferred stock unit awards	197,559	—		—		—		—		—
Stock-based compensation	—	2		3,796		—		—		3,798
Other offering costs	—	—		( 26 )		—		—		( 26 )
Repurchases of common stock	( 2,496,083 )	( 25 )		( 60,554 )		—		—		( 60,579 )
Distributions to common stockholders	—	—		—		( 68,058 )		—		( 68,058 )
Other comprehensive loss	—	—		—		—		( 10,617 )		( 10,617 )
Net income	—	—		—		31,543		—		31,543
Balance, September 30, 2024	55,018,442	$	550	$	1,997,642	$	( 603,703 )	$	5,986	$	1,400,475

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SILA REALTY TRUST, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)


	Nine Months Ended September 30,
	2025		2024
Cash flows from operating activities:
Net income attributable to common stockholders	$	28,105	$	31,543
Adjustments to reconcile net income attributable to common stockholders to net cash provided by operating activities:
Depreciation and amortization	55,340		57,009
Amortization of deferred financing costs	2,098		1,607
Amortization of above- and below-market leases, net	( 392 )		978
Amortization of fees on real estate related notes receivable	( 59 )		—


Other amortization expenses	549		550
Increase in current expected credit loss reserve	180		—
Gain on dispositions of real estate	—		( 76 )
Loss on extinguishment of debt	233		228
Impairment and disposition losses	6,792		1,210
Straight-line rent adjustments, net of write-offs	( 7,095 )		( 3,767 )
Stock-based compensation	3,807		3,798
Changes in operating assets and liabilities:
Accounts payable and other liabilities	( 2,689 )		5,463
Other assets	( 768 )		( 1,276 )
Net cash provided by operating activities	86,101		97,267
Cash flows from investing activities:
Investments in real estate	( 148,866 )		( 164,044 )
Net proceeds from real estate dispositions	—		16,120
Capital expenditures and other costs	( 2,372 )		( 1,100 )

Net return of deposits for investments in real estate	350		—
Fundings of real estate related notes receivable	( 17,543 )		—

Fees received on real estate related notes receivable	351		—
Net cash used in investing activities	( 168,080 )		( 149,024 )
Cash flows from financing activities:

Proceeds from credit facility	156,000		270,000
Payments on credit facility	( 5,000 )		( 270,000 )

Payments of deferred financing costs	( 5,783 )		( 2,578 )
Repurchases of common stock	( 8,634 )		( 59,966 )
Offering costs on issuance of common stock	—		( 61 )
Distributions to common stockholders	( 66,739 )		( 59,217 )


Net cash provided by (used in) financing activities	69,844		( 121,822 )
Net change in cash, cash equivalents and restricted cash	( 12,135 )		( 173,579 )
Cash, cash equivalents and restricted cash - Beginning of period	39,844		202,185
Cash, cash equivalents and restricted cash - End of period	$	27,709	$	28,606
Supplemental cash flow disclosure:
Interest paid	$	20,873	$	14,509
Supplemental disclosure of non-cash transactions:
Common stock issued through distribution reinvestment plan	$	—	$	9,979
Change in accrued distributions related to common stock and performance-based deferred stock unit awards	$	( 40 )	$	( 1,138 )
Change in accrued capital expenditures and other costs	$	2,159	$	1,321
Change in accrued acquisition costs related to investments in real estate	$	11	$	9
Change in accrued costs and fees related to the tender offer	$	—	$	613
Right-of-use assets obtained in exchange for new operating lease liabilities	$	—	$	433
Right-of-use assets obtained in exchange for new finance lease liabilities	$	74	$	—

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SILA REALTY TRUST, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

September 30, 2025

Note 1— Organization and Business Operations

Sila Realty Trust, Inc., or the Company, is a Maryland corporation, headquartered in Tampa, Florida, that has elected, and currently qualifies, to be taxed as a real estate investment trust, or a REIT, under the Internal Revenue Code of 1986, as amended, or the Code, for federal income tax purposes. The Company is primarily focused on investing in high quality net lease healthcare facilities across the continuum of care, which the Company believes typically generate predictable, durable and growing income streams. The Company may also make other real estate related investments, which may include equity or debt interests in other real estate entities.

Substantially all of the Company’s business is conducted through Sila Realty Operating Partnership, LP, a Delaware limited partnership, or the Operating Partnership. The Company is the sole general partner of the Operating Partnership and directly and indirectly owns 100 % of the Operating Partnership. Except as the context otherwise requires, the “Company” refers to Sila Realty Trust, Inc., the Operating Partnership and their wholly-owned subsidiaries.

The Company's common stock, par value $ 0.01 per share, or the Common Stock, is the sole class of stock traded on the New York Stock Exchange, or the NYSE, under the ticker symbol “SILA.”

Note 2— Summary of Significant Accounting Policies

The accompanying condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2024, and related notes thereto set forth in the Company’s Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission, or the SEC, on March 3, 2025. In the opinion of management, all adjustments, consisting of a normal and recurring nature considered for a fair presentation, have been included. Operating results for the three and nine months ended September 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

Principles of Consolidation and Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts of the Company, the Operating Partnership, and their wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of the condensed consolidated financial statements and accompanying notes in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. These estimates are made and evaluated on an ongoing basis using information that is currently available as well as various other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates.

Change in Accounting Estimate

On August 4, 2025, the Company committed to a plan to demolish a 180,744 square foot healthcare facility in Boston, MA, or the Stoughton Healthcare Facility. The useful lives of the Stoughton Healthcare Facility depreciable assets have been revised to approximately seven months to coincide with the estimated demolition timeline of the Stoughton Healthcare Facility. The change in the estimated useful lives has been accounted for as a change in accounting estimate. The demolition of the Stoughton Healthcare Facility is expected to be completed in the first quarter of 2026. The change in the estimated useful lives of the Stoughton Healthcare Facility depreciable assets resulted in the recognition of additional depreciation, which reduced net income attributable to common stockholders and comprehensive income attributable to common stockholders by $ 1,318,000 and net income per basic and diluted share by $ 0.02 per share for both the three and nine months ended September 30, 2025.

The Company recorded $ 147,000 in demolition costs related to the Stoughton Healthcare Facility during the three and nine months ended September 30, 2025, which is recorded in demolition costs in the accompanying condensed consolidated statements of comprehensive income.

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Cash, Cash Equivalents and Restricted Cash

Cash consists of demand deposits at commercial banks. Cash equivalents consist of highly liquid money market funds with original maturities of three months or less at the time of purchase. Restricted cash consists of cash held in an escrow account in accordance with a tenant's lease agreement. Restricted cash is reported in other assets in the accompanying condensed consolidated balance sheets.

The following table presents a reconciliation of the beginning of period and end of period cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the totals shown in the condensed consolidated statements of cash flows (amounts in thousands):


	Nine Months Ended September 30,
	2025		2024
Beginning of period:
Cash and cash equivalents	$	39,844	$	202,019
Restricted cash	—		166
Cash, cash equivalents and restricted cash	$	39,844	$	202,185

End of period:
Cash and cash equivalents	$	27,709	$	28,606
Restricted cash	—		—
Cash, cash equivalents and restricted cash	$	27,709	$	28,606

Real Estate Related Notes Receivable

Real estate related notes receivable are recorded at stated principal amounts, net of unamortized fees and the current expected credit loss reserve. Interest income from the Company's real estate related notes receivable is recognized over the life of each loan using the effective interest method and is recorded on the accrual basis. Recognition of fees associated with these notes receivable is deferred and recorded over the term of the loan as an adjustment to yield.

Current Expected Credit Losses Reserve

The Company recognizes and measures the reserve for credit losses under the current expected credit loss, or CECL, model required under Accounting Standards Codification, or ASC, 326, Financial Instruments - Credit Losses, or ASC 326, to estimate potential losses from real estate related notes receivable. The measurement of expected credit losses under CECL is applicable to financial assets measured at amortized cost, and off-balance sheet credit exposures such as unfunded loan commitments. The CECL reserve is deducted from the real estate related notes receivable amortized cost basis on the accompanying condensed consolidated balance sheets. The Company records increases and decreases to the CECL reserve in the accompanying condensed consolidated statements of comprehensive income. Other than a few narrow exceptions, ASC 326 requires that all financial instruments subject to the CECL model have some amount of loss reserve to reflect the principle underlying the CECL model that all loans and similar assets have some inherent risk of loss, regardless of credit quality, subordinate capital, or other mitigating factors.

The Company determines the CECL reserve quarterly by using a probability of default/loss given default method. ASC 326 details factors the Company should consider when developing the CECL reserve, including historical loss data, current portfolio and market conditions, and reasonable and supportable forecasts for the duration of each respective loan. Additionally, the Company considers credit quality when developing the CECL reserve, including the borrower credit rating and the underlying collateral and progress of developments, if applicable, among other considerations. The Company considers both of the mezzanine loans as a pool when developing the CECL reserve.

Pursuant to ASC 326, the Company has made an accounting policy election not to measure the CECL reserve for accrued interest receivables, as these will be written off, if deemed uncollectible, in a timely manner. The Company generally suspends the income accrual for loans at the earlier of the date at which payments become 90 days past due or when, in the Company's opinion, recovery of income and principal becomes doubtful.

See Note 4—"Real Estate Related Notes Receivable" for additional details regarding the Company's real estate related notes receivable.

Stock-based Compensation

On May 21, 2025, the Company's stockholders approved the amendment and restatement of the Amended and Restated 2014 Restricted Share Plan, or the A&R Incentive Plan, pursuant to which the Company has the authority and power to grant

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awards of restricted shares of its Common Stock to its directors, officers and employees. The Company accounts for its stock awards in accordance with ASC 718-10, Compensation—Stock Compensation , or ASC 718-10. ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). For performance-based awards, compensation costs are recognized over the service period if it is probable that the performance condition will be satisfied, with changes of the assessment at each reporting period and recording the effect of the change in the compensation cost as a cumulative catch-up adjustment. For market-based awards, compensation costs are recognized over the service period regardless of whether the market performance measures are achieved. The Company's performance-based awards and market-based awards are collectively referred to as "Performance DSUs". The compensation costs for restricted stock are recognized based on the fair value of the restricted stock awards at grant date, which is equal to the market value of the Company's Common Stock on that date of grant. Prior to the Company's listing on the NYSE, the fair value was estimated based on the most recent per share net asset value. The Company recognizes the impact of forfeitures as they occur.

Changes in Presentation

The Company previously presented tender offer repurchase of Common Stock as a separate line item in the condensed consolidated statements of stockholders' equity and the condensed consolidated statements of cash flows. These amounts have been reclassified to repurchases of common stock in the accompanying condensed consolidated statements of stockholders' equity and condensed consolidated statements of cash flows for the prior period to conform to the current period presentation.

Recently Issued Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40), Disaggregation of Income Statement Expenses to improve disclosures about an entity's expenses and to provide detailed information about the types of expenses in commonly presented expense captions. ASU 2024-03 requires disclosures about specific expense categories including purchases of inventory, employee compensation, depreciation, amortization and selling expenses. Additionally, ASU 2024-03 requires a qualitative description of amounts remaining in relevant expense captions that are not separately disaggregated. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026 and interim periods for fiscal years beginning after December 15, 2027, and should be applied either prospectively for reporting periods after the effective date of the ASU or retrospectively to all periods presented. Early adoption is permitted. The Company expects the adoption of this standard to expand its annual and interim expense disclosures, but otherwise have no impact on the condensed consolidated financial statements.

Note 3— Real Estate

Acquisitions

During the nine months ended September 30, 2025, the Company purchased six real estate properties in four separate transactions, which were determined to be asset acquisitions, including one that was subject to a ground lease. The Company allocated the purchase price to tangible assets, consisting of land, building and improvements, and tenant improvements; intangible assets, consisting of in-place leases and right-of-use assets - finance lease; and finance lease liabilities, based on the relative fair value method of allocating all accumulated costs. The Company engaged a third-party real estate services firm to assist in performing the purchase price allocation.

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The following table summarizes the cash consideration transferred, including acquisition costs, and the purchase price allocation for the acquisitions during the nine months ended September 30, 2025 (amounts in thousands):


Property Description	Date Acquired	Ownership Percentage	Cash Consideration Transferred (amount in thousands)
Knoxville Healthcare Facility	03/04/2025	100 %	$	35,320
Dover Healthcare Facility (1)	04/16/2025	100 %	26,818
Southlake Healthcare Facility	08/01/2025	100 %	9,558
Southlake Healthcare Facility II	08/01/2025	100 %	6,694
Peoria Healthcare Facility	09/05/2025	100 %	35,120
Plano Healthcare Facility	09/05/2025	100 %	35,367


Total			$	148,877


	Total
Land	$	11,446
Building and improvements	110,469
Tenant improvements	13,496
In-place leases	11,639

Right-of-use assets - finance lease	1,901


Total assets acquired	148,951


Finance lease liabilities	( 74 )

Total liabilities assumed	( 74 )
Net assets acquired	$	148,877

(1) On April 16, 2025, the Company purchased the Dover Healthcare Facility for $ 24,142,000 , including capitalized acquisition costs. On September 16, 2025, the Company purchased additional land to expand the Dover Healthcare Facility for $ 2,676,000 , including acquisition costs.

