N-CSR 1 primary-document.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 
WASHINGTON, D.C. 20549
 
FORM N-CSR
 
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

 
Fundrise Real Estate Interval Fund, LLC
 
Investment Company Act file number 811-23448
 
11 Dupont Circle NW, 9th Floor
Washington, D.C. 20036
(Address of Principal Executive Offices)
 
(202) 584-0550
(Registrant’s Area Code and telephone number)
 
 
 
Michelle A. Mirabal
Rise Companies Corp.
11 Dupont Circle NW, 9th Floor
Washington, D.C. 20036
(Name and Address of Agent for Service)
 
Copies to:
 
Paul J. Delligatti, Esq.
Kirkland & Ellis LLP
1301 Pennsylvania Avenue, N.W.
Washington, D.C. 20004
 
Date of fiscal year end: December 31
 
Date of reporting period: January 1, 2023 through December 31, 2023
 
 
 

Item 1.  Reports to Stockholders
 
Fundrise
Real
Estate
Interval
Fund,
LLC
Annual
Report
For
the
Year
Ended
December
31,
2023
TABLE
OF
CONTENTS
Management
Discussion
of
Fund
Performance
(Unaudited)
3
Performance
Chart
and
Analysis
(Unaudited)
5
Schedule
of
Investments
6
Statement
of
Assets
and
Liabilities
7
Statement
of
Operations
8
Statements
of
Changes
in
Net
Assets
9
Statement
of
Cash
Flows
10
Financial
Highlights
11
Notes
to
Financial
Statements
12
Report
of
Independent
Registered
Public
Accounting
Firm
24
Additional
Information
(Unaudited)
25
Fundrise
Real
Estate
Interval
Fund,
LLC
Management
Discussion
of
Fund
Performance
(UNAUDITED)
December
31,
2023
3
Dear
Fellow
Shareholders,
We
are
pleased
to
present
the
annual
report
of
the
Fundrise
Real
Estate
Interval
Fund,
LLC
(the
“Fund”).
The
past
twelve
months
have
proven
to
be
the
single
most
challenging
year
for
real
estate
returns
since
the
2008
Great
Financial
Crisis.
Within
real
estate,
performance
has
diverged
significantly
between
sectors,
and
we
are
encouraged
by
our
focus
on
residential
and
industrial
assets
where
we
anticipate
continued
demand
growth.
Multifamily
and
single
family
rent
continued
to
grow
in
2023,
although
at
a
slower
pace
than
in
2022.
Per
Yardi
Matrix’s
December
2023
report,
multifamily
asking
rents
were
up
0.3%
year-over-
year
while
single
family
rents
were
up
1.2%
year-over-year.
The
Green
Street
Commercial
Property
Price
Index®,
which
represents
a
measure
of
pricing
for
a
broad
spectrum
of
institutional
quality
properties,
declined
10%
in
2023.
This
was
primarily
due
to
higher
borrowing
costs
as
the
Federal
Reserve
continued
to
increase
the
benchmark
Fed
Funds
rate
throughout
the
majority
of
the
year
which
caused
values
to
fall
even
with
rent
growth.
These
higher
borrowing
costs
have
driven
valuation
decreases
in
both
residential
and
industrial
real
estate
in
2023.
Fortunately,
we
believe
we
have
reached
a
turning
point
with
inflation
now
easing
and
the
Federal
Reserve
signaling
an
end
to
rate
hikes.
As
a
result,
we
feel
optimistic
enough
to
call
a
bottom
and
state
that
we
believe
the
hard
part
is
over…at
least
for
real
estate
investors.
And
while
there
was
no
broader
recession
in
2023,
what
many
investors
may
not
realize
is
that
there
was,
in
fact,
a
substantial
recession
across
nearly
the
entire
real
estate
industry
with
values
in
many
cases
falling
between
20-40%,
equal
to
or
in
some
instances
greater
than
the
declines
that
were
witnessed
in
2008.
Put
more
simply,
nearly
all
investment
real
estate
(that
is
real
estate
held
as
an
investment
asset
as
opposed
to
single-family
home
owners)
saw
a
decline
in
appraised
value
due
to
the
Federal
Reserve
raising
interest
rates.
During
2023,
the
Fund
returned
-11.79%,
its
third
year
of
operations.
During
the
same
period
the
S&P
500®
Total
Return
Index,
a
bellwether
for
the
overall
U.S.
stock
market,
returned
26.29%,
the
Bloomberg
U.S.
Aggregate
Bond
Index,
a
broad-
based
flagship
benchmark
that
measures
the
investment
grade
U.S.
dollar-denominated,
fixed-rate
taxable
bond
market,
returned
5.53%,
and
the
FTSE
Nareit
Composite
REITs
Index,
a
free-float
adjusted,
market
capitalization-weighted
index
of
U.S.
Equity
and
Mortgage
REITs,
returned
11.52%.
The
primary
contributor
to
2023
under
performance
was
continued
interest
rate
hikes
conducted
by
the
Federal
Reserve
to
combat
record
high
inflation.
Looking
ahead,
we
believe
the
hard
part
is
over
and
falling
rates
should,
conversely,
result
in
stronger
performance
for
real
estate
investors
going
forward.
We
believe
that
just
as
rising
interest
rates
pulled
real
estate
values
down,
falling
interest
rates
will
act
as
a
strong
tailwind,
likely
pushing
real
estate
values
higher
and
in
turn
producing
potentially
positive
results
for
investors
going
forward.
(As
we’ve
noted
previously,
the
standard
operating
metrics
of
property
level
health:
occupancy,
delinquency,
rent
growth,
renewal
rates,
etc…
all
continue
to
hold
up
well
across
the
portfolio
despite
continued
downward
pressure
on
the
economy).
Specifically,
we
believe
that:
When
downturns
are
an
opportunity
The
benefit
of
being
a
long-term
investor
is
that
these
kinds
of
markdowns
are
only
on
paper…unless,
of
course,
you
are
either
forced
to
or
choose
to
sell
prematurely.
The
very
same
dynamics
that
lead
to
markdowns
(on
paper)
also
drive
real
buying
opportunities
for
those
who
are
able
to
capture
them,
a
phenomenon
we
all
witnessed
in
the
stock
market
the
past
year.
Similarly,
in
the
midst
of
the
2008
financial
crisis,
many
people
looked
at
their
401(k)s
or
home
values
in
despair
as
they
saw
their
“on
paper”
net
worth
fall
by
30,
40,
or
even
50%
in
only
a
matter
of
months.
In
hindsight,
however,
many
of
those
same
people
now
look
back
on
that
period
as
perhaps
the
best
investment
opportunity
of
their
lifetime
and
are
kicking
themselves
for
not
buying
at
the
bottom.
It’s
the
big
things
that
matter
We
live
in
a
world
that
demands
a
constant
stream
of
new
and
interesting
content
to
digest.
Financial
news
sites
like
CNBC
or
Bloomberg
update
articles
multiple
times
a
day
with
theories
and
predictions
about
why
things
are
moving
in
one
direction
or
the
other.
And,
as
a
result,
we
are
prone
to
over
extrapolating
a
lot
of
the
noise
caused
by
“little
things”
that
eventually
just
fade
away
into
the
background.
Ultimately,
it’s
the
few
big
things
(more
obvious
often
than
we’d
like
to
admit)
that
really
matter.
The
past
several
years
have
seemingly
been
a
steady
stream
of
one
random
unprecedented
event
after
the
next,
when
in
actuality
they
are
the
logical
and
sequential
consequences
brought
about
by
the
pandemic
it
was
the
big
thing.
As
the
system
continues
to
Fundrise
Real
Estate
Interval
Fund,
LLC
Management
Discussion
of
Fund
Performance
(UNAUDITED)
December
31,
2023
4
work
through
the
domino
effect
of
unwinding
the
past
several
years,
we
still
expect
tighter
monetary
policy
to
result
in
an
inevitable
dampening
of
the
broader
economy,
including
slower
growth,
rising
unemployment,
and
potentially
a
significant
decline
in
stocks.
The
irony
is
that
in
some
sense
regardless
of
the
reason
rates
come
down—either
because
the
Fed
was
right
about
a
soft
landing
or
we
are
correct
about
a
recession—it’s
strongly
positive
for
real
estate
values
and,
in
our
expectation,
the
Fundrise
portfolio.
As
we
shift
to
this
next
phase
of
the
Fed
lowering
rates,
we
expect
there
to
be
significant
opportunities
that
will
present
themselves.
In
the
meantime,
we
again
want
to
thank
our
investors
for
holding
through
the
hard
part.
As
always,
we
will
continue
to
strive
to
be
the
tortoise
among
the
hares.
Onward,
Ben
Miller
Chief
Executive
Officer
Fundrise
Advisors,
LLC
Fundrise
Real
Estate
Interval
Fund,
LLC
PERFORMANCE
CHART
AND
ANALYSIS
(UNAUDITED)
December
31,
2023
5
The
following
reflects
the
change
in
the
value
of
a
hypothetical
$10,000
investment,
including
reinvested
dividends
and
distributions,
in
the
Fundrise
Real
Estate
Interval
Fund,
LLC
compared
with
the
performance
of
the
benchmarks,
S&P
500®
Total
Return
Index
and
the
Bloomberg
U.S.
Aggregate
Bond
Index,
for
the
period
January
1,
2021*
through
December
31,
2023.
\
*Fundrise
Real
Estate
Interval
Fund,
LLC
commenced
investment
operations
on
January
1,
2021.
The
S&P
500
Index
is
an
unmanaged
market
capitalization-weighted
index
which
is
comprised
of
500
of
the
largest
U.S.
domiciled
companies
and
includes
the
reinvestment
of
all
dividends.
Investors
cannot
invest
directly
in
an
index
or
benchmark.
The
Bloomberg
U.S.
Aggregate
Bond
Index
is
an
unmanaged
index
which
represents
the
U.S.
investment-grade
fixed-rate
bond
market
(including
government
and
corporate
securities,
mortgage
pass-through
securities
and
asset-backed
securities).
Investors
cannot
invest
directly
in
an
index
or
benchmark.
The
performance
data
quoted
is
historical.
Past
performance
is
no
guarantee
of
future
results.
The
performance
table
and
graph
do
not
reflect
any
taxes
that
a
shareholder
would
pay
on
Fund
dividends,
capital
gain
distributions,
if
any,
or
any
realized
gains
on
the
sale
of
Fund
shares.
The
investment
return
and
principal
value
of
an
investment
will
fluctuate.
An
investor’s
shares,
when
repurchased,
may
be
worth
more
or
less
than
the
original
cost.
Total
returns
are
calculated
using
closing
Net
Asset
Value
as
of
December
31,
2023
and
are
calculated
assuming
reinvestment
of
all
dividends
and
distributions.
The
Fund’s
distribution
policy
is
to
declare
and
make
distributions
on
a
quarterly
basis,
or
more
or
less
frequently
as
determined
by
the
Board,
in
arrears.
A
portion
of
the
distribution
may
include
a
return
of
capital.
Shareholders
should
not
assume
that
the
source
of
a
distribution
from
the
Fund
is
net
profit.
Although
return
of
capital
distributions
are
not
currently
taxable,
such
distributions
will
have
the
effect
of
lowering
a
shareholder’s
tax
basis
in
the
shares
which
will
result
in
a
higher
tax
liability
when
the
shares
are
repurchased,
even
if
they
have
not
increased
in
value,
or,
in
fact,
have
lost
value.
Distributions
are
not
guaranteed.
The
Fund’s
most
recent
annualized
distribution
rate
as
of
December
31,
2023,
was
0.46%
(1)
.
All
distributions
made
during
the
year
ended
December
31,
2023
were
deemed
to
be
a
return
of
capital.
Average
Annual
Total
Returns
One
Year
Since
Inception
01/01/21
Fundrise
Real
Estate
Interval
Fund,
LLC
-11.79%
3.81%
S&P
500®
Total
Return
Index
26.29%
10.01%
Bloomberg
U.S.
Aggregate
Bond
Index
5.53%
-3.32%
(1)
Distribution
rate
is
based
on
an
annualization
of
the
distributions
per
share
for
the
31
days
of
December
2023.
Fundrise
Real
Estate
Interval
Fund,
LLC
Schedule
of
Investments
December
31,
2023
6
See
accompanying
notes
to
the
financial
statements.
(Amounts
in
thousands)
Par/Shares
Description
Acquisition
Date
 (1)
Value
as
of
December
31,
2023
Real
Estate
Co-Investment
Joint
Ventures
-
86.9%
Industrial
-
16.3%
N/A
 (2)
Fundrise
Industrial
JV
1,
LLC  (Cost
$4,460)
 (3)(4)(5)(6)
06/04/21
$
4,658‌
N/A
 (2)
Fundrise
Industrial
JV
2,
LLC  (Cost
$199,278)
 (3)(4)(5)(6)
09/29/21
190,117‌
Total
Industrial
(Cost
$20
3
,
7
38
)
$
194,775‌
Multi-Family
Residential
-
16.6%
N/A
 (2)
Fundrise
MF
JV
1,
LLC  (Cost
$214,512)
 (3)(4)(5)(6)
03/05/21
$
199,510‌
Total
Multi-Family
Residential
(Cost
$214,512)
$
199,510‌
Single
Family
Residential
-
54.0%
N/A
 (2)
Fundrise
SFR
Dev
JV
1,
LLC  (Cost
$38,782)
 (3)(4)(5)(6)
04/02/21
$
40,974‌
N/A
 (2)
Fundrise
SFR
JV
1,
LLC  (Cost
$585,954)
 (3)(4)(5)(6)
01/25/21
527,992‌
N/A
 (2)
Fundrise
SFR
JV
2,
LLC  (Cost
$75,810)
 (3)(4)(5)(6)
01/09/23
77,395‌
Total
Single
Family
Residential
(Cost
$700,546
)
$
646,361‌
Total
Real
Estate
Co-Investment
Joint
Ventures
(Cost
$1,118,796)
$
1,040,646‌
Residential
Mortgage-Backed
Securities
-
2.4%
Non-U.S.
Government
Agency
Issues
-
2.4%
$
1,300‌
AMSR
2020-SFR4
Trust (G2
Class),
4.87%,
11/17/25
 (7)
$
1,220‌
14,067‌
Bridge
2022-SFR1
Trust (E1
Class),
6.30%,
11/17/25
 (7)
13,647‌
5,000‌
First
Key
Homes
2021-SFR1
Trust (F1
Class),
3.24%,
08/17/26
 (7)
4,444‌
1,700‌
Progress
Residential
2022-SFR1
Trust (E1
Class),
3.93%,
02/17/29
 (7)
1,478‌
1,500‌
Progress
Residential
2022-SFR2
Trust (E1
Class),
4.55%,
04/17/27
 (7)
1,380‌
1,660‌
Progress
Residential
2022-SFR3
Trust (E1
Class),
5.20%,
04/17/27
 (7)
1,572‌
2,000‌
Progress
Residential
2022-SFR7
Trust (E1
Class),
6.75%,
10/27/27
 (7)
1,968‌
2,800‌
Progress
Residential
2023-SFR1
Trust (E1
Class),
6.15%,
03/09/28
 (7)
2,712‌
Total
Residential
Mortgage-Backed
Securities
(Cost
$27,622)
$
28,421‌
Short-Term
Investments
-
4.8%
57,284‌
Allspring
Government
Money
Market
Fund,
Select
Class,
5.42%
 (8)
$
57,284‌
1‌
Northern
Institutional
U.S.
Government
Select
Portfolio,
5.22%
 (8)
1‌
Total
Short-Term
Investments
(Cost
$57,285)
$
57,285‌
Total
investments,
at
value
-
94.1%
(Cost
$1,203,703)
$
1,126,352‌
Other
assets
in
excess
of
liabilities
-
5.9%
71,088‌
Total
Net
Assets
-
100.0%
$
1,197,440‌
LLC
Limited
Liability
Company
(1)
Initial
acquisition
date.
Ownership
percentages
disclosed
in
Note
6,
Investment
Manager
Fees
and
Other
Related
Party
Transactions
remained
constant
during
the
reporting
period.
(2)
The
Fund
owns
LLC
membership
interests,
see
Note
6,
Investment
Manager
Fees
and
Other
Related
Party
Transactions
for
detailed
ownership
information.
(3)
Investment
in
an
affiliate.
See
Note
6,
Investment
Manager
Fees
and
Other
Related
Party
Transactions
for
additional
information.
(4)
Investments
classified
as
Level
3
within
the
three-tier
fair
value
hierarchy.
See
the
accompanying
notes
to
the
financial
statements
for
an
explanation
of
this
hierarchy,
as
well
as
a
list
of
significant
unobservable
inputs
used
in
the
valuation
of
these
instruments.
(5)
Restricted
security.
The
aggregate
value
of
restricted
securities
at
December
31,
2023
is
approximately
$1,040,646
(amount
in
thousands)
and
represents
86.9%
of
net
assets.
See
Note
2,
Summary
of
Significant
Accounting
Policies
for
additional
information.
(6)
Non-income
producing
investment.
(7)
Security
is
exempt
from
registration
under
Rule
144A
of
the
Securities
Act
of
1933.
These
securities
may
be
resold
to
qualified
institutional
buyers
in
transactions
exempt
from
registration.
As
of
December
31,
2023,
the
value
of
these
securities
amounted
to
$28,421
(amount
in
thousands)
or
2.4%
of
net
assets.
(8)
Rate
disclosed
is
representative
of
the
seven-day
effective
yield
as
of
December
31,
2023
.
PORTFOLIO
COMPOSITION
(As
of
12/31/2023
)
Percent
of
Total
Investments
Single
Family
Residential
57.4%
Multi-Family
Residential
17.7%
Industrial
17.3%
Other
7.6%
Total
Investments
100.0%
Fundrise
Real
Estate
Interval
Fund,
LLC
STATEMENT
OF
ASSETS
AND
LIABILITIES
December
31,
2023
7
See
accompanying
notes
to
financial
statements.
(Amounts
in
thousands,
except
share
and
per
share
data)
Assets
Investments
in
non-controlled
affiliated
entities,
at
fair
value
(Cost
$1,118,796)
$
1,040,646‌
Investments
in
unaffiliated
entities,
at
fair
value
(Cost
$84,907)
85,706‌
Cash
and
cash
equivalents
72,725‌
Other
assets
1,500‌
Interest
and
dividend
receivable
from
unaffiliated
investments
398‌
Prepaid
expenses
187‌
Total
Assets
$
1,201,162‌
Liabilities
Distributions
payable
1,381‌
Management
fees
payable
810‌
Accounts
payable
and
accrued
expenses
712‌
Settling
