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Equity and Redeemable Non-controlling Interest
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Equity and Redeemable Non-controlling Interest Equity and Redeemable Non-controlling Interest
Preferred Stock
As of December 31, 2023, 2022 and 2021, 125 shares of preferred stock are issued and outstanding. Holders of our Series A Preferred Stock are entitled to receive dividends at an annual rate of 12.50% of the liquidation preference of $500.00 per share, or $62.50 per share per annum. Dividends are cumulative and payable semi-annually. We have the option to redeem shares of our Series A Preferred Stock in whole or in part at any time for the price of $500.00 per share, plus any accrued and unpaid dividends through the date of redemption.
Common Stock
The following tables detail the movement in our outstanding shares of common stock for the years ended December 31, 2023, 2022 and 2021:
Class T
Shares		Class S
Shares		Class D
Shares		Class I
Shares		Class E
Shares		Class N
Shares		Total
Balance at December 31, 2020— — — — — 3,608,831 3,608,831 
Issuance of common stock91 91 91 — 2,085,807 8,230,589 10,316,669 
Common stock repurchased(1)
— — — — — (2,388,175)(2,388,175)
Exchange of common stock186,730 186,730 186,730 186,208 156,066 (894,768)7,696 
Distribution reinvestment— — — 507 2,708 32 3,247 
Balance at December 31, 2021186,821 186,821 186,821 186,715 2,244,581 8,556,509 11,548,268 
Issuance of common stock262,766 165,035 417,403 1,832,650 48,771 7,108,654 9,835,279 
Common stock repurchased(1)
— — — (291,818)(474,907)(149,615)(916,340)
Exchange of common stock— — — 2,028,086 — (1,992,224)35,862 
Distribution reinvestment93 — 314 8,872 8,573 — 17,852 
Balance at December 31, 2022449,680 351,856 604,538 3,764,505 1,827,018 13,523,324 20,520,921 
Issuance of common stock159,258 174,949 224,961 1,156,356 56,812 — 1,772,336 
Issuance of director awards— — — — 5,247 — 5,247 
Common stock repurchased(503)— (5,503)(606,857)(708,700)— (1,321,563)
Distribution reinvestment4,970 1,463 8,602 18,736 10,212 259,880 303,863 
Balance at December 31, 2023613,405 528,268 832,598 4,332,740 1,190,589 13,783,204 21,280,804 
(1)In accordance with MassMutual’s Subscription Agreement, during the years ended December 31, 2022 and 2021 we repurchased 149,615 and 2,388,175 of MassMutual’s Class N shares for $4.8 million and $70.0 million, respectively. We did not repurchase any of MassMutual’s Class N shares during the year ended December 31, 2023.
As discussed in Note 11 — “Class N Redeemable Common Stock”, as of December 31, 2023 and 2022, all of MassMutual’s Class N shares have been classified as redeemable common stock because MassMutual has the contractual right to redeem the shares under certain circumstances. As of December 31, 2023 and 2022 as MassMutual was the sole shareholder of Class N shares, all outstanding Class N shares were classified as redeemable common stock. As of December 31, 2021, 7,372,812 of the 8,556,509 outstanding Class N shares have been classified as redeemable stock and the remaining shares have been recorded as common stock.
Distributions
We generally intend to distribute substantially all of our taxable income to our stockholders each year to comply with the REIT provisions of the Internal Revenue Code. Taxable income does not necessarily equal net income as calculated in accordance with GAAP.
For the years ended December 31, 2023, 2022 and 2021, we declared distributions of $34.8 million, $26.9 million and $11.7 million, respectively. We accrued $2.5 million and $2.4 million for distributions payable to related parties as a component of due to affiliates in our consolidated balance sheets as of December 31, 2023 and 2022, respectively. Additionally, we accrued $0.5 million and $0.3 million for distributions payable to third parties as a component of accounts payable and accrued expenses in our consolidated balance sheets as of December 31, 2023 and 2022, respectively.
Distributions for the year ended December 31, 2023 were characterized, for federal income tax purposes, as 100.0% return of capital. Distributions for the year ended December 31, 2022 were characterized, for federal income tax purposes, as 99.2% return of capital and 0.8% ordinary income. Distributions for the year ended December 31, 2021 were characterized, for federal income tax purposes, as 100.0% return of capital.
The following tables detail the aggregate distributions declared per share for each applicable class of stock for the years ended December 31, 2023, 2022 and 2021:
Year Ended December 31, 2023
Series A
Preferred Stock		Class T
Common Stock		Class S
Common Stock		Class D
Common Stock		Class I
Common Stock		Class E
Common Stock		Class N
Common Stock
Aggregate distributions declared per share$62.5000 $1.6657 $1.6657 $1.6657 $1.6657 $1.6657 $1.6657 
Stockholder servicing fee per share(1)
— (0.0940)(0.0308)(0.0389)— — — 
Net distributions declared per share$62.5000 $1.5717 $1.6349 $1.6268 $1.6657 $1.6657 $1.6657 
Year Ended December 31, 2022
Series A
Preferred Stock		Class T
Common Stock		Class S
Common Stock		Class D
Common Stock		Class I
Common Stock		Class E
Common Stock		Class N
Common Stock
Aggregate distributions declared per share$62.5000 $1.6807 $1.6807 $1.6807 $1.6807 $1.6807 $1.6807 
Stockholder servicing fee per share(1)(2)
— (0.0046)0.0115 (0.0093)— — — 
Net distributions declared per share$62.5000 $1.6761 $1.6922 $1.6714 $1.6807 $1.6807 $1.6807 
Year Ended December 31, 2021
Series A
Preferred Stock		Class T
Common Stock		Class S
Common Stock		Class D
Common Stock		Class I
Common Stock		Class E
Common Stock		Class N
Common Stock
Aggregate distributions declared per share$62.5000 $0.9688 $0.9688 $0.9688 $1.0990 $1.0990 $1.6890 
Stockholder servicing fee per share(1)
— (0.1435)(0.1435)(0.0423)— — — 
Net distributions declared per share$62.5000 $0.8253 $0.8253 $0.9265 $1.0990 $1.0990 $1.6890 
(1)See Note 16 — “ Related Party Transactions” for a discussion of our stockholder servicing fee.