The Company capitalized acquisition costs of $ 1,289 ,000, which are included in the allocation of the real estate acquisitions presented above.

Investment Risk Concentrations

As of September 30, 2025, the Company did not have exposure to geographic concentration that accounted for at least 10.0% of rental revenue for the nine months ended September 30, 2025.

As of September 30, 2025, the Company had one exposure to tenant concentration that accounted for at least 10.0% of rental revenue for the nine months ended September 30, 2025. The leases with tenants at properties under the common control of PAM Health and its affiliates accounted for 16.1 % of rental revenue for the nine months ended September 30, 2025.

Impairment

During the three months ended September 30, 2025, the Company did not record any impairment losses. During the nine months ended September 30, 2025, the Company recorded impairment losses on real estate of $ 6,792,000 . During the three and nine months ended September 30, 2024, the Company recorded impairment and disposition losses of $ 792,000 and $ 1,210,000 , respectively. Refer below for further details on the impairment losses recorded.

Steward

On May 6, 2024, Steward Health Care System LLC, or Steward, the sponsor and owner of the former tenant at the Stoughton Healthcare Facility, announced that it filed for Chapter 11 bankruptcy protection under the United States Bankruptcy Code. On September 19, 2024, the U.S. Bankruptcy Court for the Southern District of Texas approved Steward's request to reject the Company's lease.

During the nine months ended September 30, 2025, the Company recorded impairment losses on real estate of $ 3,531,000 attributable to the Stoughton Healthcare Facility. The fair value of the Stoughton Healthcare Facility was measured based on inputs that are derived principally from observable market data related to the marketing for sale of the asset, which resides within Level 2 of the fair value hierarchy. This impairment was allocated to buildings and improvements. On August 4, 2025,

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the Company committed to a plan to demolish the Stoughton Healthcare Facility. See Note 2—"Summary of Significant Accounting Policies" for additional information about the Stoughton Healthcare Facility.

GenesisCare

As disclosed in the Current Report on Form 8-K that the Company filed with the SEC on June 5, 2023, GenesisCare, the sponsor and owner of the tenant in certain of the Company's real estate properties announced that it filed for Chapter 11 bankruptcy protection under the United States Bankruptcy Code on June 1, 2023. On March 27, 2024, the Company entered into a second amendment to the second amended and restated master lease, or the GenesisCare Amended Master Lease, with GenesisCare in connection with its emergence from bankruptcy on February 16, 2024. The Company received a $ 2,000,000 severance fee from GenesisCare, or the GenesisCare Severance Fee, on March 27, 2024. The Company recognizes the GenesisCare Severance Fee in rental revenue on a straight-line basis over the remaining GenesisCare Amended Master Lease term. During both the three months ended September 30, 2025 and 2024, the Company recognized $ 57,000 of amortization of the GenesisCare Severance Fee in rental revenue in the accompanying condensed consolidated statements of comprehensive income. During the nine months ended September 30, 2025 and 2024, the Company recognized $ 170,000 and $ 117,000 , respectively, of amortization of the GenesisCare Severance Fee in rental revenue in the accompanying condensed consolidated statements of comprehensive income.

During the three and nine months ended September 30, 2024, the Company recorded impairment and disposition losses of $ 792,000 and $ 1,210,000 , respectively, as a result of triggering events that occurred at certain properties and costs related to the disposition of the Fort Myers Healthcare Facilities.

Other Impairment Losses and Accelerated Amortization of Intangible Assets

In addition to the impairments disclosed above, during the nine months ended September 30, 2025, the Company recorded impairment losses on real estate of $ 3,261,000 as a result of a tenant at a single-tenant property who vacated its leased space during the nine months ended September 30, 2025, resulting in a book value of $ 2,300,000 .

During the three and nine months ended September 30, 2025 the Company did not record any accelerated amortization of in-place lease intangible assets, above-market lease intangible assets or below-market lease intangible liabilities. During the three months ended September 30, 2024 the Company did not record any accelerated amortization of in-place lease intangible assets, above-market lease intangible assets or below-market lease intangible liabilities. During the nine months ended September 30, 2024, the Company recorded accelerated amortization of in-place lease intangible assets, above-market lease intangible assets and below-market lease intangible liabilities of $ 4,646,000 , $ 2,825,000 , and $ 2,038,000 , respectively, primarily due to the GenesisCare Amended Master Lease.

Impairment losses on real estate and disposition losses are recorded as impairment and disposition losses in the accompanying condensed consolidated statements of comprehensive income. Accelerated amortization of in-place leases is included in depreciation and amortization in the accompanying condensed consolidated statements of comprehensive income. Accelerated amortization of above-market leases is recorded as a reduction to rental revenue in the accompanying condensed consolidated statements of comprehensive income. Accelerated amortization of below-market leases is recorded as an increase to rental revenue in the accompanying condensed consolidated statements of comprehensive income.

Note 4— Real Estate Related Notes Receivable

On November 5, 2024, the Company entered into two mezzanine loans for the development of an inpatient rehabilitation facility and a behavioral healthcare facility in Lynchburg, Virginia, or the Mezzanine Loans. The Mezzanine Loans have total loan amounts of $ 12,543,000 and $ 5,000,000 , respectively, and a maturity date of November 5, 2029, or the Maturity Date. The Mezzanine Loans bear interest at a rate of 13 % per annum for the period commencing November 5, 2024 through November 4, 2027, and 15 % per annum for the period commencing November 5, 2027 through the Maturity Date. The Company received an upfront fee of 2 % of the total loan amount of the Mezzanine Loans, and will receive an additional 1 % fee if the Mezzanine Loans have not been paid in full before November 5, 2027 and another 1 % fee if the Mezzanine Loans have not been paid in full before November 5, 2028. The Mezzanine Loans include purchase options for the Company for both the inpatient rehabilitation facility and the behavioral healthcare facility upon completion of construction.

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The Company's real estate related notes receivable consist of the Mezzanine Loans. For the nine months ended September 30, 2025, the Company's real estate related notes receivable activity was as follows (amounts in thousands):


	Principal Balance		Fees		Carrying Value
Real estate related notes receivable, as of December 31, 2024	$	—	$	—	$	—
Fundings of real estate related notes receivable	17,543		—		17,543
Fees received on notes receivable	—		( 351 )		( 351 )
Amortization of fees	—		59		59
Real estate related notes receivable, as of September 30, 2025	$	17,543	$	( 292 )	$	17,251
CECL reserve					( 180 )
Real estate related notes receivable, net, as of September 30, 2025					$	17,071

During the three and nine months ended September 30, 2025, the Company recognized interest income related to the real estate related notes receivable of $ 427,000 and $ 615,000 , respectively, including $ 35 ,000 and $ 59 ,000, respectively, related to the amortization of fees which is included in real estate related notes receivable interest income in the accompanying condensed consolidated statements of comprehensive income.

Current Expected Credit Loss Reserve

Refer to Note 2—"Summary of Significant Accounting Policies" for further discussion of the Company's CECL reserves. As of September 30, 2025, the Company's total CECL reserve balance was $ 180,000 . During the three months ended September 30, 2025, the Company recorded an increase to the total CECL reserve of $ 2,000 . During the nine months ended September 30, 2025, the Company recorded an increase to the CECL reserve of $ 180,000 . There was no CECL reserve as of December 31, 2024.

Note 5— Intangible Assets, Net

Intangible assets, net, consisted of the following as of September 30, 2025 and December 31, 2024 (amounts in thousands, except weighted average remaining life amounts):


	September 30, 2025		December 31, 2024
In-place leases, net of accumulated amortization of $ 128,996 and $ 114,774 , respectively (with a weighted average remaining life of 7.3 years and 7.3 years, respectively)	$	117,816	$	120,399
Above-market leases, net of accumulated amortization of $ 7,987 and $ 7,434 , respectively (with a weighted average remaining life of 6.9 years and 7.6 years, respectively)	4,703		5,256
	$	122,519	$	125,655

The aggregate weighted average remaining life of the intangible assets was 7.3 years as of both September 30, 2025 and December 31, 2024.

Amortization of intangible assets was $ 4,786 ,000 and $ 5,266,000 for the three months ended September 30, 2025 and 2024, respectively, and $ 14,775 ,000 and $ 23,338,000 for the nine months ended September 30, 2025 and 2024, respectively. Amortization of in-place leases is included in depreciation and amortization, and amortization of above-market leases is recorded as a reduction to rental revenue, in the accompanying condensed consolidated statements of comprehensive income.

Note 6— Intangible Liabilities, Net

Intangible liabilities, net, consisted of the following as of September 30, 2025 and December 31, 2024 (amounts in thousands, except weighted average remaining life amounts):


	September 30, 2025		December 31, 2024
Below-market leases, net of accumulated amortization of $ 9,706 and $ 8,761 , respectively (with a weighted average remaining life of 5.4 years and 6.1 years, respectively)	$	6,125	$	7,070

Amortization of below-market leases was $ 315 ,000 for each of the three months ended September 30, 2025 and 2024, and $ 945,000 and $ 3,068,000 for the nine months ended September 30, 2025 and 2024, respectively. Amortization of below-market leases is recorded as an increase to rental revenue in the accompanying condensed consolidated statements of comprehensive income.

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Note 7— Leases

Lessor

The Company’s real estate properties are leased to tenants under operating leases with varying terms. Typically, the leases have provisions to extend the terms of the lease agreements. The Company retains substantially all of the risks and benefits of ownership of the real estate properties leased to tenants.

The following table summarizes the Company's rental revenue from operating leases for the three and nine months ended September 30, 2025 and 2024 (amounts in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Rental income	$	45,586	$	42,564	$	134,347	$	129,171
Variable lease income	3,835		3,554		11,874		11,140
Total rental revenue	$	49,421	$	46,118	$	146,221	$	140,311

Future rent to be received from the Company's investments in real estate assets under the terms of non-cancellable operating leases in effect as of September 30, 2025, for the period ending December 31, 2025, and for each of the next four years ending December 31, and thereafter, are as follows (amounts in thousands):


	September 30, 2025 (1)
Period ending December 31, 2025	$	44,185
2026	175,161
2027	172,367
2028	167,798
2029	162,888
Thereafter	1,248,888
Total	$	1,971,287

(1) The table includes payments from a tenant who is on the cash basis of accounting for revenue recognition purposes that has continued to make rental payments as of September 30, 2025.

Lessee

The Company is subject to various non-cancellable operating lease agreements on which certain of its properties reside (ground leases) and for its corporate office. Additionally, the Company has one non-cancellable lease agreement that is classified as a finance lease related to a ground lease of a healthcare property.

The Company's operating leases and finance lease do not provide implicit interest rates. In order to calculate the present value of the remaining operating and finance lease payments, the Company used incremental borrowing rates, or IBRs, adjusted for a number of factors. The determination of an appropriate IBR involves multiple inputs and judgments. The Company determined its IBRs considering the general economic environment, term of the underlying leases, and various financing and asset specific adjustments to ensure the IBRs are appropriate for the intended use of the underlying operating leases and finance lease.

The effects of the Company's operating leases are recorded in right-of-use assets - operating leases and operating lease liabilities on the condensed consolidated balance sheets. The effects of the Company's finance lease are recorded in right-of-use assets - finance lease and finance lease liabilities on the condensed consolidated balance sheets.