subscriptions
679‌
Fund
services
fees
payable
80‌
Redemptions
payable
60‌
Total
Liabilities
$
3,722‌
Total
Net
Assets
$
1,197,440‌
Components
of
Net
Assets
Paid-in
capital
$
1,297,971‌
Accumulated
loss
(100,531‌)
Total
Net
Assets
$
1,197,440‌
Net
Asset
Value
Net
Asset
Value
$
1,197,440‌
Common
shares
outstanding
as
of
December
31,
2023;
unlimited
shares
authorized
109,8
11
,
218‌
Net
Asset
Value
Per
Share
$
10.90‌
Fundrise
Real
Estate
Interval
Fund,
LLC
STATEMENT
OF
OPERATIONS
FOR
THE
YEAR
ENDED
DECEMBER
31,
2023
8
See
accompanying
notes
to
financial
statements.
(Amounts
in
thousands)
Investment
Income
Dividend
income
from
unaffiliated
investments
$
4,451‌
Dividend
income
from
non-controlled
affiliated
investment
4,037‌
Interest
income
from
unaffiliated
investments
3,381‌
Total
Investment
Income
$
11,869‌
Expenses
Management
fees
$
11,445‌
Miscellaneous
expenses
1,252‌
Custody
fees
968‌
Professional
fees
440‌
Fund
services
fees
207‌
Transfer
agent
fees
190‌
Directors'
fees
and
expenses
153‌
Total
Expenses
$
14,655‌
Net
Investment
Income
(Loss)
$
(2,786‌)
Net
Realized
and
Unrealized
Gain
(Loss)
on
Investments
Net
realized
gain
(loss)
from
unaffiliated
investments
$
(804‌)
Net
change
in
unrealized
appreciation/depreciation
from
unaffiliated
investments
712‌
Net
change
in
unrealized
appreciation/depreciation
from
non-controlled
affiliated
investments
(160,301‌)
Total
Net
Realized
and
Unrealized
Gain
(Loss)
on
Investments
$
(160,393‌)
Net
Increase
(Decrease)
in
Net
Assets
Resulting
from
Operations
$
(163,179‌)
Fundrise
Real
Estate
Interval
Fund,
LLC
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
9
See
accompanying
notes
to
financial
statements.
(Amounts
in
thousands)
For
the
Years
Ended
December
31,
2023
2022
Operations:
Net
investment
income
(loss)
$
(2,786‌)
$
(11,579‌)
Net
realized
gain
(loss)
on
investments
(804‌)
(3,035‌)
Net
change
in
unrealized
appreciation/depreciation
from
investments
(159,589‌)
(35,650‌)
Net
Increase
(Decrease)
in
Net
Assets
Resulting
from
Operations
$
(163,179‌)
$
(50,264‌)
Distributions
to
Common
Shareholders
from:
Return
of
capital
(5,557‌)
(12,885‌)
Net
Decrease
in
Net
Assets
from
Distributions
to
Common
Shareholders
$
(5,557‌)
$
(12,885‌)
Capital
Share
Transactions:
Proceeds
from
sale
of
shares
327,909‌
724,275‌
Distributions
reinvested
2,590‌
5,560‌
Repurchase
of
shares
(283,512‌)
(72,437‌)
Net
Increase
(Decrease)
in
Net
Assets
from
Capital
Share
Transactions
$
46,987‌
$
657,398‌
Net
Increase
(Decrease)
in
Net
Assets
$
(121,749‌)
$
594,249‌
Net
Assets:
Beginning
of
Year
$
1,319,189‌
$
724,940‌
End
of
Year
$
1,197,440‌
$
1,319,189‌
Fundrise
Real
Estate
Interval
Fund,
LLC
STATEMENT
OF
CASH
FLOWS
December
31,
2023
10
See
accompanying
notes
to
financial
statements.
(Amounts
in
thousands)
Operating
Activities:
Net
increase
(decrease)
in
net
assets
resulting
from
operations
$
(163,179‌)
Adjustments
to
reconcile
net
increase
(decrease)
in
net
assets
resulting
from
operations
to
net
cash
provided
by
(used
in)
operating
activities:
Investments
in
non-controlled
affiliated
entities
(284,841‌)
Investments
in
unaffiliated
entities
(54,112‌)
Net
change
in
investments
in
short-term
investments
72,953‌
Accretion
of
discounts
(1,191‌)
Return
of
capital
distributions
from
non-controlled
affiliated
investments
263,174‌
Net
realized
gain
(loss)
from
unaffiliated
investments
804‌
Net
change
in
unrealized
appreciation/depreciation
from
unaffiliated
investments
(712‌)
Net
change
in
unrealized
appreciation/depreciation
from
non-controlled
affiliated
investments
160,301‌
Proceeds
from
sale
of
unaffiliated
investments
39,352‌
Changes
in
assets
and
liabilities:
Net
(increase)
decrease
in
distribution
receivable
from
non-controlled
affiliated
investments
1,024‌
Net
(increase)
decrease
in
interest
and
dividend
receivable
from
unaffiliated
investments
91‌
Net
(increase)
decrease
in
other
assets
41‌
Net
(increase)
decrease
in
prepaid
expenses
(187‌)
Net
increase
(decrease)
in
settling
subscriptions
(3,692‌)
Net
increase
(decrease)
in
management
fees
payable
(200‌)
Net
increase
(decrease)
in
redemptions
payable
35‌
Net
increase
(decrease)
in
accounts
payable
and
accrued
expenses
(165‌)
Net
increase
(decrease)
in
fund
services
fees
payable
80‌
Net
cash
provided
by
(used
in)
operating
activities
$
29,576‌
Financing
Activities:
Proceeds
from
issuance
of
common
shares
327,909‌
Cash
paid
for
shares
repurchased
(283,512‌)
Distributions
paid
(4,600‌)
Net
cash
provided
by
(used
in)
financing
activities
$
39,797‌
Net
increase
(decrease)
in
cash
and
cash
equivalents
$
69,373‌
Cash
and
cash
equivalents,
beginning
of
year
3,352‌
Cash
and
cash
equivalents,
end
of
year
$
72,725‌
Supplemental
Disclosure
of
Non-Cash
Activity:
Distributions
reinvested
$
2,590‌
Fundrise
Real
Estate
Interval
Fund,
LLC
FINANCIAL
HIGHLIGHTS
11
See
accompanying
notes
to
financial
statements.
These
financial
highlights
reflect
selected
data
for
a
share
outstanding
throughout
each
year
.
For
the
Years
Ended
December
31,
2023
2022
2021
Net
Asset
Value,
Beginning
of
Year
$
12.41‌
$
12.81‌
$
10.00‌
Income
from
Investment
Operations
Net
investment
income
(loss)
(1)
$
(0.03‌)
$
(0.13‌)
$
(0.22‌)
Net
realized
and
unrealized
gain
(loss)
on
investments
(1.43‌)
(0.12‌)
3.21‌
Total
Income
(Loss)
from
Investment
Operations
$
(1.46‌)
$
(0.25‌)
$
2.99‌
Distributions
to
Common
Shareholders
From:
Return
of
capital
$
(0.05‌)
$
(0.15‌)
$
(0.18‌)
Total
Distributions
to
Common
Shareholders
$
(0.05‌)
$
(0.15‌)
$
(0.18‌)
Net
Asset
Value,
End
of
Year
$
10.90‌
$
12.41‌
$
12.81‌
Total
Investment
Return
Based
on
Net
Asset
Value
(2)
(11.79‌)%
(1.96‌)
%
29.35‌%
Ratios
and
Supplemental
Data
Net
assets
at
end
of
year
(thousands)
$
1,197,440‌
$
1,319,189‌
$
724,940‌
Ratio
of
gross
expenses
to
average
net
assets
(3)(4)
1.
09‌
%
1.13‌%
1.67‌%
Ratio
of
net
expenses
to
average
net
assets
(4)
1.09‌%
1.13‌%
1.98‌%
(5)
Ratio
of
net
investment
loss
to
average
net
assets
(4)
(0.21‌
)%
(1.01‌)%
(1.95‌)%
(5)
Portfolio
turnover
rate
3‌
%
4‌%
–‌%
(1)
Based
on
average
shares
outstanding
during
each
period.
(2)
Total
investment
return
based
on
net
asset
value
is
based
upon
the
change
in
net
asset
value
per
share
between
the
opening
and
ending
net
asset
values
per
share
in
the
period
indicated
and
assumes
that
dividends
are
reinvested
in
accordance
with
the
Fund’s
dividend
reinvestment
policy.
Returns
shown
do
not
reflect
the
deduction
of
taxes
that
a
Shareholder
would
pay
on
Fund
distributions
or
the
repurchase
of
Fund
shares.
(3)
Reflects
the
expense
ratio
excluding
any
waivers
and/or
reimbursements.
(4)
Expenses
do
not
include
operating
expenses
of
the
underlying
Real
Estate
Co-Investment
Joint
Ventures
and
registered
investment
companies.
(5)
The
ratio
is
net
of
a
waiver
of
0.99%,
which
is
deemed
to
be
voluntary
as
the
total
expense
ratio
did
not
exceed
the
expense
cap
for
the
year
ended
December
31,
2021
and
is
inclusive
of
fee
recoupment
and
expense
reimbursement
of
1.30%.
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
12
1.
Formation
and
Organization
Fundrise
Real
Estate
Interval
Fund,
LLC
(the
“Fund”
or
the
“Registrant”)
is
a
Delaware
limited
liability
company
and
has
elected
and
has
qualified
to
be
taxed
as
a
real
estate
investment
trust
(a
“REIT”)
for
U.S.
federal
income
tax
purposes
under
Part
II
of
Subchapter
M
of
Chapter
1
of
the
Internal
Revenue
Code
of
1986,
as
amended
(the
“Code”),
commencing
with
its
taxable
year
ending
December
31,
2021,
and
intends
to
continue
to
qualify
as
a
REIT.
The
Fund
is
organized
as
a
continuously
offered,
non-
diversified,
closed-end
management
investment
company
registered
under
the
Investment
Company
Act
of
1940,
as
amended
(the
“1940
Act”),
that
operates
as
an
interval
fund.
The
Fund’s
registration
statement
was
declared
effective
on
December
18,
2020.
The
Fund
commenced
investment
operations
on
January
1,
2021.
The
Fund’s
investment
objective
is
to
seek
to
generate
current
income
while
secondarily
seeking
long-term
capital
appreciation
with
low
to
moderate
volatility
and
low
correlation
to
the
broader
markets.
Generally,
the
Fund’s
investment
strategy
is
to
invest
at
least
80%
of
its
net
assets
(plus
the
amount
of
any
borrowings
for
investment
purposes)
in
a
diversified
portfolio
of
private
real
estate
and
publicly
traded
real
estate-related
investments.
The
investment
adviser
to
the
Fund
is
Fundrise
Advisors,
LLC
(the
“Adviser”),
an
investment
adviser
registered
with
the
U.S.
Securities
and
Exchange
Commission
(“SEC”)
under
the
Investment
Advisers
Act
of
1940,
as
amended.
The
Adviser
is
a
wholly-
owned
subsidiary
of
Rise
Companies
Corp.
(“Rise
Companies”
or
the
“Sponsor”),
the
Fund’s
sponsor.
Subject
to
the
supervision
of
the
Board
of
Directors
of
the
Fund
(the
“Board”),
the
Adviser
is
responsible
for
directing
the
management
of
the
Fund’s
business
and
affairs,
managing
the
Fund’s
day-to-day
affairs,
and
implementing
the
Fund’s
investment
strategy.
2.
Summary
of
Significant
Accounting
Policies
Basis
of
Presentation
The
accompanying
financial
statements
of
the
Fund
are
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
(“U.S.
GAAP”).
The
Fund
is
an
investment
company
and
follows
the
accounting
and
reporting
guidance
in
the
Financial
Accounting
Standards
Board
(“FASB”)
Accounting
Standards
Codification
(“ASC”)
Topic
946,
Financial
Services
-
Investment
Companies
(“ASC
946”).
The
Fund
maintains
its
financial
records
in
U.S.
dollars
and
follows
the
accrual
basis
of
accounting.
The
estimates
and
assumptions
underlying
these
financial
statements
are
based
on
information
available
as
of
December
31,
2023,
including
judgments
about
the
financial
market
and
economic
conditions
which
may
change
over
time.
Estimates
The
preparation
of
financial
statements
in
conformity
with
U.S.
GAAP
requires
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities
at
the
date
of
the
financial
statements
and
the
reported
amounts
of
revenues
and
expenses
during
the
reporting
period.
Actual
results
could
differ
from
those
estimates.
Cash
and
Cash
Equivalents
Cash
and
cash
equivalents
may
consist
of
demand
deposits
and
highly
liquid
investments
with
original
maturities
of
three
months
or
less.
The
Fund
may
invest
its
cash
in
an
institutional
money
market
fund,
valued
at
the
net
asset
value
(“NAV”)
as
of
the
close
of
each
business
day.
The
Fund’s
uninvested
cash
is
maintained
with
a
high
credit
quality
financial
institution.
To
date,
the
Fund
has
not
experienced
any
losses
with
respect
to
cash
and
cash
equivalents.
Valuation
Oversight
Pursuant
to
SEC
Rule
2a-5
under
the
1940
Act,
the
Board
has
approved
the
Adviser
as
the
Fund’s
Valuation
Designee
(“Valuation
Designee”),
to
provide
administration
and
oversight
of
the
Fund’s
valuation
policies
and
procedures.
The
Fund
values
its
investments
in
accordance
with
such
procedures.
Generally,
portfolio
securities
and
other
assets
for
which
market
quotations
are
readily
available
are
valued
at
market
value,
which
is
ordinarily
determined
on
the
basis
of
official
closing
prices
or
the
last
reported
sales
prices.
If
market
quotations
are
not
readily
available
or
are
deemed
unreliable,
the
Fund
will
use
the
fair
value
of
the
securities
or
other
assets
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
13
as
determined
by
the
Adviser
in
good
faith,
taking
into
consideration
all
available
information
and
other
factors
that
the
Adviser
deems
pertinent,
in
each
case
subject
to
the
overall
supervision
and
responsibility
of
the
Board.
In
calculating
the
Fund’s
net
asset
value,
the
Adviser,
subject
to
the
oversight
of
the
Board,
uses
various
valuation
methodologies.
To
the
extent
practicable,
the
Adviser
generally
endeavors
to
maximize
the
use
of
observable
inputs
and
minimize
the
use
of
unobservable
inputs
by
requiring
that
the
most
observable
inputs
are
to
be
used
when
available.
The
availability
of
valuation
techniques
and
observable
inputs
can
vary
from
investment
to
investment
and
are
affected
by
a
wide
variety
of
factors.
When
valuation
is
based
on
models
or
inputs
that
are
less
observable
or
unobservable
in
the
market,
the
determination
of
fair
value
requires
more
judgment,
and
may
involve
alternative
methods
to
obtain
fair
values
where
market
prices
or
market-based
valuations
are
not
readily
available.
As
a
result,
the
Adviser
may
exercise
a
higher
degree
of
judgment
in
determining
fair
value
for
certain
securities
or
other
assets.
Fair
Value
Measurement
The
following
is
a
summary
of
certain
methods
generally
used
currently
to
value
investments
of
the
Fund
under
the
Fund’s
valuation
procedures:
The
Fund
applies
FASB
ASC
Topic
820,
Fair
Value
Measurement,
as
amended,
which
establishes
a
framework
for
measuring
fair
value
in
accordance
with
U.S.
GAAP
and
required
disclosures
of
fair
value
measurement.
U.S.
GAAP
defines
the
fair
value
as
the
price
that
the
Fund
would
receive
to
sell
an
asset
or
pay
to
transfer
a
liability
in
an
orderly
transaction
between
market
participants
at
the
measurement
date.
The
Fund
determines
the
fair
value
of
certain
investments
in
accordance
with
the
fair
value
hierarchy
that
requires
an
entity
to
maximize
the
use
of
observable
inputs.
The
fair
value
hierarchy
includes
the
following
three
levels
based
on
the
objectivity
of
the
inputs,
which
were
used
for
categorizing
the
assets
or
liabilities
for
which
fair
value
is
being
measured
and
reported:
Level
1
Quoted
market
prices
in
active
markets
for
identical
assets
or
liabilities.
Level
2
Significant
other
observable
inputs
(e.g.,
quoted
prices
for
similar
items
in
active
markets,
quoted
prices
for
identical
or
similar
items
in
markets
that
are
not
active,
inputs
other
than
quoted
prices
that
are
observable
such
as
interest
rate
and
yield
curves,
and
market-corroborated
inputs).
Level
3
Valuation
generated
from
model-based
techniques
that
use
inputs
that
are
significant
and
unobservable
in
the
market.
These
unobservable
assumptions
reflect
estimates
of
inputs
that
market
participants
would
use
in
pricing
the
asset
or
liability.
Valuation
techniques
may
include
use
of
discounted
cash
flow
methodologies
or
similar
techniques,
which
incorporate
management’s
own
estimates
of
assumptions
that
market
participants
would
use
in
pricing
the
instrument
or
other
valuation
assumptions
that
require
significant
management
judgment
or
estimation.
Investments
in
registered
investment
companies,
including
money
market
funds,
are
valued
at
the
NAV
as
of
the
close
of
each
business
day.
To
the
extent
these
securities
are
actively
traded,
they
are
categorized
in
Level
1
of
the
fair
value
hierarchy.
Fixed
income
securities
may
be
valued
by
an
outside
pricing
service
overseen
by
the
Valuation
Designee.
The
pricing
service
may
employ
a
pricing
model
that
takes
into
account,
among
other
things,
bids,
yield
spreads
and/or
other
market
data
and
specific
security
characteristics.
In
the
event
prices
or
quotations
are
not
readily
available
or
that
the
application
of
these
valuation
methods
results
in
a
price
for
an
investment
that
is
deemed
to
be
not
representative
of
the
fair
value
of
such