(2)For the year ended December 31, 2022, the stockholder servicing fee for Class S Common Stock results in a net distribution higher than the gross distribution because it includes an adjustment for stockholder servicing fees deducted from prior monthly distributions.
Redeemable Non-controlling Interest in INREIT OP
In connection with its performance participation interest, the Special Limited Partner holds Class E units in INREIT OP. See Note 16 — “Related Party Transactions” for further details of the Special Limited Partner’s performance participation interest. Because the Special Limited Partner has the ability to redeem its Class E units for cash, at its election, we have classified these Class E units as redeemable non-controlling interest in INREIT OP on our consolidated balance sheets. The redeemable non-controlling interest in INREIT OP is recorded at the greater of the carrying amount, adjusted for its share of the allocation of income or loss and dividends, or the redemption value, which is equivalent to fair value of such units at the end of each measurement period. See Note 2 — “Summary of Significant Accounting Policies” for additional information on the redemption value. For the years ended December 31, 2023 and 2022, we recorded an allocation adjustment of $0.5 million and $0.2 million, respectively, from additional paid-in capital to redeemable non-controlling interest in INREIT OP on our consolidated balance sheets.
The following table details the redeemable non-controlling interest in INREIT OP activity held by the Special Limited Partner:
Years Ended December 31,
$ in thousands202320222021
Net loss allocated$(82)$(502)$— 
Distributions$350 $163 $— 
Adjustment to carrying value$503 $182 $— 
As of December 31, 2023 and 2022, distributions payable to the Special Limited Partner were approximately $26,000 and $15,000, respectively.
Distribution Reinvestment Plan
We have adopted a distribution reinvestment plan whereby stockholders will have their cash distributions automatically reinvested in additional shares of common stock unless they elect to receive their distributions in cash. The per share purchase price for shares purchased under the distribution reinvestment plan will be equal to the offering price before upfront selling commissions and dealer manager fees (the “transaction price”) at the time the distribution is payable. The transaction price will generally be equal to our prior month’s NAV per share for that share class. Stockholders will not pay upfront selling commissions or dealer manager fees when purchasing shares under the distribution reinvestment plan. The stockholder servicing fees for shares of our Class T shares, Class S shares and Class D shares are calculated based on the NAV for those shares and may reduce the NAV or, alternatively, the distributions payable with respect to shares of each such class, including shares issued in respect of distributions on such shares under the distribution reinvestment plan.
Share Repurchase Plan
We have adopted a share repurchase plan. On a monthly basis, our stockholders may request that we repurchase all or any portion of their shares. We may choose, in our discretion, to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any month, subject to any limitations in the share repurchase plan. For the years ended December 31, 2023 and 2022, we repurchased 1,307,462 shares of common stock for $40.3 million and 474,907 shares of common stock for $16.0 million, respectively. For the years ended December 31, 2023 and 2022 we fulfilled all repurchase requests that were made. For the year ended December 31, 2021, we did not repurchase any shares under the share repurchase plan as no repurchase requests were made.
The total amount of share repurchases under the plan is limited to 2% of our aggregate NAV per month and 5% of our aggregate NAV per calendar quarter. Shares will be repurchased at a price equal to the transaction price on the applicable repurchase date, subject to any early repurchase deduction. Our transaction price will generally equal our prior month's NAV per share for that share class. Shares repurchased within one year of the date of issuance will be repurchased at 95% of the current transaction price (the “Early Repurchase Deduction”). The Early Repurchase Deduction will not apply to shares acquired through the distribution reinvestment plan, and we may waive the Early Repurchase Deduction in the case of repurchases resulting from a stockholder’s death, qualifying disability or divorce. Due to the illiquid nature of investments in real estate, we may not have sufficient liquid resources to fund repurchase requests, and we have established limitations on the amount of funds we may use for repurchases during any calendar month and quarter. Our board of directors may modify or suspend the share repurchase plan.
Share-Based Compensation Plan
For the year ended December 31, 2023, we awarded independent members of our board of directors shares under our 2019 Equity Incentive Plan (the “Incentive Plan”). From January 2023 to November 2023, we granted 2,775 Class E shares that vested 100% on the award date. In November 2023, we granted 2,472 Class E restricted shares. The restricted shares will become unrestricted shares of common stock on the first anniversary of the grant date unless forfeited, subject to certain conditions that accelerate vesting. For the year ended December 31, 2023, we granted a total of 5,247 Class E shares and recognized approximately $98,000 of compensation expense related to these awards. The unrecognized stock compensation expense on the unvested awards is approximately $64,000. For the year ended December 31, 2022, we awarded independent members of our board of directors 2,411 Class E shares of our common stock under the Incentive Plan and recognized approximately $78,000 of total compensation expense related to these awards. For the year ended December 31, 2021, we awarded independent members of our board of directors 1,422 Class N shares and 1,332 Class E shares of our common stock under the Incentive Plan and recognized approximately $78,000 of total compensation expense related to these awards. As of December 31, 2023, 2022 and 2021, 184,463, 189,710 and 192,121 shares of common stock remain available for future issuance under the Incentive Plan, respectively.