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The future rent payments under non-cancellable leases in effect as of September 30, 2025, for the period ending December 31, 2025, and for each of the next four years ending December 31 and thereafter, are as follows (amounts in thousands):


	Operating		Finance
Period ending December 31, 2025	$	690	$	—
2026	2,811		9
2027	2,852		9
2028	2,868		9
2029	2,603		9
Thereafter	103,513		67
Total undiscounted rental payments	115,337		103
Less imputed interest	( 74,203 )		( 27 )
Total lease liabilities	$	41,134	$	76

The weighted average IBR and weighted average remaining lease term as of September 30, 2025 and December 31, 2024 for the Company's operating leases are as follows:


	September 30, 2025		December 31, 2024
Weighted average IBR	5.5	%	5.5	%
Weighted average remaining lease term	34.6 years		35.2 years

The IBR and remaining lease term as of September 30, 2025 and December 31, 2024 for the Company's finance lease is as follows:


	September 30, 2025		December 31, 2024
IBR	5.8	%	—	%
Remaining lease term	10.8 years		—

The following table provides details of the Company's total lease costs for the three and nine months ended September 30, 2025 and 2024 (amounts in thousands):


		Three Months Ended September 30,				Nine Months Ended September 30,
	Location in Condensed Consolidated Statements of Comprehensive Income	2025		2024		2025		2024
Operating lease costs:
Ground lease costs (1)	Rental expenses	$	689	$	690	$	2,067	$	2,053
Corporate operating lease costs	General and administrative expenses	167		185		533		561
Finance lease costs:

Interest on lease liability	Interest expense	1		—		2		—
Supplemental disclosure of cash flows information:
Operating cash outflows for operating leases (2)		$	218	$	205	$	627	$	624
Right-of-use assets obtained in exchange for new operating lease liabilities		$	—	$	405	$	—	$	433
Right-of-use assets obtained in exchange for new finance lease liabilities		$	—	$	—	$	74	$	—

(1) The Company receives reimbursements from tenants for certain operating ground leases, which are recorded as rental revenue in the accompanying condensed consolidated statements of comprehensive income.

(2) Amounts are net of reimbursements the Company receives from tenants for certain operating ground leases.

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Note 8— Other Assets

Other assets consisted of the following as of September 30, 2025 and December 31, 2024 (amounts in thousands):


	September 30, 2025		December 31, 2024
Deferred financing costs, related to the revolver portion of the credit facility, net of accumulated amortization of $ 1,009 and $ 2,988 , respectively	$	5,541	$	1,203
Leasing commissions, net of accumulated amortization of $ 471 and $ 306 , respectively	2,307		1,941



Tenant receivables	2,496		3,281
Straight-line rent receivable	65,032		58,400
Real estate deposits	—		350
Prepaid and other assets	4,313		3,392
Derivative assets - interest rate swaps	3,502		11,356
	$	83,191	$	79,923

Note 9— Accounts Payable and Other Liabilities

Accounts payable and other liabilities consisted of the following as of September 30, 2025 and December 31, 2024 (amounts in thousands):


	September 30, 2025		December 31, 2024
Accounts payable and accrued expenses	$	6,923	$	6,303
Accrued interest expense	2,615		2,187
Accrued property taxes	4,773		3,897
Accrued personnel costs	2,337		6,660


Performance DSUs distributions payable	504		544
Tenant deposits	1,529		1,691
Deferred rental income	13,789		12,123
Derivative liabilities - interest rate swaps	4,215		—


	$	36,685	$	33,405

Note 10— Credit Facility

The Company's debt consists of a senior unsecured revolving line of credit with Bank of America, N.A., as Administrative Agent for the lenders, or the 2029 Revolving Credit Agreement, a senior unsecured amended and restated term loan agreement with Truist Bank, as Administrative Agent for the lenders, or the 2027 Term Loan Agreement, and a senior unsecured term loan with Truist Bank, as Administrative Agent for the lenders, or the 2028 Term Loan Agreement, or collectively, the Unsecured Credit Facility. The Unsecured Credit Facility consisted of the following amounts outstanding as of September 30, 2025 and December 31, 2024 (amounts in thousands):


	Interest Rate	September 30, 2025		December 31, 2024

Variable 2029 Revolving Credit Agreement (1)	5.37 %	$	151,000	$	—

Variable 2027 Term Loan Agreement fixed through interest rate swaps (2)	5.11 %	250,000		250,000
Variable 2028 Term Loan Agreement fixed through interest rate swaps (3)	4.18 %	275,000		275,000

Total Unsecured Credit Facility, principal amount outstanding	4.79 %	676,000		525,000
Unamortized deferred financing costs related to Unsecured Credit Facility term loans		( 2,194 )		( 3,079 )
Total Unsecured Credit Facility, net of deferred financing costs		$	673,806	$	521,921

(1) Interest rate represents the daily Secured Overnight Financing Rate, or SOFR , of 4.12 % in effect on the Company's revolving line of credit plus the applicable margin of 1.25 % as of September 30, 2025.

(2) Fixed through four interest rate swaps that mature on March 20, 2029.

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(3) Fixed through six interest rate swaps that mature on January 31, 2028.

Significant activities regarding the credit facility during the nine months ended September 30, 2025 include:

• On February 18, 2025, the Company entered into the 2029 Revolving Credit Agreement for aggregate commitments available of up to $ 600,000,000 , which may be increased, subject to lender approval, through incremental term loans and/or revolving loan commitments in an aggregate amount not to exceed $ 1,500,000,000 . The maturity date for the 2029 Revolving Credit Agreement is February 16, 2029, which, at the Company's election, may be extended for a period of six-months on no more than two occasions, subject to certain conditions, including a payment of an extension fee. The 2029 Revolving Credit Agreement was entered into to replace the Company's prior $ 500,000,000 revolving line of credit, which had a maturity date of February 15, 2026, or the 2026 Revolving Credit Agreement, with the option to extend for two six-month periods. The Company did not exercise the option to extend. Upon closing of the 2029 Revolving Credit Agreement, the Company extinguished all commitments associated with the 2026 Revolving Credit Agreement. At the Company’s election, borrowings under the 2029 Revolving Credit Agreement may be made as Base Rate loans or SOFR loans. The applicable margin for loans that are Base Rate loans is adjustable based on a total leverage ratio, ranging from 0.25 % to 0.90 %. The applicable margin for loans that are SOFR loans is adjustable based on a total leverage ratio, ranging from 1.25 % to 1.90 %. In addition to interest, the Company is required to pay a fee on the unused portion of the lenders’ commitments under the 2029 Revolving Credit Agreement at a rate per annum equal to 0.20 % if the average daily amount outstanding under the 2029 Revolving Credit Agreement is less than 50% of the aggregate commitments, or 0.15 % if the average daily amount outstanding under the 2029 Revolving Credit Agreement is equal to or greater than 50% of the aggregate commitments. The unused fee is payable quarterly in arrears. Additionally, upon closing of the 2029 Revolving Credit Agreement, the Company entered into a First Amendment to the 2027 Term Loan Agreement, and a Second Amendment to the 2028 Term Loan Agreement, to align certain terms and covenants to the 2029 Revolving Credit Agreement.

• In connection with entering into the 2029 Revolving Credit Agreement to replace the 2026 Revolving Credit Agreement, the Company recognized a loss on extinguishment of debt of $ 233,000 during the nine months ended September 30, 2025. The loss on extinguishment of debt was recognized in interest expense in the accompanying condensed consolidated statements of comprehensive income.

The principal payments due on the credit facility as of September 30, 2025, for the period ending December 31, 2025, and for each of the next four years ending December 31 and thereafter, are as follows (amounts in thousands):


	Amount
Period ending December 31, 2025	$	—
2026	—
2027	250,000
2028	275,000
2029	151,000
Thereafter	—
	$	676,000

Note 11— Segment Reporting

The Company's healthcare properties are aggregated into one operating segment due to their similar economic characteristics. The healthcare operating segment is the Company's only reportable segment.

In the healthcare operating segment, the Company generates income from rental revenue from leases and tenant reimbursements, which include additional amounts recoverable from tenants for common area maintenance expenses and certain other recoverable expenses. Additionally, the healthcare operating segment earns interest income from real estate related investments.

The Company's chief operating decision maker, or CODM, is the Chief Executive Officer, who assesses the performance of the operating segment using net income, which is reported on the condensed consolidated statements of comprehensive income as net income attributable to common stockholders. The CODM assesses net income at least quarterly to review budget-to-actual variances, review quarter-over-quarter actual variances, evaluate the operating performance of the healthcare properties, and allocate resources within the segment. Segment expenses provided to the CODM for budget-to-actual variance review and quarter-over-quarter actual variance review include rental expenses, general and administrative expenses, depreciation and amortization, impairment and disposition losses, demolition costs, and interest expense. Additionally, the CODM considers net income when determining the amount of distributions necessary to maintain the Company's REIT status.

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There were no intersegment sales or transfers during the three and nine months ended September 30, 2025 and 2024. Segment assets are reported on the condensed consolidated balance sheets as total assets while capital expenditures for the reportable segment are reported on the condensed consolidated statements of cash flows as capital expenditures and other costs.

Note 12— Fair Value

Cash and cash equivalents, restricted cash, tenant receivables, prepaid and other assets, accounts payable and other liabilities —The Company considers the carrying values of these financial instruments, assets and liabilities, to approximate fair value because of the short period of time between origination of the instruments and their expected realization.

Real estate related notes receivable —The carrying value of the real estate related notes receivable was $ 17,071,000 , which approximated fair value as of September 30, 2025. The fair value of the Company's real estate related notes receivable is estimated using significant unobservable inputs not based on observable market activity, but rather through particular valuation techniques (Level 3). The fair value was measured using a discounted cash flow methodology, taking into consideration various factors including discount rates, credit worthiness of borrowers, availability and cost of financing and other factors.

Credit facility —The outstanding principal of the credit facility was $ 676,000,000 and $ 525,000,000 , which approximated its fair value due to the variable nature of the terms as of September 30, 2025 and December 31, 2024, respectively.

The fair value of the Company's credit facility is estimated based on the interest rates currently offered to the Company by its financial institutions.

Derivative instruments —The Company’s derivative instruments consist of interest rate swaps. These swaps are carried at fair value to comply with the provisions of ASC 820. The fair value of these instruments is determined using interest rate market pricing models. The Company incorporated credit valuation adjustments to appropriately reflect the Company’s nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. The Company determined that the inputs used to value its interest rate swaps, with the exception of the credit valuation adjustment, fall within Level 2 of the fair value hierarchy. The credit valuation adjustments associated with these instruments utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and the respective counterparty. However, as of September 30, 2025, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of its interest rate swaps. As a result, the Company determined that its interest rate swaps valuation in its entirety is classified in Level 2 of the fair value hierarchy.

Considerable judgment is necessary to develop estimated fair values of financial assets and liabilities. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize or be liable for on disposition of the financial assets and liabilities.

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The following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of September 30, 2025 and December 31, 2024 (amounts in thousands):


	September 30, 2025
	Fair Value Hierarchy
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value
Assets:
Derivative assets - interest rate swaps	$	—	$	3,502	$	—	$	3,502
Total assets at fair value	$	—	$	3,502	$	—	$	3,502
Liabilities:
Derivative liabilities - interest rate swaps	$	—	$	4,215	$	—	$	4,215
Total liabilities at fair value	$	—	$	4,215	$	—	$	4,215


	December 31, 2024
	Fair Value Hierarchy
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value
Assets:
Derivative assets - interest rate swaps	$	—	$	11,356	$	—	$	11,356
Total assets at fair value	$	—	$	11,356	$	—	$	11,356

Derivative assets and liabilities are reported in the condensed consolidated balance sheets as other assets and accounts payable and other liabilities , respectively.

Note 13— Derivative Instruments and Hedging Activities

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy.

For derivatives designated and qualifying as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive (loss) income and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive (loss) income related to derivatives will be reclassified to interest expense as interest is incurred on the Company’s variable rate debt. During the next twelve months, the Company estimates that an additional $ 1,639 ,000 will be reclassified from accumulated other comprehensive (loss) income as a reduction to interest expense. As of September 30, 2025, the Company had 10 interest rate swap agreements, of which six mature on January 31, 2028 and four mature on March 20, 2029.

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The following table summarizes the notional amount and fair value of the Company’s derivative instruments (amounts in thousands):


Derivatives Designated as Hedging Instruments	Weighted Average Fixed Interest Rate	Effective Dates	Maturity Dates	September 30, 2025						December 31, 2024
				Outstanding Notional Amount		Fair Value of				Outstanding Notional Amount		Fair Value of
						Assets		(Liabilities)				Assets		(Liabilities)


Interest rate swaps (1)	2.83 %	05/02/2022 to 05/01/2023	01/31/2028	$	275,000	$	3,502	$	( 482 )	$	275,000	$	9,261	$	—
Interest rate swaps (1)	3.76 %	12/31/2024	03/20/2029	250,000		—		( 3,733 )		250,000		2,095		—
				$	525,000	$	3,502	$	( 4,215 )	$	525,000	$	11,356	$	—

(1) Derivative assets and liabilities are reported in the condensed consolidated balance sheets as other assets and accounts payable and other liabilities, respectively.

The notional amount under the agreements is an indication of the extent of the Company’s involvement in each instrument at the time, but does not represent exposure to credit, interest rate or market risks.