investment,
fair
value
will
be
determined
in
good
faith
by
the
Valuation
Designee,
in
accordance
with
the
valuation
policy
and
procedures
approved
by
the
Board.
To
the
extent
these
securities
are
actively
traded,
they
are
categorized
in
Level
2
of
the
fair
value
hierarchy.
Common
stock
securities
are
valued
as
of
the
close
of
the
regular
session
of
trading
on
the
New
York
Stock
Exchange
(“NYSE”)
(currently
4:00
p.m.,
Eastern
Time
or
at
the
time
as
of
which
the
NYSE
establishes
official
closing
prices).
Common
stock
securities
traded
on
stock
exchanges
are
valued
at
the
last
reported
sale
price,
official
close
price,
or
last
bid
price
if
no
sales
are
reported.
To
the
extent
these
securities
are
actively
traded,
they
are
categorized
in
Level
1
of
the
fair
value
hierarchy.
Real
Estate
Co-Investment
Joint
Ventures
are
stated
at
fair
value.
See
Note
7
,
Investments
for
further
information
regarding
the
Real
Estate
Co-Investment
Joint
Ventures.
The
Fund’s
ownership
interests
are
valued
based
on
the
fair
value
of
the
underlying
real
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
14
estate,
any
related
mortgage
loans
payable,
and
any
other
assets
and
liabilities
of
the
joint
venture.
The
fair
values
of
real
estate
investments
are
generally
determined
by
considering
the
income,
cost,
and
sales
comparison
approaches
of
estimating
property
value.
The
income
approach
may
use
the
discounted
cash-flow
method
or
the
direct
capitalization
method.
The
discounted
cash-
flow
method
estimates
an
income
stream
for
a
property
(typically
10
years)
and
discounts
this
income
plus
a
reversion
(presumed
sale)
into
a
present
value
at
a
risk
adjusted
rate.
The
direct
capitalization
method
converts
a
single
year's
estimated
stabilized
net
operating
income
into
a
value
indication
by
applying
a
market-based
capitalization
rate.
Discount
rates,
market-based
capitalization
rates,
and
growth
assumptions
utilized
in
the
income
approach
are
derived
from
market
transactions
as
well
as
other
financial
and
industry
data.
The
cost
approach
estimates
the
replacement
cost
of
the
building
less
physical
depreciation
plus
the
land
value.
The
sales
comparison
approach
compares
recent
transactions
to
the
appraised
property.
Adjustments
are
made
for
dissimilarities
that
typically
provide
a
range
of
value.
The
discount
rate
and
the
exit
capitalization
rate
are
significant
inputs
to
these
valuations.
These
rates
are
based
on
the
location,
type,
and
nature
of
each
property,
as
well
as
current
and
anticipated
market
conditions.
Due
to
the
inherent
uncertainty
of
determining
the
fair
value
of
investments
that
do
not
have
a
readily
available
market
value,
the
fair
value
of
the
Fund’s
investments
may
differ
significantly
from
the
values
that
would
have
been
used
had
a
readily
available
market
value
existed
for
such
investments,
and
the
differences
could
be
material.
The
following
is
a
summary
of
the
inputs
used
as
of
December
31,
2023
,
in
valuing
the
Fund’s
investments
carried
at
fair
value
(amounts
in
thousands)
:
The
following
is
a
summary
of
quantitative
information
about
the
significant
unobservable
inputs
of
the
Fund’s
Level
3
investments
as
of
December
31,
2023
(amounts
in
thousands)
.
The
weighted
average
range
of
unobservable
inputs
is
based
on
the
fair
value
of
investments.
Various
valuation
techniques
were
used
in
the
valuation
of
certain
investments
and
weighted
based
on
the
level
of
significance.
The
tables
are
not
intended
to
be
all-inclusive
but
instead
capture
the
significant
unobservable
inputs
relevant
to
the
Fund’s
determination
of
fair
value.
Level
1
Level
2
Level
3
Total
Real
Estate
Co-Investment
Joint
Ventures
$
–‌
$
–‌
$
1,040,646‌
$
1,040,646‌
Residential
Mortgage-Backed
Securities
–‌
28,421‌
–‌
28,421‌
Short-Term
Investments
57,285‌
–‌
–‌
57,285‌
Total
Investments
$
57,285‌
$
28,421‌
$
1,040,646‌
$
1,126,352‌
Investment
Fair
Value
Valuation
Technique
Unobservable
Input
(1)
Range
(Weighted
Average)
Impact
to
Valuation
from
an
Increase
in
Input
(2)
Real
Estate
Co-Investment
Joint
Ventures
$
1,040,646
Direct
Capitalization
Capitalization
Rate
4.0%
5.8%
(5.0%)
Decrease
Discounted
Cash
Flow
Discount
Rate
7.5%
9.1%
(8.3%)
Decrease
Sales
Comparison
Approach
Price
Per
Unit
($)
$215
-
$510
($317)
Increase
Recent
Transaction
Transaction
Price
N/A
Increase
Total
Real
Estate
Co-Investment
Joint
Ventures
$
1,040,646
(1)
Represents
the
significant
unobservable
inputs
used
to
fair
value
the
financial
instruments
of
the
joint
ventures.
The
fair
value
of
such
financial
instruments
is
the
largest
component
of
the
valuation
of
each
joint
venture
as
a
whole.
(2)
Represents
the
expected
directional
change
in
the
fair
value
of
the
Level
3
investments
that
would
result
from
an
increase
in
the
corresponding
input.
A
decrease
to
the
unobservable
input
would
have
the
opposite
effect.
Significant
changes
in
these
inputs
could
result
in
significantly
higher
or
lower
fair
value
measurements.
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
15
The
following
is
a
reconciliation
of
investments
in
which
significant
unobservable
inputs
(Level
3)
were
used
in
determining
fair
value
(amounts
in
thousands)
:
Restricted
Securities
The
Fund
may
purchase
securities
for
which
there
is
a
limited
trading
market
or
which
are
subject
to
restrictions
on
resale
to
the
public.
Restricted
securities
and
securities
for
which
there
is
a
limited
trading
market
may
be
significantly
more
difficult
to
value
due
to
the
unavailability
of
reliable
market
quotations
for
such
securities,
and
investment
in
such
securities
may
have
an
adverse
impact
on
NAV.
The
Fund
may
purchase
Rule
144A
securities
for
which
there
may
be
a
secondary
market
of
qualified
institutional
buyers
as
contemplated
by
Rule
144A
under
the
Securities
Act.
Rule
144A
provides
an
exemption
from
the
registration
requirements
of
the
Securities
Act
for
the
resale
of
certain
restricted
securities
to
qualified
institutional
buyers.
Restricted
securities
held
at
December
31,
2023
are
identified
within
the
Schedule
of
Investments.
Income
Taxes
The
Fund
has
elected
and
has
qualified
to
be
taxed
as
a
REIT
under
the
Code,
and
intends
to
qualify
as
a
REIT,
commencing
with
the
taxable
year
ending
December
31,
2021.
To
qualify
as
a
REIT,
the
Fund
must
meet
certain
organizational
and
operational
requirements,
including
a
requirement
to
distribute
at
least
90%
of
the
Fund’s
annual
REIT
taxable
income
to
the
shareholders
of
the
Fund
(“Shareholders”)
(which
is
computed
without
regard
to
the
dividends
paid
deduction
and
generally
equals
the
Fund’s
ordinary
income
plus
the
excess
of
its
net
short-term
capital
gains
over
its
net
long-term
capital
losses,
minus
deductible
expenses).
As
a
REIT,
the
Fund
generally
will
not
be
subject
to
U.S.
federal
income
tax
to
the
extent
it
distributes
qualifying
dividends
to
its
Shareholders.
Even
if
the
Fund
qualifies
for
taxation
as
a
REIT,
it
may
be
subject
to
certain
state
and
local
taxes
on
its
income
and
property,
and
federal
income
and
excise
taxes
on
its
undistributed
income.
The
tax
period
for
the
taxable
year
ending
December
31,
2023
and
all
tax
periods
following
remain
open
to
examination
by
the
major
taxing
authorities
in
all
jurisdictions
where
we
are
subject
to
taxation.
For
the
open
tax
periods,
the
Fund
has
no
uncertain
tax
positions
that
would
require
recognition
in
the
financial
statements.
Income
tax
and
related
interest
and
penalties
would
be
recognized
by
the
Fund
as
tax
expense
in
the
Statement
of
Operations
if
the
tax
positions
were
deemed
to
not
meet
the
more-likely-than-not
threshold.
For
the
year
ended
December
31,
2023,
the
Fund
did
not
incur
any
income
tax,
interest,
or
penalties.
Issuance
of
Shares
The
Fund
offers
its
shares
on
a
continuous
basis
through
the
Fundrise
Platform,
an
investment
platform
available
both
online
at
www.fundrise.com
and
through
various
mobile
applications
owned
and
operated
by
the
Sponsor.
The
price
a
Shareholder
pays
for
shares
is
based
on
the
Fund’s
NAV.
The
NAV
of
the
Fund’s
shares
is
calculated
daily
on
each
day
that
the
New
York
Stock
Exchange
is
open
for
business.
Cash
received
for
investor
subscriptions
is
recorded
as
Settling
Subscriptions
in
the
Statement
of
Assets
and
Liabilities
until
settlement
occurs
and
shares
are
issued.
Real
Estate
Co-
Investment
Joint
Ventures
Balance
as
of
December
31,
2022
$
1,179,280‌
Purchases
284,841‌
Realized
gain
(loss)
–‌
Net
change
in
unrealized
appreciation/depreciation
(160,301‌)
Return
of
capital
distributions
(263,174‌)
Sales
–‌
Transfers
into
Level
3
–‌
Transfers
out
of
Level
3
–‌
Balance
as
of
December
31,
2023
$
1,040,646‌
Net
change
in
unrealized
appreciation/depreciation
for
the
year
ended
December
31,
2023
related
to
Level
3
investments
held
at
December
31,
2023
$
(158,244‌)
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
16
Distributions
To
Shareholders
The
Fund
has
made,
and
intends
to
continue
to
make,
distributions
necessary
to
qualify
for
taxation
as
a
REIT.
The
Fund
expects
that
it
will
declare
daily
distributions
to
Shareholders
of
record
as
of
close
of
business
on
each
day,
paid
on
a
quarterly
basis,
or
more
or
less
frequently
as
determined
by
the
Board,
in
arrears.
The
Board
may
authorize
distributions
in
shares
or
in
excess
of
those
required
for
the
Fund
to
maintain
REIT
tax
status
depending
on
the
Fund’s
financial
condition
and
such
other
factors
as
the
Board
may
deem
relevant.
The
distribution
rate
may
be
modified
by
the
Board
from
time
to
time.
The
Board
reserves
the
right
to
change
or
suspend
the
distribution
policy
from
time
to
time.
Distributions
to
shareholders
of
the
Fund
are
recorded
on
the
ex-dividend
date.
Dividend
Reinvestment
The
Fund
operates
under
a
dividend
reinvestment
policy
administered
by
the
Adviser.
Pursuant
to
the
policy,
a
Shareholder’s
income
dividends,
capital
gains
or
other
distributions,
net
of
any
applicable
U.S.
withholding
tax,
can
be
reinvested
in
the
shares
of
the
Fund,
provided
that,
if
a
Shareholder
participates
in
an
investment
plan
offered
by
the
Adviser,
such
distributions
will
be
reinvested
in
accordance
with
such
investment
plan.
Unless
a
Shareholder
elects
to
“opt
in”
to
the
Fund’s
dividend
reinvestment
policy,
any
dividends
and
other
distributions
paid
to
the
Shareholder
by
the
Fund
will
not
be
reinvested
in
additional
shares
of
the
Fund
under
the
policy.
When
the
Fund
declares
a
distribution
payable
in
cash,
the
Shareholders
enrolled
in
the
dividend
reinvestment
plan
will
receive
an
equivalent
amount
in
shares
from
the
Fund
either
newly
issued
or
repurchased
from
Shareholders
by
the
Fund
or
according
to
their
investment
plan,
if
applicable.
The
number
of
shares
to
be
received
when
distributions
are
reinvested
will
be
determined
by
dividing
the
amount
of
the
distribution
(or
the
percentage
of
the
distribution
allocable
to
the
Fund
under
the
terms
of
the
investment
plan,
if
applicable)
by
the
Fund’s
NAV
per
share
next
computed
after
the
distribution
is
paid.
Shareholders
who
do
not
participate
in
the
Fund’s
dividend
reinvestment
policy
will
receive
all
dividends
in
cash.
Investment
Income
and
Securities
Transactions
Securities
transactions
are
accounted
for
on
the
date
the
securities
are
purchased
or
sold
(trade
date).
Realized
gains
and
losses
on
sales
of
investments
are
determined
on
a
specific
identification
basis.
Dividend
income
and
distributions
are
reported
on
the
ex-
dividend
date,
and
interest
income
is
recorded
on
an
accrual
basis.
Amortization
of
premiums
and
accretion
of
discounts
on
fixed
income
securities
is
calculated
using
the
effective
interest
method,
or
straight-line
method
when
appropriate,
over
the
holding
period
of
the
investment
and
are
included
in
interest
income.
Distributions
received
from
investments
generally
are
comprised
of
ordinary
income
and
return
of
capital.
The
Fund
estimates
the
allocation
of
distributions
between
investment
income
and
return
of
capital
based
on
historical
information
or
regulatory
filings.
These
estimates
may
subsequently
be
revised
based
on
actual
allocations
received
from
investments
after
their
tax
reporting
periods
are
concluded,
as
the
actual
character
of
these
distributions
is
not
known
until
after
the
reporting
period
of
the
Fund.
3.
Concentration
of
Risk
Investing
in
the
Fund
involves
risks,
including,
but
not
limited
to,
those
set
forth
below.
The
risks
described
below
are
not,
and
are
not
intended
to
be,
a
complete
enumeration
or
explanation
of
the
risks
involved
in
an
investment
in
the
Fund.
For
a
more
complete
discussion
of
the
risks
of
investing
in
the
Fund,
see
the
section
entitled
“Principal
Risks”
in
the
Fund’s
Prospectus
and
Statement
of
Additional
Information
filed
on
April
28,
2023,
and
the
Fund’s
other
filings
with
the
SEC.
Non-Listed
Closed-End
Interval
Fund;
Liquidity
Risk.
The
Fund
is
a
non-diversified,
closed-end
management
investment
company
operating
as
an
“interval
fund”
and
is
designed
primarily
for
long-term
investors.
Closed-end
funds
differ
from
open-end
management
investment
companies
(commonly
known
as
mutual
funds)
because
investors
in
a
closed-end
fund
do
not
have
the
right
to
redeem
their
shares
on
a
daily
basis.
Unlike
many
closed-end
funds,
which
typically
list
their
shares
on
a
securities
exchange,
the
Fund
does
not
currently
intend
to
list
the
shares
for
trading
on
any
securities
exchange,
and
the
Fund
does
not
expect
any
secondary
market
to
develop
for
the
shares
in
the
foreseeable
future.
Therefore,
an
investment
in
the
Fund,
unlike
an
investment
in
a
typical
closed-end
fund,
is
not
a
liquid
investment.
The
Fund
is
not
intended
to
be
a
typical
traded
investment.
Shareholders
are
also
subject
to
transfer
restrictions
and
there
is
no
guarantee
that
they
will
be
able
to
sell
their
shares.
If
a
secondary
market
were
to
develop
for
the
shares
in
the
future,
and
a
Shareholder
is
able
to
sell
his
or
her
shares,
the
Shareholder
will
likely
receive
less
than
the
purchase
price
and
the
then-current
NAV
per
share.
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
17
Although
the
Fund,
as
a
fundamental
policy,
will
make
quarterly
offers
to
repurchase
at
least
5%
and
up
to
25%
of
its
outstanding
shares
at
NAV,
the
number
of
shares
tendered
in
connection
with
a
repurchase
offer
may
exceed
the
number
of
shares
the
Fund
has
offered
to
repurchase,
in
which
case
not
all
of
a
Shareholder’s
shares
tendered
in
that
offer
will
be
repurchased.
In
connection
with
any
given
repurchase
offer,
it
is
likely
that
the
Fund
may
offer
to
repurchase
only
the
minimum
amount
of
5%
of
its
outstanding
shares.
Hence,
a
Shareholder
may
not
be
able
to
sell
their
shares
when
or
in
the
amount
that
they
desire.
Non-Diversification
Risk.
As
a
“non-diversified”
fund,
the
Fund
may
invest
more
than
5%
of
its
total
assets
in
the
securities
of
one
or
more
issuers
.
Therefore,
the
Fund
may
be
more
susceptible
than
a
diversified
fund
to
being
adversely
affected
by
events
impacting
a
single
borrower,
geographic
location,
security
or
investment
type.
Further,
a
non-diversified
fund
is
more
vulnerable
than
a
more
broadly
