POS EX 1 january42024posex.htm POS EX Document

As filed with the Securities and Exchange Commission on January 4, 2024
Registration No. 333-256823
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 13 to
Form S-11
FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
OF SECURITIES OF CERTAIN REAL ESTATE COMPANIES
JLL Income Property Trust, Inc.

(Exact Name of Registrant as Specified in Governing Instruments)
333 West Wacker Drive
Chicago, Illinois 60606
(312) 897-4000
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant's Principal Executive Offices)
C. Allan Swaringen
Chief Executive Officer and President
333 West Wacker Drive
Chicago, Illinois 60606
(312) 897-4000
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service)
With copies to:
Rosemarie A. Thurston
Jason W. Goode
Alston & Bird LLP
1201 West Peachtree Street
Atlanta, Georgia 30309
(404) 881-7000

Approximate date of commencement of proposed sale to the public: This post-effective amendment is being filed pursuant to Rule 462(d) under the Securities Act and will be effective upon filing.
If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. x
If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. x Registration No. 333-256823
If delivery of the prospectus is expected to be made pursuant to Rule 434, check the following box.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer Accelerated filer
Non-accelerated filer
x (Do not check if a smaller reporting company)
 Smaller reporting company
Emerging growth company




Explanatory Note
This Post-Effective Amendment No. 13 to the Registration Statement on Form S-11 (No. 333-256823) is filed pursuant to Rule 462(d) solely to add certain exhibits not previously filed with respect to such Registration Statement.



PART II
Information Not Required in the Prospectus
 
Item 36.Financial Statements and Exhibits.
(b)  Exhibits.
The following exhibit is filed as part of this registration statement:
Ex. Description
 Consent of SitusAMC Real Estate Valuation Services, LLC



Signatures
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that the registrant meets all of the requirements for filing on Form S-11 and has duly caused this amended Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago, State of Illinois, on this 4th day of January, 2024.

JLL Income Property Trust, Inc.
 
By:/s/    C. Allan Swaringen
 C. Allan Swaringen
 Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, as amended, this amended Registration Statement has been signed by the following persons in the capacities and on the dates as indicated.
Name  Title Date
   
/s/ C. Allan Swaringen  President, Chief Executive Officer (Principal Executive Officer) and Director January 4, 2024
C. Allan Swaringen 
   
/s/ Gregory A. Falk  Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)January 4, 2024
Gregory A. Falk 
   
*  Chairman of the Board January 4, 2024
Lynn C. Thurber 
   
*  Director January 4, 2024
Douglas A. Lindgren 
   
*  Director January 4, 2024
Jacques N. Gordon 
   
*  DirectorJanuary 4, 2024
R. Martel Day 
     
*  Director January 4, 2024
Kristy F. Heuberger 
     
*DirectorJanuary 4, 2024
Robin. M. Zeigler
*DirectorJanuary 4, 2024
Tamara D. Fischer
*  Director January 4, 2024
William E. Sullivan 
     
   
*By:/s/ C. Allan Swaringen  Attorney-in-Fact January 4, 2024
 C. Allan Swaringen