The table below summarizes the amount of income and loss recognized on the interest rate derivatives designated as cash flow hedges for the three and nine months ended September 30, 2025 and 2024 (amounts in thousands):


Derivatives in Cash Flow Hedging Relationships	Amount of Income (Loss) Recognized in Other Comprehensive Income on Derivatives		Location of Income (Loss) Reclassified From Accumulated Other Comprehensive Income to Net Income	Amount of Income Reclassified From Accumulated Other Comprehensive Income to Net Income		Total Amount of Line Item in Condensed Consolidated Statements of Comprehensive Income
Three Months Ended September 30, 2025
Interest rate swaps	$	559	Interest expense	$	1,425	$	( 8,470 )

Three Months Ended September 30, 2024
Interest rate swaps	$	( 6,843 )	Interest expense	$	4,527	$	( 5,468 )

Nine Months Ended September 30, 2025
Interest rate swaps	$	( 7,856 )	Interest expense	$	4,213	$	( 23,624 )

Nine Months Ended September 30, 2024
Interest rate swaps	$	2,943	Interest expense	$	13,560	$	( 15,955 )

Credit Risk-Related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. The Company records credit risk valuation adjustments on its interest rate swaps based on the respective credit quality of the Company and the counterparty. The Company believes it mitigates its credit risk by entering into agreements with creditworthy counterparties. As of September 30, 2025, the fair value of derivatives related to counterparties that were in a net liability position was $ 3,598 ,000, inclusive of accrued interest but excluding any adjustment for nonperformance risk related to the agreement. As of December 31, 2024, the Company had no counterparties with fair value of derivatives in a net liability position, inclusive of accrued interest but excluding any adjustment for nonperformance risk related to the agreement. As of both September 30, 2025 and December 31, 2024, there were no termination events or events of default related to the interest rate swaps.

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Tabular Disclosure Offsetting Derivatives

The Company has elected not to offset derivative positions in its condensed consolidated financial statements. The following tables present the effect on the Company’s financial position had the Company made the election to offset its derivative positions as of September 30, 2025 and December 31, 2024 (amounts in thousands):


Offsetting of Derivative Assets
							Gross Amounts Not Offset in the Balance Sheet
	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Balance Sheet		Net Amounts of Assets Presented in the Balance Sheet		Financial Instruments Collateral		Cash Collateral		Net Amount
September 30, 2025	$	3,502	$	—	$	3,502	$	( 542 )	$	—	$	2,960
December 31, 2024	$	11,356	$	—	$	11,356	$	—	$	—	$	11,356


Offsetting of Derivative Liabilities
							Gross Amounts Not Offset in the Balance Sheet
	Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Balance Sheet		Net Amounts of Liabilities Presented in the Balance Sheet		Financial Instruments Collateral		Cash Collateral		Net Amount
September 30, 2025	$	4,215	$	—	$	4,215	$	( 542 )	$	—	$	3,673
December 31, 2024	$	—	$	—	$	—	$	—	$	—	$	—

Note 14— Stockholders' Equity

On April 8, 2024, the Company amended its charter to effect a one-for-four reverse stock split, effective May 1, 2024. On June 13, 2024, authorized but unissued shares of Class I Common Stock, Class T Common Stock and Class T2 Common Stock were reclassified into additional shares of Class A Common Stock and outstanding shares of Class I Common Stock and Class T Common Stock were converted into shares of Class A Common Stock. Class A Common Stock was then immediately renamed “Common Stock” and is the sole class of stock traded on the NYSE.

Distributions Paid and Distributions Payable

The Company declared and paid distributions per share of Common Stock in the amount of $ 0.40 for each of the three months ended September 30, 2025 and 2024. The Company declared and paid distributions per share of Common Stock in the amount of $ 1.20 for each of the nine months ended September 30, 2025 and 2024.

On April 5, 2024, the Board approved the termination of the distribution reinvestment plan, effective May 1, 2024.

At-the-Market Program

On August 12, 2025, the Company entered into an ATM Equity Offering Sales Agreement, or the ATM Program, through which, from time to time, the Company may offer and sell shares of Common Stock having an aggregate offering price of up to $ 250,000,000 . During the three and nine months ended September 30, 2025, no shares were issued under the ATM Program and as of September 30, 2025, the Company had $ 250,000,000 in gross sales of available capacity under the ATM Program.

Share Repurchases

Share Repurchase Program

On August 4, 2025, the Board authorized a share repurchase program of up to $ 75,000,000 in gross purchase proceeds for a period of three-years from August 4, 2025, subject to the limitation of $ 25,000,000 in gross purchase proceeds in any twelve-month period, or the 2025 SRP. Repurchases of common stock under the 2025 SRP may be made from time to time in the open market, in privately negotiated purchases, in accelerated share repurchase programs or by any other lawful means. The number of shares of common stock purchased and the timing of any purchases will depend on a number of factors, including the price and availability of common stock and general market conditions. The 2025 SRP replaced the Company's prior share repurchase program. The Company did no t repurchase any shares under the 2025 SRP during the nine months ended September 30, 2025.

During the nine months ended September 30, 2025, 304,878 shares of Common Stock were repurchased for an aggregate purchase price of $ 7,344,000 , excluding all related costs and fees (an average of $ 24.09 per share) under the Company's prior

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share repurchase program. The Company did not repurchase any shares under this prior share repurchase program during the year ended December 31, 2024.

Other Repurchases of Common Stock

During the nine months ended September 30, 2025, the Company repurchased 52,982 shares of Common Stock for the net settlement of withholding taxes in connection with the vesting of restricted stock and performance-based deferred stock unit awards, for an aggregate purchase price of $ 1,284 ,000 (an average of $ 24.22 per share). During the nine months ended September 30, 2024, the Company repurchased 283,694 Class A shares, Class I shares and Class T shares of Common Stock pursuant to one of the Company's prior share repurchase programs for the net settlement of withholding taxes in connection with the vesting of restricted stock and performance-based deferred stock unit awards ( 246,206 Class A shares, 7,574 Class I shares and 29,914 Class T shares), for an aggregate purchase price of $ 8,486,000 (an average of $ 29.92 per share). Additionally, during the nine months ended September 30, 2024, the Company purchased 2,212,389 shares of Common Stock for an aggregate purchase price of $ 50,000,000 , excluding related costs and fees (an average of $ 22.60 per share) as a result of a modified "Dutch Auction" tender offer, or the Tender Offer. The Company incurred $ 2,093,000 of costs and fees related to the Tender Offer.

Accumulated Other Comprehensive (Loss) Income

The following table presents a rollforward of amounts recognized in accumulated other comprehensive (loss) income by component for the nine months ended September 30, 2025 and 2024 (amounts in thousands):


	Unrealized Loss on Derivative Instruments








Balance as of December 31, 2024	$	11,356
Other comprehensive loss before reclassification	( 7,856 )
Amount of income reclassified from accumulated other comprehensive loss to net income	( 4,213 )
Other comprehensive loss	( 12,069 )
Balance as of September 30, 2025	$	( 713 )


	Unrealized Loss on Derivative Instruments




Balance as of December 31, 2023	16,603
Other comprehensive income before reclassification	2,943
Amount of income reclassified from accumulated other comprehensive income to net income	( 13,560 )
Other comprehensive loss	( 10,617 )
Balance as of September 30, 2024	$	5,986

The following table presents reclassifications out of accumulated other comprehensive (loss) income for the nine months ended September 30, 2025 and 2024 (amounts in thousands):


Details about Accumulated Other Comprehensive Income Components	Income Amounts Reclassified from Accumulated Other Comprehensive Income to Net Income				Affected Line Items in the Condensed Consolidated Statements of Comprehensive Income
	Nine Months Ended September 30,
	2025		2024


Interest rate swap contracts	$	( 4,213 )	$	( 13,560 )		Interest expense

Note 15— Earnings Per Share

The Company calculates basic and diluted earnings per share using the two-class method. Basic earnings per share is computed based on the weighted average shares of the Company's Common Stock outstanding for the period. Diluted earnings per share is computed based on the weighted average number of shares outstanding and all potentially dilutive securities, which include shares of restricted Common Stock and Performance DSUs. The shares of restricted Common Stock contain non-forfeitable dividend distribution rights and are considered participating securities. The Performance DSUs are entitled to dividend equivalents which are paid to the grantee only in the event that the applicable performance criteria are achieved and the Performance DSUs vest.

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The following table is a reconciliation of the numerator and denominator used in the computation of basic and diluted earnings per share using the two-class method (amounts in thousands, except share data and per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Earnings:
Net income attributable to common stockholders	$	11,609	$	11,935	$	28,105	$	31,543
Less: Income allocated to participating securities	( 60 )		( 80 )		( 153 )		( 171 )
Net income used in basic earnings per share	11,549		11,855		27,952		31,372
Add back: Income allocated to participating securities	60		80		153		171
Net income used in diluted earnings per share	$	11,609	$	11,935	$	28,105	$	31,543

Weighted Average Shares:
Basic weighted average number of common shares outstanding	54,876,443		55,571,298		55,049,612		56,634,376
Dilutive effect of weighted average shares of non-vested restricted common stock	285,845		373,047		301,588		308,968
Dilutive effect of weighted average shares of Performance DSUs	243,850		137,273		250,337		151,393
Diluted weighted average number of common shares outstanding	55,406,138		56,081,618		55,601,537		57,094,737

Net income per share attributable to common stockholders:
Basic	$	0.21	$	0.21	$	0.51	$	0.55
Diluted	$	0.21	$	0.21	$	0.51	$	0.55

Note 16— Stock-based Compensation

On March 6, 2020, the Board approved the A&R Incentive Plan pursuant to which the Company has the authority and power to grant awards of restricted shares of its Common Stock to its directors, executive officers, and employees.

On April 2, 2025, the Board adopted the A&R Incentive Plan. The Company's stockholders approved the A&R Incentive Plan on May 21, 2025, which, among other things, increased the number of shares authorized for issuance by 1,000,000 shares to 2,250,000 shares.

During the nine months ended September 30, 2025, the Company granted time-based awards to its executive officers and certain employees, consisting of 109,737 restricted shares of Common Stock, net of forfeitures, or the Time-Based 2025 Awards. The Time-Based 2025 Awards will vest 25 % annually following the grant date, subject to each executive's and employee's employment through the applicable vesting dates, with certain exceptions. As of September 30, 2025, there was $ 2,189,000 of total unrecognized stock-based compensation expense related to these awards, which will be recognized over the vesting period.

Additionally, during the nine months ended September 30, 2025, the Company's compensation committee granted Performance DSUs to its executive officers, or the Performance-Based 2025 Awards. The Performance-Based 2025 Awards will be measured based on the Company's market performance over a three-year performance period ending on December 31, 2027. Subject to each executive's continuous employment through the applicable vesting dates, with certain exceptions, the Performance-Based 2025 Awards, if any, will be issued following the performance period end date. Market-based awards are valued as of the grant date utilizing a Monte Carlo simulation model that assesses the probability of satisfying certain market-based thresholds over a three-year performance period. The number of shares of Common Stock that vest is based on the Company's total shareholder return, or TSR, relative to that of the MSCI US REIT Index and a Healthcare REIT Peer Group on a percentile basis. As of September 30, 2025, there was $ 1,989,000 of total unrecognized stock-based compensation expense related to these awards, which will be recognized over the vesting period.

The Time-Based 2025 Awards and the Performance-Based 2025 Awards, or collectively, the 2025 Awards, were granted under and are subject to the terms of the A&R Incentive Plan and award agreements.

During the three months ended September 30, 2025, the Company granted an aggregate of 21,300 shares of restricted Common Stock to the Company's five independent directors in connection with their annual compensation. Each independent

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director received 4,260 shares of restricted Common Stock that will vest on the date of the Company's next annual meeting of shareholders, subject to the directors continued service through such vesting date. These awards were granted under and subject to the terms of the A&R Incentive Plan and an award agreement. As of September 30, 2025, there was $ 364,000 of total unrecognized stock-based compensation expense related to these awards, which will be recognized over the vesting period.

The Company recognized total stock-based compensation expense of $ 1,278,000 and $ 1,311,000 for the three months ended September 30, 2025 and 2024, respectively, and $ 3,807,000 and $ 3,798,000 for the nine months ended September 30, 2025 and 2024, respectively. The Company did not recognize any accelerated stock-based compensation expense for the three months ended September 30, 2025. The Company recognized accelerated stock-based compensation expense of $ 19,000 for the nine months ended September 30, 2025, as a result of the acceleration of award agreements. The Company recognized accelerated stock-based compensation expense of $ 12,000 and $ 875 ,000 for the three and nine months ended September 30, 2024, respectively, primarily as a result of the acceleration of awards pursuant to severance agreements with departed executive officers. Stock-based compensation expense is reported in general and administrative expenses in the accompanying condensed consolidated statements of comprehensive income, and forfeitures are recorded as they occur.