diversified
fund
to
fluctuations
in
the
values
of
the
securities
it
holds.
For
these
reasons,
an
investment
in
the
Fund
may
fluctuate
in
value
and
have
a
greater
degree
of
risk.
Investment
and
Market
Risk.
An
investment
in
the
Fund
is
subject
to
investment
risk,
including
the
possible
loss
of
the
entire
amount
that
a
Shareholder
invests.
The
value
of
the
Fund’s
investments
may
move
up
or
down,
sometimes
rapidly
and
unpredictably.
At
any
point
in
time,
shares
may
be
worth
less
than
the
original
investment,
even
after
taking
into
account
the
reinvestment
of
Fund
dividends
and
distributions.
Global
economic,
political
and
market
conditions
and
economic
uncertainty,
including
those
caused
by
the
ongoing
COVID-19
pandemic,
may
adversely
affect
the
Fund’s
business,
results
of
operations
and
financial
condition.
Risks
Related
to
Specific
Private
Commercial
Real
Estate
(“CRE”)
Property
Types.
The
Fund
intends
to
invest
in
a
variety
of
Private
CRE
property
types,
which
will
expose
the
Fund
to
risks
associated
with
Private
CRE,
including
general
risks
affecting
all
types
of
Private
CRE
property
and
certain
specific
risks
associated
with
specific
types
of
Private
CRE
property.
Valuation
Risk.
The
Fund
is
subject
to
valuation
risk,
which
is
the
risk
that
one
or
more
of
the
assets
in
which
the
Fund
invests
are
priced
incorrectly,
due
to
factors
such
as
incomplete
data,
market
instability
or
human
error.
If
the
Fund
ascribes
a
higher
value
to
assets
and
their
value
subsequently
drops
or
fails
to
rise
because
of
market
factors,
returns
on
the
Fund’s
investment
may
be
lower
than
expected
and
could
experience
losses.
Interest
Rate
Risk.
Changes
in
interest
rates,
including
changes
in
expected
interest
rates
or
“yield
curves,”
may
affect
the
Fund’s
business
in
a
number
of
ways.
Changes
in
the
general
level
of
interest
rates
can
affect
the
Fund’s
net
interest
income,
which
is
the
difference
between
the
interest
income
earned
on
the
Fund’s
interest-earning
assets
and
the
interest
expense
incurred
in
connection
with
its
interest-bearing
borrowings
and
hedges.
Risks
Related
to
the
Fund’s
Tax
Status
as
a
REIT.
The
Fund
has
elected
to
be
taxed
as
and
has
qualified
for
treatment
each
year
as
a
REIT
under
the
Internal
Revenue
Code
of
1986,
as
amended
(defined
above
as
the
“Code”)
beginning
with
its
taxable
year
ended
December
31,
2021
and
intends
to
continue
to
qualify
as
a
REIT.
However,
qualification
as
a
REIT
for
tax
purposes
involves
the
application
of
highly
technical
and
complex
Code
provisions
for
which
only
a
limited
number
of
judicial
or
administrative
interpretations
exist.
Notwithstanding
the
availability
of
cure
provisions
in
the
Code,
various
compliance
requirements
could
be
failed
and
could
jeopardize
the
Fund’s
REIT
tax
status.
Failure
to
qualify
for
taxation
as
a
REIT
would
cause
the
Fund
to
be
taxed
as
a
regular
corporation,
which
would
substantially
reduce
funds
available
for
distributions
to
Shareholders.
In
addition,
complying
with
the
requirements
to
maintain
its
REIT
tax
status
may
cause
the
Fund
to
forego
otherwise
attractive
opportunities
or
to
liquidate
otherwise
attractive
investments,
adversely
affect
the
Fund’s
liquidity
and
force
the
Fund
to
borrow
funds
during
unfavorable
market
conditions,
and/or
limit
the
Fund’s
ability
to
hedge
effectively
and
cause
the
Fund
to
incur
tax
liabilities.
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
18
4.
Share
Transactions
Below
is
a
summary
of
transactions
with
respect
to
the
Fund’s
common
shares
for
the
year
ended
December
31,
2023
and
for
the
year
ended
December
31,
2022
(all
tabular
amounts
are
in
thousands
except
share
data)
:
As
of
December
31,
2023,
the
Fund
has
issued
10,000
common
shares
to
the
Sponsor
and
500
common
shares
to
Fundrise,
L.P.,
an
affiliate
of
the
Sponsor.
For
the
year
ended
December
31,
2023,
total
distributions
declared
to
these
related
parties
were
less
than
$1,000.
5.
Repurchase
Offers
The
Fund
operates
as
an
interval
fund
under
Rule
23c-3
of
the
1940
Act
and,
as
such,
provides
a
limited
degree
of
liquidity
to
Shareholders.
As
an
interval
fund,
the
Fund
has
adopted
a
fundamental
policy
to
offer
to
repurchase
at
quarterly
intervals
a
specified
percentage
of
its
outstanding
shares
at
NAV
(the
“Repurchase
Offer
Policy”).
The
Repurchase
Offer
Policy
provides
that,
once
each
quarter,
the
Fund
will
offer
to
repurchase
at
NAV
no
less
than
5%
and
no
more
than
25%
of
the
outstanding
shares
of
the
Fund,
unless
suspended
or
postponed
in
accordance
with
regulatory
requirements.
The
Repurchase
Offer
Policy
is
a
fundamental
policy
that
may
not
be
changed
without
the
vote
of
the
holders
of
a
majority
of
the
Fund’s
outstanding
voting
securities
(as
defined
in
the
1940
Act).
To
conduct
a
repurchase
offer,
the
Fund
will
send
a
repurchase
offer
notice
to
Shareholders
no
less
than
21
days
and
no
more
than
42
days
before
the
date
(the
“Repurchase
Request
Deadline”)
by
which
the
Fund
announces
that
Shareholders
must
tender
their
shares
in
response
to
such
repurchase
offer
notice.
The
Fund
must
receive
repurchase
requests
submitted
by
Shareholders
in
response
to
the
Fund’s
repurchase
offer
on
or
before
the
Repurchase
Request
Deadline.
The
Repurchase
Offer
Policy
provides
that
the
repurchase
pricing
occurs
no
later
than
the
14th
day
after
the
Repurchase
Request
Deadline
or
the
next
business
day
if
the
14th
day
is
not
a
business
day
(the
“Repurchase
Pricing
Date”).
The
repurchase
price
of
the
shares
will
be
the
Fund’s
NAV
as
of
the
close
of
the
Repurchase
Pricing
Date.
The
Board,
in
its
sole
discretion,
will
determine
the
number
of
shares
that
the
Fund
will
offer
to
repurchase
(“Repurchase
Offer
Amount”)
for
a
given
Repurchase
Request
Deadline.
If
Shareholders
tender
for
repurchase
more
than
the
Repurchase
Offer
Amount
for
a
given
repurchase
offer,
the
Fund
may,
but
is
not
required
to,
repurchase
an
additional
number
of
shares
not
to
exceed
2%
of
the
outstanding
shares
of
the
Fund
on
the
Repurchase
Request
Deadline.
If
the
Fund
determines
not
to
repurchase
more
than
the
Repurchase
Offer
Amount,
or
if
Shareholders
tender
shares
in
an
amount
exceeding
the
Repurchase
Offer
Amount
plus
2%
of
the
outstanding
shares
on
the
Repurchase
Request
Deadline,
the
Fund
will
repurchase
the
shares
on
a
pro
rata
basis.
However,
the
Fund
may
accept
all
shares
tendered
for
repurchase
by
Shareholders
who
own
less
than
one
hundred
shares
and
who
tender
all
of
their
shares,
before
prorating
other
amounts
tendered.
In
addition,
if
a
repurchase
offer
is
oversubscribed,
the
Fund
may
offer
to
repurchase
outstanding
shares
that
are
tendered
by
the
descendants
or
estate
of
a
deceased
shareholder
(a
“Legacy
Repurchase”)
in
an
additional
amount
approved
by
the
Board,
taking
into
account
the
liquidity
of
the
Fund’s
assets.
In
the
event
a
Legacy
Repurchase
by
a
Fund
is
oversubscribed,
the
Fund
will
repurchase
the
shares
tendered
on
a
pro
rata
basis.
The
Fund
may
not
condition
a
repurchase
offer
upon
the
tender
of
any
minimum
number
of
shares.
The
Fund
does
not
currently
charge
a
repurchase
fee,
and
it
does
not
currently
expect
to
impose
a
repurchase
fee.
However,
the
Fund
may
in
the
future
charge
a
repurchase
fee
of
up
to
2.00%,
subject
to
approval
of
the
Board.
For
the
Year
Ended
December
31,
2023
For
the
Year
Ended
December
31,
2022
Common
Shares
Shares
Amount
Shares
Amount
Gross
proceeds
from
offering
26
,
649
,
457‌
$
327
,
909‌
54,704,356‌
$
724,275‌
Reinvestment
of
distributions
211,138‌
2,590‌
419,966‌
5,560‌
Total
gross
proceeds
26,860,595‌
330
,
499‌
55,124,322‌
729,835‌
Less:
shares
repurchased
(
23
,
337
,
119‌
)
(
283,512‌
)
(5,432,114‌)
(72,437‌)
Net
Proceeds
from
Common
Shares
3
,
523
,
476‌
$
46,987‌
49,692,208‌
$
657,398‌
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
19
The
following
table
presents
the
repurchase
offers
that
were
completed
during
the
year
ended
December
31,
2023
(all
tabular
amounts
are
in
thousands
except
share
data)
:
6.
Investment
Manager
Fees
and
Other
Related
Party
Transactions
The
Fund
entered
into
an
Investment
Management
Agreement
with
the
Adviser.
Pursuant
to
the
Investment
Management
Agreement,
and
in
consideration
of
the
services
provided
by
the
Adviser
to
the
Fund,
the
Adviser
is
entitled
to
a
management
fee
(the
“Management
Fee”)
of
0.85%
of
the
Fund’s
average
daily
net
assets.
The
Management
Fee
will
be
calculated
and
accrued
daily
and
payable
monthly
in
arrears.
The
Adviser
or
its
affiliates
may
be
entitled
to
certain
fees
as
permitted
by
the
1940
Act
or
as
otherwise
permitted
by
applicable
law
and
regulation.
These
may
include
fees
and
expenses
associated
with
the
selection,
acquisition,
or
origination
of
real
estate
properties,
construction,
real
estate
development,
special
servicing
of
non-performing
assets
(including,
but
not
limited
to,
reimbursement
of
non-ordinary
expenses
and
employee
time
required
to
special
service
a
non-performing
asset)
whether
or
not
the
Fund
ultimately
acquires
or
originates
the
investment,
and
the
sale
of
equity
investments
in
real
estate.
No
such
fees
were
incurred
or
paid
by
the
Fund
to
the
Adviser
or
its
affiliates
for
the
year
ended
December
31,
2023.
The
Adviser
and
Rise
Companies
entered
into
a
Shared
Services
Agreement
where
Rise
Companies
will
provide
the
Adviser
with
the
personnel,
services
and
resources
necessary
for
the
Adviser
to
comply
with
its
obligations
and
responsibilities
under
the
Second
Amended
and
Restated
Operating
Agreement
(“Operating
Agreement”)
and
Investment
Management
Agreement,
which
includes
responsibility
for
operations
of
the
Fund
and
performance
of
such
services
and
activities
relating
to
the
investments
and
operations
of
the
Fund
as
may
be
appropriate,
including
without
limitation
those
services
and
activities
listed
in
the
Operating
Agreement
and
Investment
Management
Agreement.
The
Fund
will
reimburse
the
Adviser
for
out-of-pocket
expenses
paid
to
third
parties
in
connection
with
providing
services
to
the
Fund.
This
does
not
include
the
Adviser’s
overhead,
employee
costs
borne
by
the
Adviser,
or
utilities
costs.
Expense
reimbursements
payable
to
the
Adviser
also
may
include
expenses
incurred
by
the
Sponsor
in
the
performance
of
services
pursuant
to
a
shared
services
agreement
between
the
Adviser
and
the
Sponsor,
including
any
increases
in
insurance
attributable
to
the
management
or
Repurchase
Offers
Fourth
Quarter
Repurchase
Commencement
Date
December
1,
2022
Repurchase
Request
Deadline
December
31,
2022
Repurchase
Pricing
Date
January
3,
2023
Amount
Repurchased
$
53,402‌
Shares
Repurchased
4,303,143‌
Repurchase
Offers
First
Quarter
Repurchase
Commencement
Date
February
28,
2023
Repurchase
Request
Deadline
March
31,
2023
Repurchase
Pricing
Date
April
3,
2023
Amount
Repurchased
$
75,863‌
Shares
Repurchased
6,078,785‌
Repurchase
Offers
Second
Quarter
Repurchase
Commencement
Date
May
26,
2023
Repurchase
Request
Deadline
June
30,
2023
Repurchase
Pricing
Date
July
3,
2023
Amount
Repurchased
$
66,676‌
Shares
Repurchased
5,483,217‌
Repurchase
Offers
Third
Quarter
Repurchase
Commencement
Date
August
28,
2023
Repurchase
Request
Deadline
September
30,
2023
Repurchase
Pricing
Date
October
2,
2023
Amount
Repurchased
$
87,571‌
Shares
Repurchased
7,471,974‌
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
20
operation
of
the
Fund.
During
the
year
ended
December
31,
2023,
there
were
approximately
$730,000
of
expenses
reimbursed
to
the
Adviser
pursuant
to
the
shared
services
agreement.
Affiliated
Investments
As
of
December
31,
2023,
the
investments
in
affiliates
consist
of
co-investments
in
joint
ventures
in
exchange
for
membership
interests.
As
of
December
31,
2023,
the
Fund
owns
95%
of
the
membership
interests
in
Fundrise
SFR
JV
2,
LLC,
90%
of
the
membership
interests
in
each
of
Fundrise
SFR
JV
1,
LLC,
Fundrise
MF
JV
1,
LLC,
and
Fundrise
Industrial
JV
2,
LLC,
60%
of
the
membership
interests
in
Fundrise
SFR
Dev
JV
1,
LLC,
and
20%
of
the
membership
interests
in
Fundrise
Industrial
JV
1,
LLC.
The
affiliated
investment
securities
have
not
been
registered
under
the
Securities
Act
of
1933,
as
amended,
and
thus
are
subject
to
restrictions
on
resale.
During
the
year
ended
December
31,
2023,
investments
in
affiliates
were
as
follows
(amounts
in
thousands):
7.
Investments
The
Fund
gains
exposure
to
Private
CRE
through
co-investment
arrangements,
joint
ventures
or
wholly
owned
subsidiaries
(collectively,
“Real
Estate
Investment
Vehicles”).
For
the
year
ended
December
31,
2023,
Real
Estate
Investment
Vehicles
consist
of
entities
in
which
the
Fund
co-invested
alongside
affiliates
of
the
Fund,
including
those
of
the
Adviser
(“Real
Estate
Co-Investment
Joint
Ventures”),
pursuant
to
the
terms
and
conditions
of
the
exemptive
order
issued
by
the
SEC
to
the
Fund,
allowing
the
Fund
to
co-invest
alongside
certain
entities
affiliated
with
or
managed
by
the
Adviser.
Instead
of
acquiring
full
ownership
of
Private
CRE
investments
through
a
wholly
owned
entity,
the
Fund
acquires
partial
interests
by
entering
into
co-investment
agreements
with
affiliates
of
the
Adviser.
The
Fund’s
ownership
percentage
in
the
Real
Estate
Co-
Investment
Joint
Ventures
will
generally
be
pro
rata
to
the
amount
of
money
the
Fund
applies
to
the
origination
or
commitment
amount
for
the
underlying
Private
CRE
or
purchase
price
(including
financing,
if
applicable)
and
the
acquisition,
construction,
development,
or
renovation
expenses,
if
any,
of
the
underlying
Private
CRE,
as
applicable,
owned
by
the
Real
Estate
Co-Investment
Joint
Ventures.
The
Fund’s
ownership
in
the
Real
Estate
Co-Investment
Joint
Ventures
is
passive
in
nature,
and
the
Fund
may
have
a
greater
economic
interest
but
fewer
control
rights
in
the
Real
Estate
Co-Investment
Joint
Ventures
than
the
affiliate
in
which
the
Fund
co-invests
alongside.
The
Fund’s
investments
in
real
estate
through
the
securities
of
a
Real
Estate
Co-Investment
Joint
Ventures
with
its
affiliates
is
subject
to
the
requirements
of
the
1940
Act
and
terms
and
conditions
of
an
exemptive
order
the
Fund
received
from
the
SEC
allowing
the
Fund
and/or
the
Real
Estate
Co-Investment
Joint
Ventures
to
co-invest
alongside
certain
entities
affiliated
with
or
managed
by
the
Adviser
(REITs
(each,
an
“eREIT®”)
or
other
non-REIT
compliant
real
estate-related
funds).
The
exemptive
order
from
the
SEC
imposes
extensive
conditions
on
the
terms
of
any
co-investment
made
by
an
affiliate
of
the
Fund.
The
Fund
has
adopted
procedures
reasonably
designed
to
ensure
compliance
with
the
exemptive
order
and
the
Board
also
oversees
risk
relative
to
such
compliance.
The
Fund
also
invests
in
real
estate
through
common
stock
of
publicly
traded
REIT
securities.
Publicly
traded
REITs
typically
own
large,
diversified
pools
of
CRE
properties
and
employ
moderate
leverage.
Many
public
REITs
are
listed
on
major
stock
exchanges,
such
as
the
New
York
Stock
Exchange
and
NASDAQ.
Public
REITs
pay
out
all
of
their
taxable
income
as
dividends
Non-Controlled
Affiliated
Investments
Real
Estate
Co-Investment
Joint
Ventures
Affiliate
Value
as
of
December
31,
2022
Purchased
(Cost)
Sold
(Proceeds)
Net
Realized
Gain
(Loss)
and
Capital
Gain
Distributions
Return
of
Capital
Distribution
Change
in
Unrealized
Appreciation/
Depreciation
Affiliate
Value
as
of
December
31,
2023
Dividend
Income
Fundrise
SFR
JV
1,
LLC
$
721,830
$
39,600
$
$
$
(152,253)
$
(81,185)
$
527,992
$
Fundrise
MF
JV
1,
LLC
297,497
12,600
(43,345)
(67,242)
199,510
Fundrise
Industrial
JV
2,
LLC
109,325
104,400
(10,365)
(13,243)
190,117
Fundrise
SFR
JV
2,
LLC
107,825
(32,015)
1,585
77,395
Fundrise
SFR
Dev
JV
1,
LLC
28,411
16,500
(5,880)
1,943
40,974
Fundrise
Industrial
JV
1,
LLC
4,444
316
(102)
4,658
Fundrise
MF
JV
2,
LLC
17,773
3,600
(19,316)
(2,057)
4,037
Total
$
1,179,280
$
284,841
$
$
$
(263,174)
$
(160,301)
$
1,040,646
$
4,037
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
21
to
Shareholders.
In
turn,
Shareholders
pay
the
income
taxes
on
those
dividends.
As
of
December
31,
2023,
the
Fund
owned
no
investments
in
common
stock.
The
cost
of
purchases
and
proceeds
from
the
sale
of
investments,
other
than
short-term
securities,
for
the
year
ended
December
31,
2023
amounted
to
$338,953
and
$39,352,
respectively
(amounts
in
thousands)
.
As
of
December
31,
2023,
Fundrise
SFR
JV
1,
LLC,
Fundrise
MF
JV
1,
LLC
and
Fundrise
Industrial
JV
2,
LLC,
are
deemed
to
be
significant
subsidiaries
of
the
Fund
in
accordance
with
the
definition
of
a
“significant
subsidiary”
as
defined
by
Regulation
S-X
1-02(w)(2),
Definitions
of
terms
used
in
Regulation
S-X
(amendment
effective
January
1,
2021).
Pursuant
to
Regulation
S-X
3-09(b),
Separate
financial
statements
of
subsidiaries
not
consolidated
and
50
percent
or
less
owned
persons
,
separate
audited
financial
statements
for
Fundrise
SFR
JV
1,
LLC
and
Fundrise
MF
JV
1,
LLC
are
included
as
exhibits
to
our
filing.
Additionally,
pursuant
to
Regulation
S-X
4-08(g),
Summarized
financial
information
of
subsidiaries
not
consolidated
and
50
percent
or
less
owned
persons
,
summarized
financial
information
for
Fundrise
Industrial
JV
2,
LLC
is
included
below.
The
following
tables
show
summarized
financial
statement
information
for
Fundrise
Industrial
JV
2,
LLC
for
the
year
ended
December
31,
2023
(amounts
in
thousands):
8.
Tax
Basis
Information
The
timing
and
characterization
of
certain
income,
capital
gains,
and
return
of
capital
distributions
are
determined
annually
in
accordance
with
federal
tax
regulations,
which
may
differ
from
GAAP.
As
a
result,
the
net
investment
income
(loss)
and
net
realized
gain
(loss)
on
investment
transactions
for
a
reporting
period
may
differ
significantly
from
distributions
during
such
period.
These
book/tax
differences
may
be
temporary
or
permanent
in
nature.
To
the
extent
these
differences
are
permanent,
they
are
charged
or
credited
to
paid-in
capital,
accumulated
net
investment
income/loss
or
accumulated
net
realized
gain/loss,
as
appropriate,
in
the
period
in
which
the
differences
arise.
As
of
December
31,
2023,
the
tax
basis
of
distributable
earnings
(accumulated
deficit)
was
as
follows
(amounts
in
thousands)
:
Summary
Statement
of
Assets
and
Liabilities
(1)
As
of
December
31,
2023
Total
Assets
$
381,043‌
Total
Liabilities
174,289‌
Total
Net
Assets
$
206,754‌
Summary
Statement
of
Operations
(1)
For
the
Year
Ended
December
31,
2023
Total
revenue
$
13,224‌
Operating
expenses
(5,230‌)
Operating
Income
$
7,994‌
Interest
expense
(9,381‌)
Depreciation
and
amortization
(8,890‌)
Gain
(Loss)
on
derivative
financial
instrument
(212‌)
Net
Income
(Loss)
$
(10,489‌)
(1)
The
unconsolidated
subsidiary
noted
reports
in
accordance
with
U.S.
GAAP,
but
does
not
fall
within
the
scope
of
the
accounting
and
reporting
guidance
in
the
ASC
946.
The
subsidiary
is
therefore
not
required
to
and
has
elected
not
to
fair
value
its
investments.
Accordingly,
the
summarized
income
statement
information
shown
for
the
unconsolidated
subsidiary
does
not
reflect
fair
value
adjustments.
Undistributed
ordinary
income
(loss)
$
(156,637‌)
Undistributed
long-term
capital
gain
(loss)
–‌
Tax
accumulated
earnings
(loss)
$
(156,637‌)
Accumulated
capital
and
other
losses
(3,839‌)
Other
book/tax
temporary
differences
(1)
(810‌)
Net
unrealized
gain
(loss)
on
investments
(2)
60,755‌
Total
Distributable
Earnings
$
(100,531‌)
(1)
Other
book/tax
differences
are
attributable
to
deductibility
of
various
expenses.
(2)
The
difference
between
book-basis
and
tax-basis
unrealized
appreciation
(depreciation)
is
attributable
to
the
book/tax
differences
in
the
treatment
of
depreciation
and
other
flow
through
income
on
certain
investments.
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
22
As
of
December
31,
2023,
the
capital
loss
carryforwards
were
as
follows
(amounts
in
thousands)
:
During
the
tax
years
presented
below,
the
tax
character
of
distributions
paid
by
the
Fund
was
as
follows
(amounts
in
thousands)
:
As
of
December
31,
2023
,
the
unrealized
appreciation
and
depreciation
of
investments,
based
on
cost
for
federal
income
tax
purposes,
were
as
follows
(amounts
in
thousands)
:
The
difference
between
book-basis
and
tax-basis
unrealized
appreciation
is
attributable
to
the
book/tax
differences
in
the
treatment
of
depreciation
and
other
flow
through
income
on
certain
investments.
9.
New
Accounting
Pronouncements
In
June
2022,
FASB
issued
Accounting
Standards
Update
No.
2022-03
(“ASU
2022-03”),
“Fair
Value
Measurement
of
Equity
Securities
Subject
to
Contractual
Sale
Restrictions”
(“Topic
820”).
ASU
2022-03
clarifies
the
guidance
in
Topic
820,
related
to
the
measurement
of
the
fair
value
of
an
equity
security
subject
to
contractual
sale
restrictions,
where
it
eliminates
the
need
to
apply
a
discount
to
fair
value
of
these
securities,
and
introduces
disclosure
requirements
related
to
such
equity
securities.
The
guidance
is
effective
for
fiscal
years,
and
interim
periods
within
those
fiscal
years,
beginning
after
December
15,
2023,
and
allows
for
early
adoption.
The
Fund
has
evaluated
the
impact
of
the
additional
requirements
and
concluded
the
adoption
of
this
ASU
will
not
have
a
material
impact
on
the
financial
statements.
Short-term
$
3,839‌
Long-term
–‌
Total
Capital
Loss
Carryforwards
(1)
$
3,839‌
(1)
To
the
extent
the
Fund
recognizes
capital
gains
in
future
periods,
they
will
be
offset
by
unused
capital
loss
carryforwards
subject
to
IRC
limitations.
For
the
Tax
Year
Ended
December
31,
2023
For
the
Tax
Year
Ended
December
31,
2022
Ordinary
Income
$
–‌
$
–‌
Long-term
capital
gain
–‌
–‌
Return
of
capital
(1)
$
7,190‌
$
12,798‌
Total
Distributions
Paid
$
7,190‌
$
12,798‌
(1)
The
difference
between
tax-basis
distributions
and
book-basis
distributions
is
due
to
the
timing
of
when
distributions
are
considered
paid
pursuant
to
IRC
section
858(a).
Cost
of
investments
for
tax
purposes
$
1,
0
65
,
597‌
Gross
tax
unrealized
appreciation
$
142,895‌
Gross
tax
unrealized
depreciation
(82,140‌)
Net
Tax
Unrealized
Appreciation
$
60,755‌
Fundrise
Real
Estate
Interval
Fund,
LLC
Notes
to
Financial
Statements
December
31,
2023
23
10.
Subsequent
Events
In
connection
with
the
preparation
of
the
accompanying
financial
statements,
the
Fund
has
evaluated
events
and
transactions
occurring
after
the
date
of
this
report
and
through
the
date
these
financial
statements
were
available
to
be
issued
and
determined
that
no
events
have
occurred
that
require
disclosure
other
than
the
following.
Share
Transactions
Following
the
date
of
this
report,
the
following
repurchase
offers
have
occurred
(all
tabular
amounts
are
in
thousands
except
share
data)
:
Repurchase
Offers
Fourth
Quarter
Repurchase
Commencement
Date
December
8,
2023
Repurchase
Request
Deadline
December
29,
2023
Repurchase
Pricing
Date
January
2,
2024
Amount
Repurchased
$
83,033‌
Shares
Repurchased
7,617,806‌
REPORT
OF
INDEPENDENT
REGISTERED
PUBLIC
ACCOUNTING
FIRM
24
To
the
Shareholders
and
Board
of
Directors
of
Fundrise
Real
Estate
Interval
Fund,
LLC:
Opinion
on
the
Financial
Statements
We
have
audited
the
accompanying
statement
of
assets
and
liabilities
of
Fundrise
Real
Estate
Interval
Fund,
LLC
(the
Fund),
including
the
schedule
of
investments,
as
of
December
31,
2023,
the
related
statements
of
operations
and
cash
flows
for
the
year
then
ended,
the
statements
of
changes
in
net
assets
for
each
of
the
years
in
the
two
year
period
then
ended,
and
the
related
notes
(collectively,
the
financial
statements
)
and
the
financial
highlights
for
each
of
the
years
in
the
three
year
period
then
ended.
In
our
opinion,
the
financial
statements
and
financial
highlights
present
fairly,
in
all
material
respects,
the
financial
position
of
the
Fund
as
of
December
31,
2023,
the
results
of
its
operations
and
its
cash
flows
for
the
year
then
ended,
the
changes
in
its
net
assets
for
each
of
the
years
in
the
two
year
period
then
ended,
and
the
financial
highlights
for
each
of
the
years
in
the
three
year
period
then
ended,
in
conformity
with
U.S.
generally
accepted
accounting
principles.
Basis
for
Opinion
These
financial
statements
and
financial
highlights
are
the
responsibility
of
the
Fund's
management.
Our
responsibility
is
to
express
an
opinion
on
these
financial
statements
and
financial
highlights
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Fund
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
We
conducted
our
audits
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform
the
audit
to
obtain
reasonable
assurance
about
whether
the
financial
statements
and
financial
highlights
are
free
of
material
misstatement,
whether
due
to
error
or
fraud.
Our
audits
included
performing
procedures
to
assess
the
risks
of
material
misstatement
of
the
financial
statements
and
financial
highlights,
whether
due
to
error
or
fraud,
and
performing
procedures
that
respond
to
those
risks.
Such
procedures
included
examining,
on
a
test
basis,
evidence
regarding
the
amounts
and
disclosures
in
the
financial
statements
and
financial
highlights.
Such
procedures
also
included
confirmation
of
securities
owned
as
of
December
31,
2023,
by
correspondence
with
the
custodian
or
by
other
appropriate
auditing
procedures.
Our
audits
also
included
evaluating
the
accounting
principles
used
and
significant
estimates
made
by
management,
as
well
as
evaluating
the
overall
presentation
of
the
financial
statements
and
financial
highlights.
We
believe
that
our
audits
provide
a
reasonable
basis
for
our
opinion.
We
have
served
as
the
auditor
of
one
or
more
of
Fundrise
investment
companies
since
2019.
Philadelphia,
Pennsylvania
February
23,
2024
Fundrise
Real
Estate
Interval
Fund,
LLC
Additional
Information
(UNAUDITED)
December
31,
2023
25
1.
Approval
of
Investment
Management
Agreement
Section
15(c)
of
the
Investment
Company
Act
of
1940,
as
amended
(the
“1940
Act”),
requires
that
each
registered
fund’s
board
of
directors,
including
a
majority
of
those
directors
who
are
not
“interested
persons”
of
the
fund,
as
defined
in
the
1940
Act
(the
“Independent
Directors”),
initially
approve,
and
annually
review
and
consider
the
continuation
of,
the
fund’s
investment
advisory
agreement.
At
its
meeting
held
on
November
16,
2023
(the
“Meeting”),
the
Board
of
Directors
(the
“Board”)
of
the
Fund,
including
each
of
the
Independent
Directors,
unanimously
voted
to
approve
the
continuation
of
the
existing
investment
management
agreement
(the
“Agreement”)
between
Fundrise
Advisors,
LLC
(the
“Adviser”)
and
the
Fund
for
an
additional
one-year
period.
In
connection
with
its
annual
consideration
of
the
Agreement
for
the
Fund,
the
Board,
through
its
independent
legal
counsel,
requested
and
received
extensive
materials
and
information
prepared
specifically
for
its
review
of
such
Agreement
by
the
Adviser
and
by
Broadridge
Financial
Solutions,
Inc.
(“Broadridge”),
an
independent
provider
of
investment
company
data.
The
report
from
Broadridge
compared
certain
fee
information
for
the
Fund
to
that
of
an
independently
selected
peer
group
of
similar
funds
(“Peer
Group”)
and
provided
performance
information
for
funds
in
the
Peer
Group
(the
“Broadridge
Report”).
Preceding
the
Meeting,
the
Board
also
reviewed
written
responses
from
the
Adviser
to
questions
posed
to
the
Adviser
by
counsel
on
behalf
of
the
Board
and
supporting
materials
relating
to
those
questions
and
responses.
In
addition,
the
Board
considered
such
additional
information
as
it
deemed
reasonably
necessary
to
evaluate
the
Agreement,
such
as
the
materials
and
presentations
by
Fund
officers
and
representatives
of
the
Adviser
received
at
the
Meeting
concerning
the
Agreement,
the
operation
of
the
Fund
and
the
Adviser.
The
Board
also
considered
information
received
at
prior
meetings
of
the
Board
and
its
committees,
to
the
extent
such
information
was
relevant,
to
its
evaluation
of
the
Agreement.
In
determining
whether
to
approve
the
renewal
of
the
Agreement,
the
members
of
the
Board
reviewed
and
evaluated
information
and
factors
they
believed
to
be
relevant
and
appropriate
in
the
exercise
of
their
reasonable
business
judgment.
While
individual
members
of
the
Board
may
have
weighed
certain
factors
differently,
the
Board’s
determination
to
approve
renewal
of
the
Agreement
was
based
on
a
comprehensive
consideration
of
all
information
provided
to
the
Board
with
respect
to
the
approval
of
the
renewal
of
the
Agreement.
The
Board
was
also
furnished
with
an
analysis
of
its
fiduciary
obligations
in
connection
with
its
evaluation
of
the
Agreement
and,
throughout
the
evaluation
process,
the
Board
was
assisted
by
counsel
for
the
Independent
Directors.
In
connection
with
their
deliberations,
the
Independent
Directors
met
separately
in
executive
session,
without
the
presence
of
representatives
of
the
Adviser,
to
consider
the
relevant
materials.
A
more
detailed
summary
of
the
important,
but
not
necessarily
all,
factors
the
Board
considered
with
respect
to
its
approval
of
the
renewal
of
the
Agreement
is
provided
below.
Nature,
Extent
and
Quality
of
Services
The
Board
considered
information
regarding
the
nature,
extent
and
quality
of
services
provided
to
the
Fund
by
the
Adviser.
The
Board
considered,
among
other
things,
the
terms
of
the
Agreement
and
the
range
of
services
provided
by
the
Adviser.
The
Board
considered
the
Adviser’s
reputation,
organizational
structure,
resources
and
overall
financial
strength
and
ability
to
carry
out
its
obligations
under
the
Agreement.
The
Board
also
considered
the
Adviser’s
experience
managing
other
similar
pooled
investment
vehicles
that
invest
in
real
estate-related
assets,
including
the
Fundrise
Income
Real
Estate
Fund,
LLC
(the
“Other
Investment
Vehicles”).
The
Board
considered
the
Adviser’s
professional
personnel
who
provide
services
to
the
Fund,
including
the
Adviser’s
ability
and
experience
in
attracting
and
retaining
qualified
personnel
to
service
the
Fund.
The
Board
also
considered
the
compliance
program
and
compliance
record
of
the
Adviser
and
the
Fund.
The
Board
noted
the
Adviser’s
support
of
the
Fund’s
compliance
control
structure,
including
the
resources
that
continue
to
be
devoted
by
the
Adviser
in
support
of
the
Fund’s
obligations
pursuant
to
Rule
38a-1
under
the
1940
Act
and
the
efforts
of
the