Note 17— Commitments and Contingencies

Tenant Improvements

The Company may provide tenant improvement allowances in new or renewal leases for the purpose of refurbishing or renovating tenant space. The Company may also assume tenant improvement obligations included in leases acquired in its real estate acquisitions. Many of these allowances are subject to contingencies that make it difficult to predict when they will be utilized, if at all.

Development

The Company has a commitment to fund a development to expand the Dover Healthcare Facility on the acquired adjacent land as discussed in Note 3—"Real Estate" for up to $ 9,837,000 .

Legal Proceedings

In the ordinary course of business, the Company may become subject to litigation or claims. As of September 30, 2025, there were, and currently there are, no material pending legal proceedings to which the Company is a party. While the resolution of a lawsuit or proceeding may have an impact to the Company's financial results for the period in which it is resolved, the Company believes that the final resolution of the lawsuits or proceedings in which it is currently involved, either individually or in the aggregate, will not have a material adverse effect on its financial position, results of operations or liquidity.

Note 18— Subsequent Events

Distributions Authorized

On November 3, 2025, the Board authorized a quarterly cash dividend of $ 0.40 per share of Common Stock payable on December 4, 2025, to the Company's stockholders of record as of the close of business on November 20, 2025. The quarterly cash dividend of $ 0.40 per share represents an annualized amount of $ 1.60 per share.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements, and the notes thereto, and the other financial information appearing elsewhere in this Quarterly Report on Form 10-Q.

The following discussion should also be read in conjunction with our audited consolidated financial statements, and the notes thereto, Risk Factors and Management's Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the U.S. Securities and Exchange Commission, or the SEC, on March 3, 2025, or the 2024 Annual Report on Form 10-K.

The terms “we,” “our,” “us,” and the “Company” refer to Sila Realty Trust, Inc., Sila Realty Operating Partnership, LP, or our Operating Partnership, and all wholly-owned subsidiaries.

Forward-Looking Statements

Certain statements contained in this Quarterly Report on Form 10-Q, other than historical facts, include forward-looking statements that reflect our expectations and projections about our future results, performance, prospects and opportunities. Such statements include, in particular, statements about our liquidity and capital resources, capital expenditures, material cash requirements, debt service requirements, expected interest rates and interest rate hedging impacts and practices, macroeconomic factors, the ability of our tenants to satisfy their rent and other obligations under their leases, tariffs and changes in other governmental policies, including the impacts of the government shutdown, term loan requirements, our share repurchases, our acquisitions and dispositions, plans, leases, dividends, distributions, strategies, and prospects and are subject to certain risks and uncertainties, including known and unknown risks, which could cause actual results to differ materially from those projected or anticipated. Therefore, such statements are not intended to be a guarantee of our performance in future periods. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as “may,” “will,” “would,” “could,” “should,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” or other similar words. Forward-looking statements are subject to various risks and uncertainties, and factors that could cause actual results to differ materially from our expectations, and investors should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could materially affect our results of operations, financial condition, cash flows, performance or future achievements or events.

Forward-looking statements that were true at the time they were made may ultimately prove to be incorrect or false. We make no representation or warranty (express or implied) about the accuracy of any such forward-looking statements contained in this Quarterly Report on Form 10-Q, and we do not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. See Part I, Item 1A. “Risk Factors” of our 2024 Annual Report on Form 10-K, for a discussion of some, although not all, of the risks and uncertainties that could cause actual results to differ materially from those presented in our forward-looking statements.

Management’s discussion and analysis of financial condition and results of operations is based upon our condensed consolidated financial statements, which have been prepared in accordance with United States generally accepted accounting principles, or GAAP. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. We evaluate these estimates on a regular basis. These estimates are based on management’s historical industry experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results may differ from these estimates.

Overview

We are a net lease real estate investment trust, or REIT, with a strategic focus on investing in the growing and resilient healthcare sector. We invest in high quality net lease healthcare facilities along the continuum of care in the pursuit of generating predictable, durable and growing income streams. Our portfolio comprises high quality tenants in geographically diverse facilities, which are positioned to capitalize on the dynamic delivery of healthcare to patients. We may also make other real estate related investments, which may include equity or debt interests in other real estate entities.

As of September 30, 2025, we owned 140 real estate properties and three undeveloped land parcels, including the Stoughton Healthcare Facility which has been taken out of service and is being demolished.

Critical Accounting Estimates

Our critical accounting estimates are disclosed in our 2024 Annual Report on Form 10-K. There have been no material changes to our critical accounting estimates as disclosed therein.

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Interim Unaudited Financial Data

Our accompanying condensed consolidated financial statements have been prepared by us in accordance with GAAP in conjunction with the rules and regulations of the SEC. Certain information and footnote disclosures required for annual financial statements have been condensed or excluded pursuant to SEC rules and regulations. Accordingly, our accompanying condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. Our accompanying condensed consolidated financial statements reflect all adjustments, which are, in our view, of a normal recurring nature and necessary for a fair presentation of our financial position, results of operations and cash flows for the interim period. Interim results of operations are not necessarily indicative of the results to be expected for the full year; such full year results may be less favorable. Our accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our 2024 Annual Report on Form 10-K.

Qualification as a REIT

We elected, and qualify, to be taxed as a REIT for federal income tax purposes, and we intend to continue to be taxed as a REIT. To maintain our qualification as a REIT, we must continue to meet certain organizational and operational requirements, including a requirement to distribute at least 90.0% of our REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gain, to our stockholders. As a REIT, we generally will not be subject to federal income tax on taxable income that we distribute to our stockholders.

If we fail to maintain our qualification as a REIT in any taxable year, we would then be subject to federal income taxes on our taxable income at regular corporate rates and would not be permitted to qualify for treatment as a REIT for federal income tax purposes for four years following the year during which qualification is lost unless the Internal Revenue Service grants us relief under certain statutory provisions. Such an event could have a material adverse effect on our net income and net cash available for distribution to our stockholders.

Factors That May Influence Results of Operations

Economic and Market Conditions

Our operating results have been and will continue to be generally impacted by global and national economic and market conditions and by the local economic conditions where our real estate properties are located. Increased interest rates, persistent inflation, ongoing geopolitical tensions, and increased volatility in public and private equity and fixed income markets have led to increased costs and have limited the availability of capital. In response to inflationary pressures, the Federal Reserve began raising interest rates in 2022. While the Federal Reserve cut interest rates in late 2024 and September 2025, it has largely kept interest rates stable and future increases or decreases are uncertain. Higher interest rates imposed by the Federal Reserve to address potential inflation may adversely impact our borrowing costs and real estate asset values generally, including our real estate properties. In addition, any tariffs imposed by the current administration or other countries, as well as any prolonged government shutdown, may cause additional impacts to the economy, including further inflationary pressures. On July 4, 2025, the One Big Beautiful Bill Act, or OBBBA, was signed into law. The OBBBA includes, among other things, changes to Medicaid and health insurance marketplaces that may have an impact on our tenants' financial position. We continue to evaluate the impacts of the OBBBA.

Most of our lease agreements contain provisions designed to mitigate the adverse impact of inflation, including annual rent increases based on stated increases or consumer price index (CPI) increases, as well as the triple net nature of the leases whereby tenants are responsible for the operating expenses of the properties. To the extent our tenants have experienced difficulties due to the foregoing economic and market conditions, they may be unable or unwilling to make payments or perform their obligations when due.

Rental Revenue

The amount of rental revenue generated by our properties depends principally on our ability to maintain the occupancy rates of leased space and to lease available space at existing rental rates. Negative trends in one or more of these factors could adversely affect our rental revenue in future periods. We continually monitor our tenants' ability to meet their lease obligations to pay us rent to determine if any adjustments should be reflected currently. As of September 30, 2025, our properties were 99.1% leased.

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Results of Operations

Our results of operations are influenced by the timing of acquisitions and the performance of our real estate properties.

The following table shows the property statistics of our real estate properties as of September 30, 2025 and 2024:


	September 30,
	2025		2024
Number of real estate properties (1)	140		136
Leased square feet	5,273,000		5,033,000
Weighted average percentage of rentable square feet leased	99.1	%	95.5	%

(1) As of September 30, 2025 we owned 140 real estate properties and three undeveloped land parcels, including the Stoughton Healthcare Facility which has been taken out of service and is being demolished. As of September 30, 2024, we owned 136 real estate properties and two undeveloped land parcels.

The following table summarizes our real estate activity for the three and nine months ended September 30, 2025 and 2024:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Real estate properties acquired	4		1		6		8
Real estate properties disposed	—		2		—		3

Aggregate purchase price of real estate properties acquired (1)(2)	$	89,415,000	$	28,364,000	$	148,877,000	$	164,053,000

Net book value of real estate properties disposed	$	—	$	15,424,000	$	—	$	16,776,000
Leased square feet of real estate property additions	129,000		63,000		241,000		307,000
Leased square feet of real estate property dispositions (3)	—		—		—		71,000

(1) Includes $2,676,000 for additional land purchased to expand the Dover Healthcare Facility for the three and nine months ended September 30, 2025.

(2) Includes capitalized acquisition costs associated with transactions determined to be asset acquisitions.

(3) The Fort Myers Healthcare Facilities were vacant upon disposition on September 25, 2024.

This section describes and compares our results of operations for the three and nine months ended September 30, 2025 and 2024. We generate substantially all of our revenue from property operations. In order to evaluate our overall portfolio, management analyzes the results of our "same store properties." We define "same store properties" as properties that were owned and operated for the entirety of both calendar periods being compared and exclude properties under development, re-development, or classified as held for sale.

By evaluating the results of our same store properties, management is able to monitor the operations of our existing properties for comparable periods to measure the performance of our current portfolio and readily observe the expected effects of our new acquisitions and dispositions on net income.

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Three Months Ended September 30, 2025 Compared to Three Months Ended September 30, 2024

The following table allocates total rental revenue for the three months ended September 30, 2025 compared to the comparable period in 2024 (amounts in thousands).


	Three Months Ended September 30,
	2025		2024		$ Change		% Change
Same store rental revenue	$	43,181	$	41,591	$	1,590	3.8	%
Same store tenant reimbursements	3,712		3,504		208		5.9	%
Non-same store rental revenue	2,405		973		1,432		147.2	%
Non-same store tenant reimbursements	122		49		73		149.0	%
Other operating income	1		1		—		—	%
Total rental revenue	49,421		46,118		3,303		7.2	%
Real estate related notes receivable interest income	427		—		427		n/a
Total revenues	$	49,848	$	46,118	$	3,730	8.1	%

• Same store rental revenue increased primarily due to a $1,558,000 increase as a result of new and renewal leasing activity, a $130,000 increase in annual base rent escalations for leases indexed to CPI, and an $81,000 increase in lease termination income as a result of a tenant at a single-tenant property who vacated its leased space, partially offset by a decrease of $179,000 as a result of properties with tenant vacancies.

• Same store tenant reimbursements increased primarily due to higher operating costs in the current year, which are generally passed along to our tenants.

• Non-same store rental revenue increased primarily due to a $1,932,000 increase attributable to properties acquired since July 1, 2024, partially offset by a $500,000 decrease resulting from the vacant Stoughton Healthcare Facility due to a lease termination as a result of the Steward Health Care System LLC, or Steward, bankruptcy in the prior year.

• Non-same store tenant reimbursements increased primarily due to properties acquired since July 1, 2024.

• There were no material changes in other operating income.

• Real estate related notes receivable interest income increased due to fundings of the mezzanine loans during the three months ended September 30, 2025.

Changes in our expenses are summarized in the following table (amounts in thousands):


	Three Months Ended September 30,
	2025		2024		$ Change		% Change
Same store rental expenses	$	5,466	$	5,177	$	289	5.6	%
Non-same store rental expenses	454		646		(192)		(29.7)	%
Listing-related expenses	—		32		(32)		n/a
General and administrative expenses	4,541		4,800		(259)		(5.4)	%
Depreciation and amortization	19,396		17,865		1,531		8.6	%
Impairment and disposition losses	—		792		(792)		n/a
Demolition costs	147		—		147		n/a
Total operating expenses	$	30,004	$	29,312	$	692	2.4	%

• Same store rental expenses, most of which are subject to reimbursement by our tenants, increased primarily due to higher operating costs in the current year.

• Non-same store rental expenses, most of which are subject to reimbursement by our tenants, decreased primarily due to a $222,000 decrease attributable to property dispositions since July 1, 2024, and a $113,000 decrease in non-reimbursable

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operating costs due to the vacant Stoughton Healthcare Facility, partially offset by a $143,000 increase attributable to properties acquired since July 1, 2024.

• Listing-related expenses of $32,000 were recorded during the three months ended September 30, 2024, consisting of advisory fees for legal, banking, and other advisory services, related to our listing on the New York Stock Exchange on June 13, 2024, or the Listing.