Adviser
and
its
affiliates
in
supporting
the
Fund
and
managing
various
operational
and
other
risks,
including,
but
not
limited
to,
cybersecurity
and
operational
risks.
The
Board
considered
the
day-to-day
portfolio
management
services
that
the
Adviser
provided
to
the
Fund.
In
this
regard,
the
Board
considered,
among
other
things,
the
Adviser’s
investment
philosophy
and
processes,
its
investment
research
capabilities
and
resources,
its
performance
record,
its
experience,
its
trading
operations
and
its
approach
to
managing
risk,
including
most
particularly
with
respect
to
investments
in
real
estate-related
assets.
The
Board
further
recognized
the
range
of
services
the
Adviser
provided
including,
but
not
limited
to,
structuring
terms
and
conditions
of
the
Fund’s
acquisitions
and
joint
ventures;
negotiating
an
executing
permissible
investments
and
other
transactions;
and
managing
liquidity
and
evaluating
potential
asset
dispositions.
Fundrise
Real
Estate
Interval
Fund,
LLC
Additional
Information
(UNAUDITED)
December
31,
2023
26
The
Board
considered
the
experience
of
the
Fund’s
portfolio
managers,
the
number
of
Other
Investment
Vehicles
managed
by
the
portfolio
managers,
and
the
Adviser’s
method
for
compensating
the
portfolio
managers.
In
addition,
the
Board
considered
the
assumption
of
business,
entrepreneurial,
overall
managerial
and
other
risks
by
the
Adviser
in
connection
with
managing
the
Fund.
The
Board
noted
that
the
Fund
is
a
closed-end
interval
fund
that
operates
in
accordance
with
the
framework
set
forth
in
Rule
23c-3
under
the
1940
Act
and
considered
the
special
attributes
of
the
Fund
relative
to
traditional
mutual
funds
and
the
benefits
that
are
realized
from
an
investment
in
the
Fund,
rather
than
a
traditional
mutual
fund.
The
Board
also
considered
the
resources
devoted
by
the
Adviser
and
its
affiliates
in
maintaining
an
infrastructure
necessary
to
support
the
on-going
operations
of
the
Fund,
including
its
interval
fund
structure.
After
consideration
of
the
foregoing
factors,
among
others,
the
Board
concluded
that
the
nature,
extent
and
quality
of
services
provided
by
the
Adviser,
taken
as
a
whole,
are
appropriate
and
consistent
with
the
terms
of
the
Agreement.
Fund
Performance
The
Board
reviewed
information
provided
by
the
Adviser
regarding
the
Fund’s
investment
performance,
performance
of
comparable
funds
in
the
Fund’s
Peer
Group
as
well
as
information
from
the
Adviser
regarding
the
performance
of
the
Fund
relative
to
certain,
appropriate
benchmark
indices,
and
assessed
the
Fund’s
performance
on
the
basis
of
total
return.
The
Board
considered,
among
other
things,
the
Adviser’s
efforts
to
generate
competitive
performance
returns
over
time.
The
materials
provided
indicated
that
the
Fund
outperformed
each
of
the
NAREIT
All
US
REITs
Total
Return
Index
and
NAREIT
Mortgage
REITs
Index
for
the
period
January
1,
2023
through
September
30,
2023.
The
Board
also
compared
the
Fund’s
performance
against
the
performance
of
funds
in
its
Peer
Group.
Based
on
these
considerations
and
other
factors,
the
Board
concluded
that
it
was
satisfied
that
the
Adviser
has
the
capability
of
providing
satisfactory
investment
performance
for
the
Fund.
Management
Fees
and
Expenses
The
Board
reviewed
and
considered
the
management
fee
rate
paid
by
the
Fund
to
the
Adviser
under
the
Agreement
and
the
Fund’s
total
expense
ratio.
The
Board
received
and
reviewed
a
report
prepared
by
Broadridge
comparing
the
Fund’s
management
fee
rate
and
total
expense
ratio
to
the
Fund’s
Peer
Group.
The
Board
considered
the
Fund’s
management
fees
and
total
expense
ratio
for
the
one-year
period
ended
December
31,
2022,
as
compared
to
the
Fund’s
Peer
Group.
In
considering
the
reasonableness
of
the
Fund’s
management
fee
and
total
expense
ratio,
the
Board
observed
that,
according
to
the
information
provided
by
Broadridge,
the
Fund’s
contractual
management
fee,
actual
management
fee
and
total
expense
ratio
were
each
below
the
average
of
the
Fund’s
Peer
Group.
Based
on
its
consideration
of
the
factors
and
information
it
deemed
relevant,
the
Board
concluded
that
the
compensation
payable
to
the
Adviser
under
the
Agreement
was
reasonable.
Profitability
The
Board
considered
information
from
the
Adviser
regarding
the
level
of
profits
realized
by
the
Adviser
and
relevant
affiliates
thereof
in
providing
investment
advisory,
administrative
and
other
services
to
the
Funds
and
to
the
Adviser’s
Other
Investment
Vehicles.
The
Board
concluded
that,
in
light
of
the
foregoing
factors
and
the
nature,
extent
and
quality
of
the
services
rendered,
the
profits
realized
by
the
Adviser
and
its
affiliates
from
the
Fund
are
not
excessive.
Economies
of
Scale
The
Board
considered
the
extent
to
which
economies
of
scale
may
be
realized
as
the
Fund’s
assets
continue
to
grow
and
whether
the
Fund’s
fee
structure
reflects
these
economies
of
scale
for
the
benefit
of
shareholders
of
the
Fund.
In
this
regard,
the
Board
noted
the
absence
of
any
breakpoints
in
the
Agreement’s
fee
structure.
The
Board
considered
the
Adviser’s
statement
that
it
believes
the
Fund’s
fee
structure
reflects
an
appropriate
sharing
of
economies
of
scale
and
acknowledged
the
difficulty
in
accurately
measuring
the
benefits
resulting
from
economies
of
scale,
if
any,
with
respect
to
the
management
of
any
specific
fund
or
group
of
funds.
The
Fundrise
Real
Estate
Interval
Fund,
LLC
Additional
Information
(UNAUDITED)
December
31,
2023
27
Board
reviewed
data
showing
the
increases
in
assets
of
the
Fund
as
well
as
the
assets
of
the
Other
Investment
Vehicles
managed
by
the
Adviser.
The
Board
concluded
that
the
fee
schedule
for
the
Fund
reflects
an
appropriate
level
of
sharing
of
any
economies
of
scale.
The
Board
noted
that
it
will
have
the
opportunity
to
periodically
reexamine
whether
the
Fund
has
achieved
any
economies
of
scale
and
the
appropriateness
of
any
potential
future
management
fee
breakpoints
as
part
of
its
future
review
of
the
Agreement.
“Fall-Out”
Benefits
The
Board
received
and
considered
information
regarding
potential
“fall-out”
or
ancillary
benefits
that
the
Adviser
and
its
affiliates
receive
as
a
result
of
their
relationships
with
the
Fund.
The
Board
noted
that
ancillary
benefits
include,
among
others,
benefits
directly
attributable
to
other
relationships
with
the
Fund
and
benefits
potentially
derived
from
an
increase
in
the
Adviser’s
and
its
affiliates’
business
as
a
result
of
their
relationships
with
the
Fund.
The
Board
also
considered
information
about
certain
fees
that
the
Adviser
or
its
affiliates
are
entitled
to
receive
in
connection
with
the
selection,
acquisition
or
origination
of
real
estate
properties
by
the
Fund,
noting
that
such
fees
were
reflected
in
the
profitability
information
received
by
the
Board.
Based
on
its
consideration
of
the
factors
and
information
it
deemed
relevant,
the
Board
did
not
deem
any
ancillary
benefits
that
may
be
received
by
the
Adviser
and
its
affiliates
to
be
unreasonable.
Conclusion
The
Board
did
not
identify
any
single
factor
discussed
previously
as
all-important
or
controlling.
The
Board,
including
the
Independent
Directors,
concluded
that
the
terms
of
the
Agreement
were
reasonable
and
that
the
fees
payable
to
the
Adviser
under
the
Agreement
were
reasonable
in
light
of
the
services
provided
to
the
Fund.
Accordingly,
based
on
its
deliberations
and
its
evaluation
of
the
factors
described
above
and
other
information
it
believed
relevant,
the
Board
determined
that
the
continuation
of
the
Agreement
was
in
the
best
interests
of
the
Fund.
2.
Disclosure
of
Portfolio
Holdings
The
Fund
files
its
complete
schedule
of
portfolio
holdings
with
the
SEC
for
the
first
and
third
quarters
of
each
fiscal
year
as
an
exhibit
to
its
reports
on
Form
N-PORT.
The
Fund’s
Form
N-PORT
reports
will
be
available
without
charge,
upon
request,
by
calling
(202)
584-0550
or
on
the
SEC’s
website
at
http://www.sec.gov
.
3.
Proxy
Voting
Policies
and
Procedures
A
description
of
the
policies
and
procedures
that
the
Fund
uses
to
determine
how
to
vote
proxies
relating
to
portfolio
securities
and,
once
available,
information
regarding
how
the
Fund
voted
those
proxies
(if
any)
during
the
year
ended
June
30,
2023,
is
available
(1)
without
charge,
upon
request,
by
calling
(202)
584-0550,
(2)
on
the
Fund’s
website
at
www.fundriseintervalfund.com
and
(3)
on
the
SEC’s
website
at
http://www.sec.gov
.
During
the
year
ended
June
30,
2023,
the
Fund
did
not
have
any
investments
that
required
the
Fund
to
vote
proxies,
and
therefore
did
not
vote
any
proxies
during
such
period.
Fundrise
Real
Estate
Interval
Fund,
LLC
Additional
Information
(UNAUDITED)
December
31,
2023
28
4.
Compensation
of
Directors
The
Fund’s
Statement
of
Additional
Information
includes
additional
information
about
the
Directors
and
is
available
(1)
without
charge,
upon
request,
by
calling
(202)
584-0550,
(2)
on
the
Fund’s
website
at
www.fundriseintervalfund.com
and
(3)
on
the
SEC’s
website
at
http://www.sec.gov
.
The
following
table
sets
forth
information
regarding
the
total
compensation
to
be
paid
to
the
Independent
Directors
for
their
services
as
Independent
Directors
for
the
Fund’s
fiscal
year
ended
December
31,
2023.
As
an
Interested
Director,
Mr.
Miller
receives
no
compensation
from
the
Fund
for
his
service
as
a
Director.
No
other
compensation
or
retirement
benefits
are
received
by
any
Director
or
officer
from
the
Fund.
5.
Directors
and
Officers
The
Fund
is
governed
by
a
Board
of
Directors.
The
following
tables
present
certain
information
regarding
the
Directors
and
Officers
of
the
Fund
as
of
December
31,
2023.
The
address
of
all
persons
is
c/o
Fundrise
Advisors,
LLC,
11
Dupont
Circle
NW,
9th
Floor,
Washington,
D.C.
20036.
For
more
information
regarding
the
Directors
and
officers,
please
refer
to
the
Fund’s
Statement
of
Additional
Information,
which
is
available,
without
charge,
upon
request
by
calling
(202)
584-0550.
Name
Aggregate
Compensation
from
the
Fund
Aggregate
Compensation
from
the
Fund
and
Fund
Complex
(1)
Paid
to
Directors
Jeffrey
R.
Deitrich
$
37,500
$
120,000
Glenn
R.
Osaka
37,500
120,000
Gayle
P.
Starr
37,500
75,000
Mark
D.
Monte
37,500
75,000
(1)
The
“Fund
Complex”
consists
of
the
Fund,
Fundrise
Growth
Tech
Fund,
LLC,
and
Fundrise
Income
Real
Estate
Fund,
LLC.
Fundrise
Real
Estate
Interval
Fund,
LLC
Additional
Information
(UNAUDITED)
December
31,
2023
29
Name
and
Year
of
Birth
Position
Held
Term
of
Office
and
Length
of
Term
Served
(1)
Principal
Occupation(s)
During
Past
5
Years
or
Longer
Number
of
Portfolios
in
Fund
Complex
(2)
Overseen
by
Director
Other
Directorships
Held
During
Past
5
Years
Independent
Directors
Jeffrey
R.
Deitrich
Born:
1982
Director
01/2020
to
Present
Senior
Vice
President,
Silverstein
Properties,
Inc.
(real
estate
investment
and
development
firm)
(2007-2016,
2022-current);
Principal,
Better
Building
Solutions
(technology
integration
and
managed
services
firm)
(2016-current);
Formerly,
Principal,
Frenchtown
Enterprises
(real
estate
investment
firm)
(2019-2022).
Asset
Manager,
Prudential
Real
Estate
Investors
(private
equity)
(2004-2007).
3
Fundrise
Income
Real
Estate
Fund,
LLC,
Fundrise
Growth
Tech
Fund,
LLC
Glenn
R.
Osaka
Born:
1955
Lead
Independent
Director
01/2020
to
Present
Consultant
and
Private
Investor
(early
stage
technology
companies)
(since
2013).
Formerly,
Senior
Vice
President,
Services,
Juniper
Networks,
Inc.
(2009-
2013);
Vice
President,
Strategy
and
Operations,
Cisco
Systems,
Inc.
(2007-
2009);
President
and
Chief
Executive
Officer,
Reactivity
Inc.
(technology
start-up
company)
(2001-2006);
Managing
Director,
Redleaf
Group
(venture
capital
firm)
(1999-2000);
Vice
President
and
General
Manager,
Enterprise
Computing,
Hewlett-Packard
(1979-1998).
3
Fundrise
Income
Real
Estate
Fund,
LLC,
Fundrise
Growth
Tech
Fund,
LLC
Gayle
P.
Starr
Born:
1954
Director
11/2020
to
Present
Consultant
and
Advisor,
Starr
RE
Consultants,
LLC
(real
estate
and
diversity
consulting
firm)
(since
2019);
Advisor,
Bridge33
Capital,
LLC
(commercial
real
estate
investment
firm)
(since
2019);
Formerly,
Advisor,
First
Republic
Bank
(commercial
bank
and
trust
company)
(2019-2022);
Managing
Director
(2015-2019)
and
Senior
Vice
President
(2002-2015);
Global
Capital
Markets,
Prologis,
Inc.
(publicly
traded
real
estate
investment
trust).
2
Fundrise
Income
Real
Estate
Fund,
LLC
Mark
D.
Monte
Born:
1960
Director
07/2022
to
Present
Retired.
Formerly,
Managing
Director,
BofA
Securities,
Inc.
(global
investment
bank)
(1997-2021).
2
Fundrise
Income
Real
Estate
Fund,
LLC
Interested
Director
and
Officer
Benjamin
S.
Miller
(3)
Born:
1977
Director,
Chairperson
and
President
01/2020
to
Present
Chief
Executive
Officer,
Fundrise
Advisors,
LLC
(since
2012);
Co-
Founder,
Chief
Executive
Officer
and
Director,
Rise
Companies
Corp.
(since
2012).
3
Fundrise
Income
Real
Estate
Fund,
LLC,
Fundrise
Growth
Tech
Fund,
LLC
(1)
Each
Director
serves
until
his
or
her
successor
is
elected
and
qualified,
until
the
Fund
terminates,
or
until
he
or
she
dies,
resigns,
retires
voluntarily,
or
is
otherwise
removed
or
retired
pursuant
to
the
LLC
Agreement.
(2)
The
“Fund
Complex”
consists
of
the
Fund,
Fundrise
Income
Real
Estate
Fund,
LLC
and
Fundrise
Growth
Tech
Fund,
LLC.
(3)
Mr.
Miller
is
considered
to
be
an
“interested
person”
of
the
Fund
(as
that
term
is
defined
by
Section
2(a)(19)
in
the
1940
Act)
because
of
his
affiliation
with
the
Adviser
and/or
its
affiliates.
Fundrise
Real
Estate
Interval
Fund,
LLC
Additional
Information
(UNAUDITED)
December
31,
2023
30
Name
and
Year
of
Birth
Position
Held
Term
of
Office
and
Length
of
Time
Served
(1)
Principal
Occupation(s)
During
Past
5
Years
Officers
Michelle
A.
Mirabal
Born:
1988
Secretary
and
Chief
Compliance
Officer
11/2020
to
present
Deputy
General
Counsel,
Fundrise
Advisors,
LLC
and
Rise
Companies
Corp.
and
officer
of
certain
funds
in
the
Fund
Complex
(since
2019);
Formerly,
Corporate
Counsel,
Amherst
Residential,
LLC
(2018-2019);
Associate,
Hogan
Lovells
US
LLP
(2014-2018).
Alison
A.
Staloch
Born:
1980
Treasurer
and
Principal
Financial/
Accounting
Officer
07/2021
to
present
Chief
Financial
Officer,
Fundrise
Advisors,
LLC
and
Rise
Companies
Corp.
and
officer
of
certain
funds
in
the
Fund
Complex
(since
2021);
Formerly,
Chief
Accountant
(2017-
2021),
Assistant
Chief
Accountant
(2015-
2017),
Division
of
Investment
Management,
U.S.
Securities
and
Exchange
Commission;
Senior
Manager,
KPMG
LLP
(2005-2015).
(1)
The
term
of
office
for
each
officer
will
continue
indefinitely.
FOR
MORE
INFORMATION
Investment
Adviser
Fundrise
Advisors,
LLC
11
Dupont
Circle
NW,
9th
Floor
Washington,
DC
20036
Fundrise
Real
Estate
Interval
Fund,
LLC
11
Dupont
Circle
NW,
9th
Floor
Washington,
DC
20036
(202)
584-0550
This
report
is
submitted
for
the
general
information
of
the
shareholders
of
the
Fund.
It
is
not
authorized
for
distribution
to
prospective
investors
unless
preceded
or
accompanied
by
an
effective
prospectus,
which
includes
information
regarding
the
Fund’s
risks,
objectives,
fees
and
expenses,
experience
of
its
management,
and
other
information.
Item 2. Code of Ethics
 
As of the end of the period covered by this report, the Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer and principal financial officer. During the period covered by the report, with respect to the Registrant’s code of ethics that applies to its principal executive officer and principal financial officer; there have been no amendments to, nor any waivers granted from, a provision that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item 2.
 
A copy of the code of ethics is included as an exhibit to this report.
 
Item 3. Audit Committee Financial Expert
 
The Board of Directors has designated Jeffrey R. Deitrich, who serves on the Board’s Audit Committee, as an audit committee financial expert. Mr. Deitrich is considered by the Board of Directors to be an independent director.
 
Item 4. Principal Accountant Fees and Services
 
(a) Audit Fees: Audit fees billed to the Registrant as of December 31, 2023, were $50,000, which is exclusive of audit fees totaling $108,000 in connection with the annual audit that had not yet been billed to the Registrant as of December 31, 2023. These amounts represent aggregate fees billed by the Registrant’s independent registered public accounting firm, (the “Accountant”) in connection with the annual audit of the Registrant’s financial statements and for services normally provided by the Accountant in connection with the Registrant’s statutory and regulatory filings for that fiscal year, including N-2 Consent fees. The audit fees billed for the year ended December 31, 2022 were $158,000.
 
(b) Audit-related fees billed to the Registrant were $23,500 and $22,500 for the year ended December 31, 2023, and the year ended December 31, 2022, respectively. These amounts represent assurance and related services by the Accountant that were reasonably related to the performance of the audit of the Registrant’s financial statements that were not reported under paragraph (a) of this Item.
 
(c) Tax Fees: There were no tax fees billed to the Registrant for the year ended December 31, 2023, or the year ended December 31, 2022, for professional services rendered by the Accountant for tax compliance, tax advice, or tax planning.
 
(d) All Other Fees: The aggregate fees billed for products and services provided by the Accountant, other than the services reported in paragraphs (a) through (c) of this Item are $1,800 and $2,900 for the year ended December 31, 2023, and the year ended December 31, 2022, respectively. The fees primarily relate to a Accounting Research Online subscription.
 
(e)(1) The Audit Committee has adopted, and the Board has approved, a Policy on Pre-Approval of Audit and Non-Audit Services (the “Policy”), which is intended to comply with Rule 2-01 of Regulation S-X and sets forth guidelines and procedures to be followed by the Registrant when retaining an auditor to perform audit, audit-related, tax and other services for the Registrant. The Policy permits such services to be pre-approved by the Audit Committee pursuant to either a general pre-approval or specific pre-approval. Unless a type of service provided by the auditor has received general pre-approval, it requires specific pre-approval by the Audit Committee. Any proposed services exceeding pre-approved cost levels require specific pre-approval by the Audit Committee.
 
(e)(2) With respect to the services provided to the Registrant described in paragraphs (b) through (d) of this Item 4, no amount was approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
 
(f) Not applicable.
 
(g) Not applicable.
 
(h) Not applicable, all non-audit services that were rendered to the Registrant's investment adviser were pre-approved as required.
 
(i) Not applicable.
 
(j) Not applicable.
 
Item 5. Audit Committee of Listed Registrants
 
Not applicable.
 
Item 6. Investments
 
(a) The schedule of investments is included as part of the report to Shareholders filed under Item 1 of this form.
 
(b) There were no divestment of securities (as defined by Section 13(c) of the 1940 Act) for this annual reporting period.
 
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
 
The Registrant’s Board of Directors (the “Board”) has adopted this Proxy Voting Policy (the “Proxy Voting Policy”) on behalf of the Registrant which delegates the responsibility for decisions regarding proxy voting for securities held by the Registrant to Fundrise Advisors, LLC (the “Adviser”), subject to the Board’s continuing oversight. The Registrant’s Chief Compliance Officer shall ensure that the Adviser has adopted a Proxy Voting Policy (the “Adviser’s Proxy Voting Policy”), which it will use to vote proxies for securities held by the Registrant in a manner that is consistent with this Proxy Voting Policy, as may be amended from time to time. The Board, including a majority of the Directors who are not “interested persons” (as such term is defined in the Investment Company Act of 1940, as amended) of the Registrant, must approve the Adviser’s Proxy Voting Policy as it relates to the Registrant. Due to the nature of the securities and other assets in which the Registrant intends to invest, proxy voting decisions for the Registrant may be limited.
 
The Registrant believes that the voting of proxies is an important part of portfolio management as it represents an opportunity for shareholders to make their voices heard and to influence the direction of a company. The Registrant are committed to voting proxies received in a manner consistent with the best interests of the Registrant’s shareholders. The Registrant believes that the Adviser is in the best position to make individual voting decisions for the Registrant consistent with this Proxy Voting Policy. Therefore, subject to the oversight of the Board, the Registrant has delegated the following duties to the Adviser:
 
·
        
to make the proxy voting decisions for the Registrant, in accordance with the Adviser’s Proxy Voting Policy;
 
·
        
to assist the Fund in disclosing its proxy voting record as required by Rule 30b1-4 under the 1940 Act, including providing the following information for each matter with respect to which the Fund is entitled to vote: (a) information identifying the matter voted on; (b) whether the matter was proposed by the issuer or by a security holder; (c) whether and how the Fund cast its vote; and (d) whether the Fund cast its vote for or against management; and
 
·
        
to provide to the Board, at least annually, a record of each proxy voted by the Adviser on behalf of the Fund, including a report on the resolution of all proxies identified by the Adviser as involving a conflict of interest.
 
In cases where a matter with respect to which the Registrant was entitled to vote presents a conflict between the interest of the Registrant’s shareholders, on the one hand, and those of the Adviser or its affiliate, on the other hand, the Registrant shall always vote in the best interest of the Registrant’s shareholders. For purposes of this Proxy Voting Policy, a vote shall be considered in the best interest of a Registrant’s shareholders when a vote is cast consistent with the specific voting policy as set forth in the Adviser’s Proxy Voting Policy, provided such specific voting policy was approved by the Board. The Adviser shall review with the Board any proposed material changes or amendments to the Adviser’s Proxy Voting Policy prior to implementation.
 
The Registrant will file a Form N-PX with the Registrant’s complete proxy voting record for the 12 months ended June 30, no later than August 31 of each year.
 
The copy of the Adviser’s Proxy Voting Policy is set forth below.
 
Adviser Proxy Voting Policies and Procedures
 
Fundrise Advisors, LLC (the “Adviser”), as a matter of policy and as a fiduciary to the Fundrise Real Estate Interval Fund, LLC (the “Fund”), has the responsibility for voting proxies for securities consistent with the best interests of the Fund. The Adviser maintains written procedures as to the handling, voting and reporting of proxy voting and makes appropriate disclosures about the Adviser’s proxy procedures and the availability of the Adviser’s proxy voting record. In general, the Adviser does not receive proxies to be voted due to the nature of its investments on behalf of the Fund; the procedures maintained by the Adviser are intended to comply with Rule 206(4)-6 under the Investment Advisers Act of 1940 (the “Advisers Act”) in the infrequent instance that the Adviser receives a proxy, or other action requiring a vote, from a security held by the Fund.
 
1.
Background and Description
 
In general, proxy voting is an important right of shareholders and reasonable care and diligence must be undertaken to ensure that such rights are properly and timely exercised. Investment advisers registered with the U.S. Securities and Exchange Commission, and which exercise voting authority with respect to client securities, are required by Rule 206(4)-6 under the Advisers Act to (a) adopt and implement written policies and procedures that are reasonably designed to ensure that client securities are voted in the best interests of clients, which must include how an adviser addresses material conflicts that may arise between an adviser’s interests and those of its clients; (b) disclose to clients how they may obtain information from the adviser with respect to the voting of proxies for their securities; (c) describe to clients a summary of its proxy voting policies and procedures and, upon request, furnish a copy to its clients; and (d) maintain certain records relating to the adviser’s proxy voting activities when the adviser does have proxy voting authority.
 
The purpose of these procedures (the “Procedures”) is to set forth the principles, guidelines and procedures by which the Adviser may vote the securities held by the Fund for which the Adviser may exercise voting authority and discretion. These Procedures have been designed to ensure that proxies are voted in the best interests of the Fund in accordance with fiduciary duties and Rule 206(4)-6 under the Advisers Act.
 
2.
Responsibility
 
The Adviser’s Chief Compliance Officer (together with any designees, the “CCO”) has responsibility for the implementation and monitoring of the Procedures, including associated practices, disclosures and recordkeeping.
 
3.
Procedures
 
The Adviser has adopted the procedures below to implement its proxy voting policy and to monitor and ensure that the policy is observed and amended or updated, as appropriate.
 
Voting Procedures
 
In the event the Adviser’s personnel receive proxy materials on behalf of the Fund, the personnel will forward such materials to the appropriate members of the Adviser’s Investment Committee to vote the proxy. The Adviser’s Investment Committee will analyze the proxy materials and determine how the Adviser should vote the proxy in accordance with applicable voting guidelines below. The CCO is responsible for coordinating this process in a timely and appropriate manner and delivering the proxy prior to the voting deadline.
 
The Adviser may engage a third-party proxy research and voting service to assist it in researching, recordkeeping and voting of proxies, subject to appropriate oversight.
 
Proxy Voting Guidelines
 
The following guidelines (the “Guidelines”) will inform the Adviser’s proxy voting decisions:
 
·
        
The guiding principle by which the Adviser votes on all matters submitted to security holders is the
maximization
of the ultimate economic value of the Fund’s holdings. The Adviser does not permit voting decisions to be influenced in any manner that is contrary to, or dilutive of, the guiding principle set forth above.
 
·
        
The Adviser will seek to avoid situations where there is any material conflicts of interest affecting its voting decisions. Any material conflicts of interest, regardless of whether actual or perceived, will be addressed in accordance with the conflict resolution procedures (see below).
 
·
        
The Adviser generally will vote on all matters presented to security holders in any proxy. However, Adviser reserves the right to abstain on any particular vote or otherwise withhold its vote on any matter if, in the judgment of
Adviser
, the costs associated with voting such proxy outweigh the benefits to the Fund or if the circumstances make such an abstention or withholding otherwise advisable and in the best interest of the Fund, in the judgment of Adviser.
 
·
        
Proxies will be voted in accordance with the Fund’s proxy voting policies and procedures, any applicable
investment
policies or restrictions of the Fund and, to the extent applicable, any resolutions or other instructions approved by the Fund’s Board of Directors.
 
·
        
Absent any legal or regulatory requirement to the contrary, the Adviser generally will seek to maintain the
confidentiality
of the particular votes that it casts on behalf of the Fund; however, the Adviser recognizes that the Fund must disclose the votes cast on its behalf in accordance with all legal and regulatory requirements.
 
While these Guidelines are intended to provide a benchmark for voting standards, each vote is ultimately cast on a case-by-case basis, taking into consideration the Adviser’s contractual obligations to the Fund and all other relevant facts and circumstances at the time of the vote (such that these Guidelines maybe overridden to the extent Adviser believes appropriate).
 