• General and administrative expenses decreased primarily due to a $355,000 decrease in personnel costs, a $58,000 decrease in costs primarily attributable to transfer agent and custodial fees as result of the Listing, and a $33,000 decrease in stock-based compensation, partially offset by a $187,000 increase in other administrative costs primarily due to the timing of audit fees.

• Depreciation and amortization increased primarily due to a $1,318,000 increase in depreciation recognized related to the change in estimated useful life at the Stoughton Healthcare Facility, a $766,000 increase due to properties acquired since July 1, 2024 and a $116,000 increase due to assets placed in service since July 1, 2024, partially offset by a $583,000 decrease primarily attributable to fully amortized in-place lease intangible assets and tenant improvements, and a $86,000 decrease from properties sold since July 1, 2024.

• Impairment and disposition losses were recorded in the amount of $792,000 during the three months ended September 30, 2024, as a result of costs related to sell the Fort Myers Healthcare Facilities.

• Demolition costs of $147,000 were recorded during the three months ended September 30, 2025, related to the demolition of the Stoughton Healthcare Facility.

Changes in other (expense) income are summarized in the following table (amounts in thousands):


	Three Months Ended September 30,
	2025		2024		$ Change		% Change

Interest and other income	$	237	$	597	$	(360)	(60.3)	%
Interest expense	(8,470)		(5,468)		(3,002)		54.9	%
Increase in current expected credit loss reserve	(2)		—		(2)		n/a
Total other (expense) income	$	(8,235)	$	(4,871)	$	(3,364)	69.1	%

• Interest and other income decreased primarily due to a decline in dividend income attributable to a lower average investment in money market funds from the deployment of proceeds in the prior year.

• Interest expense increased due to a $2,854,000 increase primarily resulting from a higher weighted average interest rate on our credit facility, higher average borrowings on our variable rate debt and higher fixed rates on interest rate swaps entered into to replace five interest rate swaps that matured on December 31, 2024, and a $148,000 increase in amortization of deferred financing costs.

• The current expected credit loss reserve increased by $2,000 primarily due to additional fundings on the mezzanine loans during the period.

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Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024

The following table details our total rental revenue for the nine months ended September 30, 2025, compared to the comparable period in 2024 (amounts in thousands):


	Nine Months Ended September 30,
	2025		2024		$ Change		% Change
Same store rental revenue	$	121,616	$	117,115	$	4,501	3.8	%
Same store tenant reimbursements	11,529		10,741		788		7.3	%
Non-same store rental revenue	12,731		12,056		675		5.6	%
Non-same store tenant reimbursements	341		395		(54)		(13.7)	%
Other operating income	4		4		—		—	%
Total rental revenue	146,221		140,311		5,910		4.2	%
Real estate related notes receivable interest income	615		—		615		n/a
Total revenues	$	146,836	$	140,311	$	6,525	4.7	%

• Same store rental revenue increased primarily due to a $4,678,000 increase as a result of new and renewal leasing activity, a $359,000 increase in annual base rent escalations for leases indexed to CPI, a $158,000 increase related to less accelerated amortization of above-market lease intangible assets as a result of lease amendments in the prior year, a $105,000 increase in rent recognized on a cash basis as a result of a tenant with payment uncertainty who was paying less rent in the prior period and had annual base rent escalations in the current year being compared, an $81,000 increase in lease termination income as a result of a tenant at a single-tenant property who vacated its leased space and a $54,000 increase attributable to the amortization of GenesisCare severance fee income, partially offset by a decrease of $696,000 as a result of less accelerated amortization of below-market lease intangible liabilities as a result of lease terminations related to GenesisCare in the prior year and a decrease of $238,000 as a result of properties with tenant vacancies.

• Same store tenant reimbursements increased primarily due to higher operating costs in the current year, which are generally passed along to our tenants.

• Non-same store rental revenue increased primarily due to a $6,613,000 increase attributable to properties acquired since January 1, 2024, and a $2,667,000 increase related to less accelerated amortization of above-market lease intangibles as a result of a lease termination related to GenesisCare in the prior year, partially offset by lease termination income of $4,098,000 recognized in the prior period, a $1,630,000 decrease from properties sold since January 1, 2024, a $1,344,000 decrease resulting from the vacant Stoughton Healthcare Facility due to a lease termination as a result of the Steward bankruptcy in the prior year, a $1,342,000 decrease related to less accelerated amortization of below-market lease intangibles as a result of lease terminations related to GenesisCare in the prior year, and a $191,000 decrease related to a property that is under re-development, effective December 13, 2024.

• Non-same store tenant reimbursements decreased primarily due to properties sold since January 1, 2024.

• There were no material changes in other operating income.

• Real estate related notes receivable interest income increased due to the funding of the mezzanine loans during the nine months ended September 30, 2025.

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Changes in our expenses are summarized in the following table (amounts in thousands):


	Nine Months Ended September 30,
	2025		2024		$ Change		% Change
Same store rental expenses	$	16,373	$	15,518	$	855	5.5	%
Non-same store rental expenses	1,864		1,708		156		9.1	%
Listing-related expenses	—		3,012		(3,012)		n/a
General and administrative expenses	15,368		18,321		(2,953)		(16.1)	%
Depreciation and amortization	55,340		57,009		(1,669)		(2.9)	%
Impairment and disposition losses	6,792		1,210		5,582		461.3	%
Demolition costs	147		—		147		n/a
Total operating expenses	$	95,884	$	96,778	$	(894)	(0.9)	%

• Same store rental expenses, most of which are subject to reimbursement by our tenants, increased primarily due to higher operating costs in the current year.

• Non-same store rental expenses, most of which are subject to reimbursement by our tenants, increased primarily due to a $490,000 increase in non-reimbursable operating costs resulting from the vacant Stoughton Healthcare Facility due to a lease termination in the prior year, and a $392,000 increase from properties acquired since January 1, 2024, partially offset by a $600,000 decrease primarily attributable to properties sold since January 1, 2024 and a $126,000 decrease related to a property that is under re-development, effective December 13, 2024.

• Listing-related expenses of $3,012,000 were recorded during the nine months ended September 30, 2024, and consisted of advisory fees for legal, banking, and other advisory services, related to the Listing.

• General and administrative expenses decreased primarily due to a $2,795,000 decrease in personnel costs primarily attributable to 2024 separation pay and performance bonuses, a $1,031,000 decrease in costs primarily attributable to transfer agent and custodial fees as a result of the Listing, an $856,000 decrease in accelerated stock-based compensation as a result of accelerated awards due to severance, and a $45,000 decrease in legal fees, partially offset by an $909,000 increase in other administrative costs primarily due to the timing of audit fees as a result of the audit of internal controls over financial reporting due to (among other things) the change in our filer status to a large accelerated filer and an $865,000 increase in stock-based compensation.

• Depreciation and amortization decreased primarily due to a $4,646,000 decrease in accelerated amortization of in-place lease intangible assets as a result of lease amendments and terminations related to GenesisCare in the prior year, a $1,252,000 decrease primarily attributable to fully amortized in-place lease intangible assets and tenant improvements, and a $376,000 decrease from properties sold since January 1, 2024, partially offset by a $2,981,000 increase due to properties acquired since January 1, 2024, a $1,318,000 increase in depreciation recognized related to the change in estimated useful life at the Stoughton Healthcare Facility, and a $306,000 increase due to assets placed in service since January 1, 2024.

• We recorded impairment losses of $6,792,000 during the nine months ended September 30, 2025, of which $3,261,000 was a result of a tenant at a single-tenant property who vacated its leased space during the current year and $3,531,000 was a result of the impacts of a lease termination at the Stoughton Healthcare Facility in the prior year, based on inputs that are derived principally from observable market data related to the marketing for sale of the asset. We recorded impairment and disposition losses in the aggregate amount of $1,210,000 during the nine months ended September 30, 2024 as a result of tenant related triggering events that occurred at certain properties and costs related to the disposition of the Fort Myers Healthcare Facilities.

• Demolition costs of $147,000 were recorded during the nine months ended September 30, 2025, related to the demolition of the Stoughton Healthcare Facility.

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Changes in other (expense) income are summarized in the following table (amounts in thousands):


	Nine Months Ended September 30,
	2025		2024		$ Change		% Change
Gain on dispositions of real estate	$	—	$	76	$	(76)	n/a
Interest and other income	957		3,889		(2,932)		(75.4)	%
Interest expense	(23,624)		(15,955)		(7,669)		48.1	%
Increase in current expected credit loss reserve	(180)		—		(180)		n/a
Total other (expense) income	$	(22,847)	$	(11,990)	$	(10,857)	90.6	%

• During the nine months ended September 30, 2025, we did not dispose of any real estate properties. On January 31, 2024, we sold one property for a sale price of $1,500,000, resulting in a gain on sale of $76,000.

• Interest expense increased due to a $7,173,000 increase primarily resulting from a higher weighted average interest rate on our credit facility, driven by higher average borrowings on our variable rate debt and higher fixed rates on interest rate swaps entered into to replace five interest rate swaps that matured on December 31, 2024, a $491,000 increase in amortization of deferred financing costs, and a $5,000 increase in loss on extinguishment of debt in connection with entering into the 2029 Revolving Credit Agreement (as defined below) to replace the 2026 Revolving Credit Agreement (as defined below).

• The current expected credit loss reserve increased by $180,000 due to the recognition of expected credit losses associated with two mezzanine loans we entered into in November 2024.

Liquidity and Capital Resources

Our principal uses of funds are for acquisitions of real estate and real estate related investments, capital expenditures, operating expenses, distributions to, and share repurchases from, stockholders, and principal and interest payments on current and future indebtedness. Interest rates on variable rate debt increased in recent years and then declined some due to the interest rate cuts by the Federal Reserve in the second half of 2024 and September 2025. Future increases or decreases are difficult to predict during the current uncertain macroeconomic environment, particularly given the recent, frequent, and significant changes in U.S. tariffs. That said, we believe our exposure to increased or fluctuating interest rates is limited at this time due to our hedging strategy, which has effectively fixed 78% of our outstanding debt as of September 30, 2025, and therefore allowed us to reasonably project our liquidity needs. Generally, cash for these items is generated from operations of our current and future investments. Our sources of funds are primarily operating cash flows, our credit facility and other potential borrowings.

When we acquire a property, we prepare a capital plan that contemplates the estimated capital needs of that investment. In addition to operating expenses, capital needs may also include, for example, costs of refurbishment, tenant improvements or other major capital expenditures. The capital plan also sets forth the anticipated sources of the necessary capital, which may include a line of credit, operating cash generated by the investment, additional equity investments from us, and when necessary, capital reserves. The capital plan for each investment will be adjusted through ongoing, regular reviews of our portfolio or, as necessary, to respond to unanticipated additional capital needs.

Automatic Shelf Registration Statement

On August 12, 2025, we filed with the SEC an automatic shelf registration statement on Form S-3 that is effective for a term of three years, covering future offerings of an indeterminate amount of our common stock, preferred stock, depositary shares, warrants, purchase contracts and units. In connection with the filing of the registration statement, on August 12, 2025, we filed a prospectus supplement related to the ATM Program (as defined below), with the SEC.

ATM Program

On August 12, 2025, we entered into an ATM Equity Offering Sales Agreement, or the ATM Program, through which, from time to time, we may offer and sell shares of Common Stock having an aggregate offering price of up to $250,000,000. During the three and nine months ended September 30, 2025, no shares were issued under the ATM Program and as of September 30, 2025, we had $250,000,000 in gross sales of available capacity under the ATM Program.

Short-term Liquidity and Capital Resources

For at least the next twelve months, we expect our principal demands for funds will be for operating expenses, including our general and administrative expenses, as well as the acquisition of real estate and real estate related investments, and funding

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of capital improvements, including developments, and tenant improvements, distributions to, and potential stock repurchases from, stockholders, and interest payments on our credit facility. We expect to meet our short-term liquidity requirements through net cash flows provided by operations and borrowings on our credit facility and potential other borrowings. Additionally, we may issue our common stock within the next twelve months, afterwards, or both to raise funds to meet our liquidity needs.

We believe we will have sufficient liquidity available to meet our obligations in a timely manner, under both normal and stressed conditions, for the next twelve months.

Long-term Liquidity and Capital Resources

Beyond the next twelve months, we expect our principal demands for funds will be for costs to acquire additional real estate properties, interest and principal payments on our credit facility, long-term capital investment demands for our real estate properties and distributions necessary to maintain our REIT status.

We currently expect to meet our long-term liquidity requirements through proceeds from cash flows from operations and borrowings on our credit facility, potential other borrowings and potential equity offerings.