Conflicts of Interest
 
In certain instances, a potential or actual material conflict of interest may arise when the Adviser votes a proxy. As a fiduciary to the Fund, the Adviser takes these conflicts very seriously. While the Adviser’s primary goal in addressing any such conflict is to ensure that proxy votes are cast in the Fund’s best interest and are not affected by the Adviser’s potential or actual material conflict, there are a number of courses that the Adviser may take. The final decision about which course to follow shall be made by the Adviser’s Investment Committee. The Investment Committee may cause any of the following actions, among others, to be taken in that regard:
 
·
        
vote the
relevant
proxy in accordance with the vote indicated by the Guidelines;
 
·
        
vote
the
relevant proxy as an exception to Guidelines, provided that the reasons behind the voting decision are in the best interest of the Fund, are reasonably documented and are approved by the Adviser’s CCO;
 
·
        
engage an unaffiliated third-party proxy advisor to provide a voting recommendation or direct the proxy advisor to vote the relevant proxy in accordance with its independent assessment of the matter; or
 
·
        
“echo vote” or “mirror vote” the relevant proxy in the same proportion as the votes of other proxy holders.
Disclosure
 
The Adviser will provide conspicuously displayed information in the Fund’s registration statement summarizing these Procedures, including a statement that Shareholders may request information regarding how the Adviser voted the Fund’s proxies, and may request a copy of these Procedures.
 
Requests for Information
 
All requests for information regarding proxy votes, or these Procedures, received by any Adviser personnel should be forwarded to the Adviser’s CCO. In response to any request from a Fund shareholder, the CCO will prepare a written response with such information as the CCO determines, in its sole discretion, should be shared with the Fund shareholder.
 
Recordkeeping
 
The Adviser’s CCO shall retain the following records:
 
·
        
These Procedures and any amendments;
 
·
        
Each proxy statement that the Adviser receives;
 
·
        
A record of each vote that the Adviser casts;
 
·
        
Any document the Adviser created that was material to deciding how to vote a proxy, or that memorializes that decision; and
 
·
        
A copy of each written request for information on how the Adviser voted proxies, and a copy of any written response.
 
Item 8. Portfolio Managers of Closed-End Management Investment Companies
 
(a)(1) As of the date of this filing, Benjamin S. Miller, Brandon T. Jenkins, and R. Whitaker Booth are the Registrant’s portfolio managers and are primarily responsible for day-to-day management of the Registrant’s investment portfolio.
 
Benjamin S. Miller
– Mr. Miller currently serves as Chief Executive Officer of the Adviser and has served as Chief Executive Officer and a Director of Rise Companies since its inception on March 14, 2012. In December 2011, Mr. Miller started Popularise LLC, a real estate crowdsourcing website, which he currently manages. Prior to Rise Development, Mr. Miller had been a Managing Partner of the real estate company WestMill Capital Partners from October 2010 to June 2012, and before that, was President of Western Development Corporation from April 2006 to October 2010, after joining the company in early 2003 as a board advisor and then as COO in 2005. Western Development Corp. is one of the largest retail, mixed-use real estate companies in Washington, D.C.. While at Western Development, Mr. Miller led the development activities of over 1.5 million square feet of property, including more than $300 million of real estate acquisition and financing. Mr. Miller was an Associate and part of the founding team of Democracy Alliance, a progressive investment collaborative, from 2003 until he joined Western Development in 2005. From 1999 to 2001, Mr. Miller was an associate in business development at Lyte Inc., a retail technology start-up. Starting in 1997 until 1999, Mr. Miller worked as an analyst at a private equity real estate fund, Lubert-Adler, and for venture capital firm IL Management. Mr. Miller has a Bachelor of Arts from the University of Pennsylvania. Mr. Miller is on the Board of Trustees of the National Center for Children and Families.
 
Brandon T. Jenkins
– Mr. Jenkins currently serves as Chief Operating Officer of the Adviser and has served in such capacities with the sponsor since February of 2014, prior to which time he served as Head of Product Development and Director of Real Estate which he continues to do currently. Additionally, Mr. Jenkins has served as Director of Real Estate for WestMill Capital Partners since March of 2011. Previously, Mr. Jenkins spent two and a half years as an investment advisor and sales broker at Marcus & Millichap, the largest real estate investment sales brokerage in the country. Prior to his time in brokerage, Mr. Jenkins also worked for Westfield Corporation, a leading shopping center owner. Mr. Jenkins earned his Bachelor of Arts in Public Policy and Economics from Duke University.
 
R. Whitaker Booth
– Mr. Booth has served as Senior Vice President of Real Estate at Rise Companies since February 2020, and has supported real estate acquisition, asset management and valuation functions since joining the company in July 2014. Previously, Mr. Booth worked in debt underwriting at Walker & Dunlop and RMBS litigation in Navigant Consulting’s Disputes and Investigations practice. Mr. Booth received his MBA from University of Pennsylvania’s Wharton School and his Bachelor of Science in Commerce from University of Virginia’s McIntire School.
 
(a)(2) The portfolio managers primarily responsible for the day-to-day management of the Registrant’s portfolio also manage other pooled investment vehicles, as indicated below. The following table identifies, as of December 31, 2023: (i) the number of other registered investment companies, other pooled investment vehicles and other accounts managed by each portfolio manager; (ii) the total assets of such companies, vehicles and accounts; and (iii) the number and total assets of such companies, vehicles and accounts that are subject to an advisory fee based on performance, unless otherwise noted:
 
Name
 
Number of
Other
Accounts
Managed
 
 
Total Assets of
Other
Accounts
Managed
(Millions)
 
 
Number of
Other Accounts
Managed
Paying
Performance
Fees
 
 
Total Assets of
Other Accounts
Managed Paying
Performance Fees
(Millions)
 
Benjamin S. Miller
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Registered Investment Companies
 
2
 
 
$
689.29
 
 
0
 
 
$
0.00
 
Other Pooled Investment Vehicles
 
13
 
 
$
1,393.65
 
 
2
 
 
$
92.88
 
Other Accounts
 
0
 
 
$
0.00
 
 
0
 
 
$
0.00
 
Brandon T. Jenkins
 
 
 
 
 
 
 
 
 
 
 
 
 
Registered Investment Companies
 
2
 
 
$
689.29
 
 
0
 
 
$
0.00
 
Other Pooled Investment Vehicles
 
13
 
 
$
1,393.65
 
 
2
 
 
$
92.88
 
Other Accounts
 
0
 
 
$
0.00
 
 
0
 
 
$
0.00
 
R. Whitaker Booth
 
 
 
 
 
 
 
 
 
 
 
 
 
Registered Investment Companies
 
1
 
 
$
570.45
 
 
0
 
 
$
0.00
 
Other Pooled Investment Vehicles
 
13
 
 
$
1,393.65
 
 
2
 
 
$
92.88
 
Other Accounts
 
0
 
 
$
0.00
 
 
0
 
 
$
0.00
 
 
Conflicts of Interest
 
Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one investment account. Portfolio managers who manage other investment accounts in addition to a Registrant may be presented with the potential conflicts summarized below. The Adviser has adopted various policies and procedures designed to address potential conflicts of interest and intended to provide for fair and equitable management, also summarized below.
 
General.
The officers and directors of the Adviser and the key real estate and debt finance professionals of Rise Companies who perform services for the Registrant on behalf of the Adviser are also officers, directors, managers, and/or key professionals of Rise Companies and other Fundrise entities (such as the eREITs® and the Fundrise eFundTM and any additional funds registered under the 1940 Act and sponsored by the Sponsor). These persons have legal obligations with respect to those entities that are similar to their obligations to the Registrant. In the future, these persons and other affiliates of Rise Companies may organize other real estate-related or debt-related programs and acquire for their own account real estate-related investments that may be suitable for the Registrant. In addition, Rise Companies may grant equity interests in the Adviser to certain management personnel performing services for the Adviser.
 
Payment of Certain Fees and Expenses of the Adviser.
The Management Fee paid to Adviser will be based on the Registrant’s NAV, which will be calculated by Rise Companies’ internal accountants and asset management team. The Adviser may benefit by the Registrant retaining ownership of its assets at times when Shareholders may be better served by the sale or disposition of the Registrant’s assets in order to avoid a reduction in the Registrant’s NAV.
 
Allocation of Investment Opportunities.
The Registrant relies on the Adviser’s executive officers and Rise Companies’ key real estate and debt finance professionals who act on behalf of the Adviser to identify suitable investments. Rise Companies and other Fundrise entities also rely on these same key real estate and debt finance professionals. Rise Companies has in the past, and expects to continue in the future, to offer other Fundrise Platform investment opportunities, primarily through the Fundrise Platform, including offerings that acquire or invest in commercial real estate (“CRE”) equity investments, including multifamily residential properties, CRE loans, and other select real estate-related assets.
 
These additional programs may have investment criteria that compete with the Registrant.
 
If a sale, financing, investment or other business opportunity would be suitable for more than one program, Rise Companies will allocate it using its business judgment. Any allocation of this type may involve the consideration of a number of factors that Rise Companies determines to be relevant.
 
Except under any policies that may be adopted by the Adviser, which policies will be designed to minimize conflicts among the programs and other investment opportunities provided on the Fundrise Platform, no program or Fundrise Platform investment opportunity (including the Registrant) will have any duty, responsibility or obligation to refrain from:
 
·
        
engaging in the same or similar activities or lines of business as any program or Fundrise Platform investment opportunity;
 
·
        
doing business with any potential or actual tenant, lender, purchaser, supplier, customer or competitor of any program or Fundrise Platform investment opportunity;
 
·
        
engaging in, or refraining from, any other activities whatsoever relating to any of the potential or actual tenants, lenders, purchasers, suppliers or customers of any program or Fundrise Platform investment opportunity;
 
·
        
establishing material commercial relationships with another program or Fundrise Platform investment opportunity; or
 
·
        
making operational and financial decisions that could be considered to be detrimental to another program or Fundrise Platform investment opportunity.
 
In addition, any decisions by the Adviser to renew, extend, modify or terminate an agreement or arrangement, or enter into similar agreements or arrangements in the future, may benefit one program more than another program or limit or impair the ability of any program to pursue business opportunities. In addition, third parties may require as a condition to their arrangements or agreements with or related to any one particular program that such arrangements or agreements include or not include another program, as the case may be. Any of these decisions may benefit one program more than another program.
 
The Adviser may determine it appropriate for the Registrant and one or more Fundrise entities (such as the eREITs® and eFundTM and any additional funds registered under the 1940 Act and sponsored by the Sponsor) to participate in an investment opportunity. To the extent the Fund is able to make co-investments with other Fundrise entities, these co-investment opportunities may give rise to conflicts of interest or perceived conflicts of interest among the Registrant and the other participating Fundrise entities. To mitigate these conflicts, the Adviser will seek to execute such transactions for all of the participating entities, including the Registrant, on a fair and equitable basis, taking into account such factors as available capital, portfolio concentrations, suitability and any other factors deemed appropriate. However, there can be no assurance the risks posed by these conflicts of interest will be mitigated.
 
In order to avoid any actual or perceived conflicts of interest among the Fundrise Platform investment opportunities and with the Adviser’s directors, officers and affiliates, the Registrant has adopted a conflicts of interest policy to specifically address some of the conflicts relating to the Registrant’s activities. There is no assurance that these policies will be adequate to address all of the conflicts that may arise or will address such conflicts in a manner that is favorable to the Fund. The Adviser may modify, suspend or rescind the policies set forth in the conflicts policy, including any resolution implementing the provisions of the conflicts policy, in each case, without a vote of the Fund’s Shareholders.
 
Allocation of the Registrant Affiliates’ Time.
The Registrant relies on Rise Companies’ key real estate and debt finance professionals who act on behalf of the Adviser, including Mr. Benjamin S. Miller, for the day-to-day operation of the Registrant’s business. Mr. Benjamin S. Miller is also the Chief Executive Officer of Rise Companies and other Fundrise entities. As a result of his interests in other Fundrise entities, his obligations to other investors and the fact that he engages in and he will continue to engage in other business activities on behalf of himself and others, Mr. Benjamin S. Miller will face conflicts of interest in allocating his time among the Registrant, the Adviser and other Fundrise entities and other business activities in which he is involved. However, the Registrant believes that the Adviser and its affiliates have sufficient real estate and debt finance professionals to fully discharge their responsibilities to the Fundrise entities for which they work.
 
Receipt of Fees and Other Compensation by the Adviser and its Affiliates.
The Adviser and its affiliates will receive fees from the Registrant. These fees could influence the Adviser’s advice to the Registrant as well as the judgment of affiliates of the Adviser, some of whom also serve as the Adviser’s officers and directors and the key real estate and debt finance professionals of Rise Companies. Among other matters, these compensation arrangements could affect their judgment with respect to:
 
·
        
the continuation, renewal or enforcement of provisions in the LLC Agreement involving the Adviser and its affiliates or the Investment Management Agreement;
 
·
        
the offering of shares by the Registrant, which entitles the Adviser to a Management Fee and other fees;
 
·
        
acquisitions of investments and originations of equity or loans at higher purchase prices, which entitle the Adviser to higher acquisition fees and origination fees regardless of the quality or performance of the investment or loan;
 
·
        
borrowings up to the Registrant’s stated borrowing policy to acquire investments and to originate loans, which borrowings will increase the Management Fee payable by the Registrant to the Adviser;
 
·
        
whether the Registrant seeks necessary approvals to internalize the Registrant’s management, which may entail acquiring assets (such as office space, furnishings and technology costs) and the key real estate and debt finance professionals of Fundrise Companies who are performing services for the Registrant on behalf of the Adviser for consideration that would be negotiated at that time and may result in these real estate and debt finance professionals receiving more compensation from the Registrant than they currently receive from Rise Companies; and
 
·
        
whether and when the Registrant merges or consolidates its assets with other funds, including funds affiliated with the Adviser.
 
Duties Owed by Some of the Registrant’s Affiliates to the Adviser and the Adviser’s Affiliates.
The Adviser’s officers and directors and the key real estate and debt finance professionals of Rise Companies performing services on behalf of the Adviser are also officers, directors, managers and/or key professionals of:
 
·
        
Rise Companies;
 
·
        
the Adviser;
 
·
        
Fundrise, LLC;
 
·
        
other investment programs sponsored by Rise Companies; and
 
·
        
other Fundrise entities.
 
As a result, they owe duties to each of these entities, their shareholders, members and limited partners. These duties may from time to time conflict with the duties that they owe to the Registrant.
 
(a)(3) Each of the Registrant’s portfolio managers receives compensation for his services, including services performed for the Registrant on behalf of the Adviser, from Rise Companies. In an effort to retain key personnel, Rise Companies has structured its compensation plans for portfolio managers (and other key personnel) in a manner that it believes is competitive with other similar investment management firms. The portfolio managers are compensated with a fixed base salary and discretionary bonus based on, among other factors, the overall performance of Rise Companies. The bonus structure is formula driven and is not tied to the investment returns generated by, or the value of assets held in, the Registrant or any of the other accounts managed.
 
(a)(4) The following table discloses the dollar range of equity securities beneficially owned by the portfolio managers of the Fund as of December 31, 2023.
 
Name of Portfolio Manager
 
 
Dollar Range of Equity
Securities in the Fund
 
Benjamin S. Miller
 
 
$
0-10,000
 
Brandon T. Jenkins
 
 
$
0-10,000
 
R. Whitaker Booth
 
 
$
10,001-50,000
 
 
(b) Not applicable.
 
Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
 
There were no purchases of equity securities by the Sponsor or other affiliated purchasers for this annual reporting period.
 
Item 10. Submission of Matters to a Vote of Security Holders
 
As of February 23, 2024, there have been no material changes in the procedures by which Shareholders may recommend nominees to the Board of Directors.
 
Item 11. Controls and Procedures
 
(a) The Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act) are effective as of a date within 90 days of the filing date of this Report, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended.
 
(b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
 
During the period covered by this report, a third-party service provider commenced performing certain accounting and administrative services for the Registrant that are subject to Rise Companies’ oversight.
 
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
 
Not applicable.
 
Item 13. Exhibits
 
 
 
(a)(3) Not applicable.
 
(a)(4) Not applicable.
 
 
 
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
Fundrise Real Estate Interval Fund, LLC
 
By:
/s/ Benjamin S. Miller
 
 
Name: Benjamin S. Miller
 
 
Title: President
 
 
 
 
Date:
February 23, 2024
 
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
 
By:
/s/ Benjamin S. Miller
 
 
Name: Benjamin S. Miller
 
 
Title: Principal Executive Officer
 
 
 
 
Date:
February 23, 2024
 
 
By:
/s/ Alison A. Staloch
 
 
Name: Alison A. Staloch
 
 
Title: Treasurer and Principal Financial/Accounting Officer
 
 
 
 
Date:
February 23, 2024