We expect to pay distributions to our stockholders from cash flows from operations; however, we have used, and may continue to use, other sources to fund distributions, as necessary. To the extent cash flows from operations are lower due to lower-than-expected returns on the properties held or the disposition of properties, distributions paid to stockholders may be lower. We currently expect that substantially all net cash flows from our operations will be used to fund acquisitions, certain capital expenditures and tenant improvement allowances identified at acquisition, ongoing capital expenditures, interest and principal payments on outstanding debt and distributions to our stockholders.

Material Cash Requirements

As of September 30, 2025, we had $27,709,000 in cash and cash equivalents. In addition to the cash we need to conduct our normal business operations, we expect to require up to $45,011,000 in cash over the next twelve months, of which $32,367,000 is related to estimated interest payments on our outstanding debt (calculated based on our effective interest rates as of September 30, 2025), up to $9,837,000 is related to a development to expand the Dover Healthcare Facility, and $2,807,000 is related to our various obligations as lessee. We cannot provide assurances, however, that actual expenditures will not exceed these estimates. In addition, we may provide capital expenditure or tenant improvement allowances in new or renewal leases for the purpose of refurbishing or renovating tenant space. We may also assume tenant improvement obligations included in leases acquired in our real estate acquisitions. Many of these allowances are subject to contingencies that make it difficult to predict when they will be utilized, if at all.

As of September 30, 2025, we had material obligations beyond twelve months in the amount of $829,267,000, inclusive of $716,634,000 related to principal and estimated interest payments on our outstanding debt (calculated based on our effective interest rates as of September 30, 2025) and $112,633,000 related to our various obligations as lessee.

One of our principal liquidity needs is the payment of principal and interest on outstanding indebtedness. As of September 30, 2025, we had $676,000,000 of principal outstanding under our Unsecured Credit Facility (as defined below). We are required by the terms of certain loan documents relating to the Unsecured Credit Facility to meet certain covenants, such as financial ratios and reporting requirements. As of September 30, 2025, we were in compliance with all such covenants and requirements on our Unsecured Credit Facility.

As of September 30, 2025, the aggregate notional amount under our derivative instruments was $525,000,000. We have agreements with each derivative counterparty that contain cross-default provisions; if we default on our indebtedness, then we could also be declared in default on our derivative obligations, resulting in an acceleration of payment of any net amounts due under our derivative contracts. As of September 30, 2025, we were in compliance with all such cross-default provisions.

Debt Service Requirements

Credit Facility

As of September 30, 2025, the maximum commitments available under our senior unsecured revolving line of credit with Bank of America, N.A., as Administrative Agent for the lenders, or the 2029 Revolving Credit Agreement, were $600,000,000, which may be increased, subject to lender approval, through incremental term loans and/or revolving loan commitments in an aggregate amount not to exceed $1,500,000,000. The maturity date for the 2029 Revolving Credit Agreement is February 16, 2029, which, at our election, may be extended for a period of six-months on no more than two occasions, subject to certain conditions, including the payment of an extension fee. The 2029 Revolving Credit Agreement was entered into on February 18, 2025, to replace our prior Revolving Credit Agreement with Truist Bank, as Administrative Agent for the Lenders, that had a maturity date of February 15, 2026, or the 2026 Revolving Credit Agreement. Upon closing of the 2029 Revolving Credit

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Agreement, we extinguished all commitments associated with the 2026 Revolving Credit Agreement. As of September 30, 2025, the 2029 Revolving Credit Agreement had an aggregate outstanding principal balance of $151,000,000.

As of September 30, 2025, the maximum commitments available under our senior unsecured amended and restated term loan agreement with Truist Bank, as Administrative Agent for the lenders, or the 2027 Term Loan Agreement, were $250,000,000, which may be increased, subject to lender approval, to an aggregate amount not to exceed $500,000,000. The 2027 Term Loan Agreement has a maturity date of March 20, 2027, which, at our election, may be extended for a period of one year on no more than two occasions, subject to the satisfaction of certain conditions, including the payment of an extension fee. As of September 30, 2025, the 2027 Term Loan Agreement had an aggregate outstanding principal balance of $250,000,000.

As of September 30, 2025, the maximum commitments available under our senior unsecured term loan with Truist Bank, as Administrative Agent for the lenders, or the 2028 Term Loan Agreement, were $275,000,000, which may be increased, subject to lender approval, to an aggregate amount not to exceed $500,000,000 and has a maturity date of January 31, 2028. The 2028 Term Loan Agreement is pari passu with our 2029 Revolving Credit Agreement and 2027 Term Loan Agreement. As of September 30, 2025, the 2028 Term Loan Agreement had an aggregate outstanding principal balance of $275,000,000.

We refer to the 2029 Revolving Credit Agreement, the 2027 Term Loan Agreement and the 2028 Term Loan Agreement, collectively, as the “Unsecured Credit Facility,” which has aggregate commitments available of $1,125,000,000, as of September 30, 2025. Generally, the proceeds of loans made under our Unsecured Credit Facility may be used for acquisition of real estate investments, funding of tenant improvements and leasing commissions with respect to real estate, repayment of indebtedness, funding of capital expenditures with respect to real estate, and general corporate and working capital purposes.

As of September 30, 2025, we had a total pool availability under our Unsecured Credit Facility of $1,125,000,000 and an aggregate outstanding principal balance of $676,000,000; therefore, $449,000,000 was available to be drawn under our Unsecured Credit Facility.

Cash Flows

Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024


	Nine Months Ended September 30,
(in thousands)	2025		2024		Change
Net cash provided by operating activities	$	86,101	$	97,267	$	(11,166)
Net cash used in investing activities	$	(168,080)	$	(149,024)	$	(19,056)
Net cash provided by (used in) financing activities	$	69,844	$	(121,822)	$	191,666

Operating Activities

• Net cash provided by operating activities decreased primarily due to a decrease in cash due to property dispositions, vacancies, lease terminations, a decrease in lease termination income, a decrease in dividend income from money market funds, and an increase in interest paid on our Unsecured Credit Facility, partially offset by an increase in cash collected for rent resulting from property acquisitions and annual rent increases.

Investing Activities

Significant investing activities included:

• Investment of $148,866,000 to purchase six properties and a land parcel for development during the nine months ended September 30, 2025, compared to an investment of $164,044,000 to purchase eight properties during the nine months ended September 30, 2024.

• There were no property dispositions during the nine months ended September 30, 2025. Received net proceeds of $16,120,000 from the sale of three properties during the nine months ended September 30, 2024.

• Funded capital expenditures, primarily for tenant improvements, of $2,372,000 during the nine months ended September 30, 2025, compared to $1,100,000 funded during the nine months ended September 30, 2024.

• Funded real estate related notes receivable of $17,543,000 during the nine months ended September 30, 2025.

• Received origination fees on real estate related notes receivable of $351,000 during the nine months ended September 30, 2025.

• Received a net return of deposits for investments in real estate of $350,000 during the nine months ended September 30, 2025.

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Financing Activities

Significant financing activities included:

• Payment of $66,739,000 in cash distributions to common stockholders, including cash distributions on vested performance-based deferred stock unit awards, during the nine months ended September 30, 2025, compared to $59,217,000 during the nine months ended September 30, 2024.

• Repurchase of $8,634,000 of common stock for a prior share repurchase program and the net settlement of withholding taxes in connection with the vesting of restricted stock and issuance of performance-based deferred stock unit awards during the nine months ended September 30, 2025, compared to $59,966,000 of common stock repurchased for the Tender Offer, our prior share repurchase program and the net settlement of withholding taxes in connection with the vesting of restricted stock and issuance of performance-based deferred stock unit awards during the nine months ended September 30, 2024.

• Payment of $5,783,000 in deferred financing costs primarily as a result of entering into the 2029 Revolving Credit Agreement during the nine months ended September 30, 2025, compared to $2,578,000 as a result of entering into the 2027 Term Loan Agreement during the nine months ended September 30, 2024.

• The following Unsecured Credit Facility related activity during the nine months ended September 30, 2025:

◦ Drew $156,000,000 on the 2029 Revolving Credit Agreement to fund acquisitions and mezzanine loan fundings.

◦ Repayment of $5,000,000 on the 2029 Revolving Credit Agreement with cash provided by operations.

• The following Unsecured Credit Facility related activity during the nine months ended September 30, 2024:

◦ Replacement of $250,000,000 on our prior term loan with borrowings from the 2027 Term Loan Agreement.

◦ Draw of $20,000,000 on the 2026 Revolving Credit Agreement to fund an acquisition.

◦ Repayment of $20,000,000 on the 2026 Revolving Credit Agreement with proceeds from dispositions and cash flows from operations.

Distributions to Stockholders

We have paid, and may in the future pay, distributions from sources other than from our cash flows from operations. For the nine months ended September 30, 2025, our cash flows provided by operations of approximately $86,101,000 covered 100% of our ordinary distributions paid (total ordinary distributions were approximately $66,739,000, of which all were cash) during such period. For the nine months ended September 30, 2024, our cash flows provided by operations of approximately $97,267,000 covered 100% of our ordinary distributions paid (total ordinary distributions were approximately $69,196,000, of which $59,217,000 was cash and $9,979,000 was reinvested in shares of our common stock pursuant to the distribution reinvestment plan, or DRIP) during such period.

The amount of distributions payable to our stockholders is determined by the Board and is dependent on a number of factors, including our funds available for distribution, financial condition, lenders' restrictions and limitations, capital expenditure requirements, corporate law restrictions and the annual distribution requirements needed to maintain our status as a REIT under the Internal Revenue Code of 1986, as amended. The Board must authorize each distribution and may, in the future, authorize lower amounts of distributions or not authorize additional distributions and, therefore, distribution payments are not guaranteed. Additionally, our organizational documents permit us to pay distributions from unlimited amounts of any source, and we may use sources other than operating cash flows to fund distributions, which may reduce the amount of capital we ultimately invest in properties or other permitted investments. We have funded distributions with operating cash flows from our properties and previously through funds reinvested in the DRIP. To the extent that we do not have taxable income, distributions paid will be considered a return of capital to stockholders.

We terminated the DRIP on May 1, 2024.

Non-GAAP Financial Measures

In the real estate industry, analysts and investors employ certain non-GAAP supplemental financial measures in order to facilitate meaningful comparisons between periods and among peer companies. We believe that these measures are useful to investors to consider because they may assist them to better understand and measure the performance of our business over time and against similar companies. We use the following non-GAAP financial measures: Funds From Operations, or FFO, Core Funds From Operations, or Core FFO, and Adjusted Funds From Operations, or AFFO.

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Net Income and FFO, Core FFO and AFFO

A description of FFO, Core FFO, and AFFO and reconciliations of these non-GAAP measures to net income, the most directly comparable GAAP measure, are provided below.

The National Association of Real Estate Investment Trusts, or Nareit, an industry trade group, has promulgated the FFO measure, which we believe is an appropriate additional measure to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental performance measure. FFO is not equivalent to our net income as determined under GAAP.

We define FFO, consistent with Nareit’s definition, as net income (calculated in accordance with GAAP), excluding gains and losses from sales of real estate assets, impairment of real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, and depreciation and amortization of real estate assets. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis. We do not have any investments in unconsolidated partnerships or joint ventures.

We, along with many of our peers in the real estate industry, consider FFO to be an appropriate supplemental measure of a REIT’s operating performance because it is based on a net income analysis of real estate portfolio performance that excludes non-cash items such as real estate depreciation and amortization and real estate impairments. We believe FFO provides investors a useful understanding of our performance to the investors and to our management, and when compared to year over year, FFO reflects the impact on our operations from trends in occupancy.

We calculate Core FFO by adjusting FFO to remove the effect of certain GAAP non-cash income and expense items, unusual and infrequent items that are not expected to impact our operating performance on an ongoing basis, items that affect comparability to prior periods and/or items that are not related to our core real estate operations. We consider it to be a useful supplemental financial performance measure because it provides investors with additional information to understand our sustainable performance. Excluded items include listing-related expenses, severance, write-off of straight-line rent receivables related to prior periods, accelerated stock-based compensation, amortization of above- and below-market lease intangibles (including ground leases), loss on extinguishment of debt, changes in the current expected credit loss reserve and demolition costs.

We calculate AFFO by further adjusting Core FFO for the following items: deferred rent, current period straight-line rent adjustments, amortization of deferred financing costs, amortization of fees on our real estate related notes receivable, and stock-based compensation. We believe AFFO is a supplemental performance measure that provides investors appropriate supplemental information to evaluate our ongoing operations. AFFO is a metric used by management to evaluate our dividend policy.

Presentation of this information is intended to assist management and investors in comparing the operating performance of different REITs, although it should be noted that not all REITs calculate FFO, Core FFO and AFFO the same way, so comparisons with other REITs may not be meaningful. Furthermore, FFO, Core FFO and AFFO are not necessarily indicative of cash flows available to fund cash needs and should not be considered as an alternative to net income as an indication of our performance or as an indication of our liquidity, including our ability to make distributions to our stockholders. FFO, Core FFO and AFFO may be useful in assisting management and investors in assessing the sustainability of operating performance in future operating periods. All of our non-GAAP financial measures should be reviewed in conjunction with other measurements as an indication of our performance. The method used to evaluate the value and performance of real estate under GAAP should be considered a more relevant measure of operating performance and more prominent than the non-GAAP financial measures presented here.

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Reconciliation of Net Income to FFO, Core FFO and AFFO

The following table presents a reconciliation of net income attributable to common stockholders, which is the most directly comparable GAAP financial measure, to FFO, Core FFO and AFFO for the three and nine months ended September 30, 2025 and 2024 (amounts in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Net income attributable to common stockholders (1)(2)	$	11,609	$	11,935	$	28,105	$	31,543
Adjustments:
Depreciation and amortization of real estate assets	19,367		17,841		55,259		56,938
Gain on dispositions of real estate	—		—		—		(76)

Impairment and disposition losses	—		792		6,792		1,210
FFO (1)(2)	$	30,976	$	30,568	$	90,156	$	89,615
Adjustments:
Listing-related expenses	—		32		—		3,012
Severance	11		3		33		1,866
Write-off of straight-line rent receivables related to prior periods	—		—		36		—
Accelerated stock-based compensation	—		12		19		875
Amortization of above (below) market lease intangibles, including ground leases, net	18		183		63		1,431
Loss on extinguishment of debt	—		—		233		228
Increase in current expected credit loss reserve	2		—		180		—
Demolition costs	147		—		147		—
Core FFO (1)(2)	$	31,154	$	30,798	$	90,867	$	97,027
Adjustments:
Deferred rent (3)	322		333		963		3,054


Straight-line rent adjustments	(2,363)		(1,294)		(7,131)		(3,767)

Amortization of deferred financing costs	725		578		2,098		1,607
Amortization of fees on real estate related notes receivable	(35)		—		(59)		—
Stock-based compensation	1,278		1,299		3,788		2,923
AFFO (1)(2)	$	31,081	$	31,714	$	90,526	$	100,844

(1) The three and nine months ended September 30, 2025 include $81,000 of lease termination fee income received. The nine months ended September 30, 2024 include $4,098,000 of lease termination fee income received.

(2) The three and nine months ended September 30, 2025 include $83,000 of rental revenue received as a result of bankruptcy proceedings from Steward, the sponsor and owner of the former tenant at the Stoughton Healthcare Facility.

(3) The nine months ended September 30, 2024 include a $2,000,000 severance fee received from GenesisCare, which is recognized in rental revenues over the remaining GenesisCare amended master lease term. Additionally, the three and nine months ended September 30, 2025 and 2024 include a property under development that is expected to be placed in service in December 2025 at which time the rent received will be reflected in rental revenue and the deferred portion will be recognized over time in straight-line rent adjustments within rental revenues.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Market risk includes risks that arise from changes in interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that affect market sensitive instruments. In pursuing our business plan, the primary market risk to which we are exposed is interest rate risk.

We have obtained variable rate debt financing and we are exposed to such changes in SOFR. Loans under the Unsecured Credit Facility may be made as Base Rate Loans or SOFR Loans, at our election, and all of our interest rate swap agreements are indexed to SOFR. Our objectives in managing interest rate risk are to limit the impact of interest rate fluctuations on operations and cash flows, and to lower overall borrowing costs. To achieve these objectives, we will borrow primarily at

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interest rates with the lowest margins available and, in some cases, with the ability to convert variable interest rates to fixed rates.

As of September 30, 2025, of our total principal debt outstanding of $676,000,000, $525,000,000 was fixed through 10 interest rate swap agreements, of which six mature on January 31, 2028 and four mature on March 20, 2029. As of December 31, 2024, our total principal debt outstanding of $525,000,000 was fixed through 10 interest rate swap agreements. As of September 30, 2025, the interest rate swap agreements had an aggregate notional amount of $525,000,000 and an aggregate settlement liability value of $374,000. The settlement value of these interest rate swap agreements is dependent upon existing market interest rates and swap spreads. As of September 30, 2025, an increase of 50 basis points in the market rates of interest would have resulted in an increase to the settlement value of these interest rate swaps to an asset value of $6,445,000. As of September 30, 2025, a decrease of 50 basis points in the market rates of interest would have resulted in a decrease to the settlement value of these interest rate swaps to a liability value of $7,333,000. These interest rate swap agreements were designated as cash flow hedging instruments. See Note 10—"Credit Facility" and Note 13—"Derivative Instruments and Hedging Activities" in the Notes to Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for more information about the impacts of our interest rate swaps on our outstanding debt and for more information about our interest rate swaps.

As of September 30, 2025, the weighted average interest rate on our total principal debt outstanding was 4.79%, including the impact of our interest rate swap agreements. We have entered, and may continue to enter, into additional derivative financial instruments, such as interest rate swaps, in order to mitigate our interest rate risk on a given variable rate financial instrument. To the extent we do, we are exposed to credit risk and market risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes us, which creates credit risk for us. When the fair value of a derivative contract is negative, we owe the counterparty and, therefore, it does not possess credit risk. Market risk is the adverse effect on the value of a financial instrument that results from a change in interest rates. We manage the market risk associated with interest rate contracts by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken. We have not entered, and do not intend to enter, into derivative or interest rate swap transactions for speculative purposes. We may also enter into rate-lock arrangements to lock interest rates on future borrowings.

As of September 30, 2025, of the $676,000,000 total principal debt outstanding, $151,000,000 was subject to variable interest rates, indexed to daily SOFR, with an interest rate of 5.37% per annum. As of September 30, 2025, an increase of 50 basis points in the market rates of interest would have resulted in an increase in interest expense of approximately $755,000 per year.

In addition to changes in interest rates, the value of our future investments will be subject to fluctuations based on changes in local and regional economic conditions and changes in the creditworthiness of tenants, which may affect our ability to refinance our debt, if necessary.

We do not have any foreign operations, and thus we are not exposed to foreign currency fluctuation risks.

Item 4. Controls and Procedures.

(a) Evaluation of disclosure controls and procedures. We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports pursuant to the Securities Exchange Act of 1934, as amended, or the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the rules and forms, and that such information is accumulated and communicated to us, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, we recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, as ours are designed to do, and we necessarily were required to apply our judgment in evaluating whether the benefits of the controls and procedures that we adopt outweigh their costs.

As required by Rules 13a-15(b) and 15d-15(b) of the Exchange Act, we conducted an evaluation as of September 30, 2025, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures, as of September 30, 2025, were effective at a reasonable assurance level.

(b) Changes in internal control over financial reporting. There have been no changes in our internal controls over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the three months ended September 30, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

We are not aware of any material pending legal proceedings to which we are a party or to which our properties are the subject.

Item 1A. Risk Factors

There have been no material changes from the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on March 3, 2025.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

2(a): Unregistered Sales of Equity Securities and Use of Proceeds

None.

2(b): Use of Proceeds from Registered Securities

None.

2(c): Purchases of Equity Securities

During the three months ended September 30, 2025, we repurchased shares of our common stock as follows:


Period	Total Number of Shares Purchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)	Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under the Plans or Programs (1)
July 1, 2025 - July 31, 2025	—		$	—	—	$	17,656,000
August 1, 2025 - August 31, 2025	5,269	(2)	$	24.04	—	$	75,000,000
September 1, 2025 - September 30, 2025	—		$	—	—	$	75,000,000
Total	5,269		$	24.04	—

(1) On August 4, 2025, the Board authorized a new share repurchase program of up to $75,000,000 in gross purchase proceeds for a period of three-years from August 4, 2025, subject to the limitation of $25,000,000 in gross purchase proceeds in any twelve-month period, or the 2025 SRP. The three-year share repurchase program replaced the 2024 share repurchase program. We did not repurchase any shares under either program during the three months ended September 30, 2025.

(2) Consists of shares of common stock repurchased for the net settlement of withholding taxes in connection with the vesting of restricted stock.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

Insider trading arrangements and policies. During the three months ended September 30, 2025, none of the Company’s officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K.

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Item 6. Exhibits.


Exhibit No:
3.1						Third Articles of Amendment and Restatement (included as Exhibit 3.1 to the Registrant's Current Report on Form 8-K (File No. 000-55435) filed on August 15, 2022, and incorporated herein by reference).

3.1.1						Articles of Amendment effecting Reverse Stock Split (included as Exhibit 3.1 to the Registrant's Current Report on Form 8-K (File No. 000-55435) filed on April 8, 2024, and incorporated herein by reference).

3.1.2						Articles of Amendment adjusting Par Value (included as Exhibit 3.2 to the Registrant's Current Report on Form 8-K (File No. 000-55435) filed on April 8, 2024, and incorporated herein by reference).

3.1.3						Articles Supplementary reclassifying unissued stock (included as exhibit 3.1.3 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-42129) filed on August 7, 2024, and incorporated herein by reference).

3.1.4						Articles of Amendment renaming Class A Stock to Common Stock (included as exhibit 3.1.4 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-42129) filed on August 7, 2024, and incorporated herein by reference).

3.2						Sila Realty Trust, Inc. Amended and Restated Bylaws, as amended November 18, 2024 (included as Exhibit 3.1 to the Registrant's Current Report on Form 8-K (File No. 001-42129) filed on November 19, 2024, and incorporated here by reference).

31.1*						Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 .

31.2*						Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 .

32.1**						Certification of Chief Executive Officer of the Company, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 .

32.2**						Certification of Chief Financial Officer of the Company, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 .

101.INS*						XBRL Instance Document.

101.SCH*						Inline XBRL Taxonomy Extension Schema Document.

101.CAL*						Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF*						Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB*						Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104*						Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101).



*			Filed herewith.
**			Furnished herewith in accordance with Item 601(b)(32) of Regulation S-K, this Exhibit is not deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act, except to the extent that the registrant specifically incorporates it by reference.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



		SILA REALTY TRUST, INC.
		(Registrant)

Date: November 5, 2025	By:	/s/ MICHAEL A. SETON
		Michael A. Seton
		Chief Executive Officer
		(Principal Executive Officer)

Date: November 5, 2025	By:	/s/ KAY C. NEELY
		Kay C. Neely
		Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer)

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Part I. Financial Information Item 1. Condensed Consolidated Financial Statements Note 1 Organization and Business Operations Note 2 Summary Of Significant Accounting Policies Note 3 Real Estate Note 4 Real Estate Related Notes Receivable Note 5 Intangible Assets, Net Note 6 Intangible Liabilities, Net Note 7 Leases Note 8 Other Assets Note 9 Accounts Payable and Other Liabilities Note 10 Credit Facility Note 11 Segment Reporting Note 12 Fair Value Note 13 Derivative Instruments and Hedging Activities Note 14 Stockholders' Equity Note 15 Earnings Per Share Note 16 Stock-based Compensation Note 17 Commitments and Contingencies Note 18 Subsequent Events Item 2. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II. Other Information Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities and Use Of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Mine Safety Disclosures Item 5. Other Information Item 6. Exhibits

Exhibits

3.1 Third Articles of Amendment and Restatement (included as Exhibit 3.1 to the Registrant's Current Report on Form 8-K (File No. 000-55435) filed on August 15, 2022, and incorporated herein by reference). 3.1.1 Articles of Amendment effecting Reverse Stock Split (included as Exhibit 3.1 to the Registrant's Current Report on Form 8-K (File No. 000-55435) filed on April 8, 2024, and incorporated herein by reference). 3.1.2 Articles of Amendment adjusting Par Value (included as Exhibit 3.2 to the Registrant's Current Report on Form 8-K (File No. 000-55435) filed on April 8, 2024, and incorporated herein by reference). 3.1.3 Articles Supplementary reclassifying unissued stock (included as exhibit 3.1.3 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-42129) filed on August 7, 2024, and incorporated herein by reference). 3.1.4 Articles of Amendment renaming Class A Stock to Common Stock (included as exhibit 3.1.4 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-42129) filed on August 7, 2024, and incorporated herein by reference). 3.2 Sila Realty Trust, Inc. Amended and Restated Bylaws, as amended November 18, 2024 (included as Exhibit 3.1 to the Registrant's Current Report on Form 8-K (File No. 001-42129) filed on November 19, 2024, and incorporated here by reference). 31.1* Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2* Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1** Certification of Chief Executive Officer of the Company, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2** Certification of Chief Financial Officer of the Company, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

SILA 10-Q Quarter ended Sept. 30, 2025

Exhibits