8-K

Broadstone Net Lease, Inc. (BNL)

8-K 2025-04-30 For: 2025-04-30
View Original
Added on April 09, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 30, 2025

BROADSTONE NET LEASE, INC.

(Exact name of Registrant as Specified in Its Charter)

Maryland 001-39529 26-1516177
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
207 High Point Drive<br><br>Suite 300
Victor, New York 14564
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 585 287-6500
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N/A
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(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
Common Stock, $0.00025 par value BNL The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

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

Item 2.02 Results of Operations and Financial Condition.

On April 30, 2025, Broadstone Net Lease, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Additionally, on April 30, 2025, the Company made available on its website an updated presentation containing quarterly supplemental information pertaining to its operations and financial results including the quarter ended March 31, 2025. A copy of the quarterly supplemental information is attached hereto as Exhibit 99.2 and is incorporated herein by reference. The press release and quarterly supplemental information are also available on the Company’s website.

The information contained in this Item 2.02, including the information contained in the press release attached as Exhibit 99.1 hereto and quarterly supplemental information attached as Exhibit 99.2 hereto, are being “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. References to the Company’s website in this Current Report on Form 8-K and in the attached Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K do not incorporate by reference the information on such website into this Current Report on Form 8-K and the Company disclaims any such incorporation by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

INDEX TO EXHIBITS

Exhibit No. Description
99.1 Press Release dated April 30, 2025
99.2 Quarterly Supplemental Information for the Quarter Ended March 31, 2025
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

BROADSTONE NET LEASE, INC.
Date: April 30, 2025 By: /s/ John D. Callan
Name: John D. Callan<br>Title: Senior Vice President, General Counsel and Secretary

EX-99.1

EXHIBIT 99.1

For Immediate Release

April 30, 2025

Company Contact:<br><br><br><br>Brent Maedl<br><br>Director, Corporate Finance & Investor Relations<br><br>brent.maedl@broadstone.com<br><br>585.382.8507

Broadstone Net Lease Announces First Quarter 2025 Results

VICTOR, N.Y. – Broadstone Net Lease, Inc. (NYSE: BNL) (“BNL”, the “Company”, “we”, “our”, or “us”), today announced its operating results for the quarter ended March 31, 2025.

MANAGEMENT COMMENTARY

“We are pleased to report a strong first quarter of results, demonstrating continued disciplined execution,” said John Moragne, BNL’s Chief Executive Officer. “We remain focused on driving long-term shareholder value and believe our differentiated business model consisting of our four core building blocks along with an investment-grade balance sheet position us well in the current environment to execute on our growth strategy. We continue to find success growing our build-to-suit pipeline through both existing and new relationships, providing visibility to embedded revenue growth through 2026 and into 2027 – a distinct advantage in the triple-net lease landscape, particularly amid ongoing market uncertainty.”

FIRST QUARTER 2025 HIGHLIGHTS

OPERATING<br><br>RESULTS <ul><li><font>Generated net income of $17.5 million, or $0.09 per share, representing a 74.3% decrease compared to the same period in the prior year. The decrease is primarily related to a $58.7 million decrease in the gain on sale of real estate.</font></li><li><font>Generated adjusted funds from operations (“AFFO”) of $71.8 million, or $0.36 per diluted share, representing no change compared to the same period in the prior year.</font></li><li><font>Incurred $9.7 million of general and administrative expenses, representing a 2.5% increase compared to the previous year. Incurred core general and administrative expenses of $7.4 million, which excludes $2.2 million of stock-based compensation, and $0.1 million of non-capitalized transaction costs, representing a 3.8% decrease compared to the previous year.</font></li><li><font>Portfolio was 99.1% leased based on rentable square footage, with only two of our 769 properties vacant and not subject to a lease at quarter end.</font></li><li><font>Collected 99.1% of base rents due for the quarter for all properties under lease.</font></li></ul>
INVESTMENT & DISPOSITION ACTIVITY <ul><li><font>Invested $88.3 million, including $59.0 million in new property acquisitions, $26.5 million in build-to-suit developments, and $2.8 million in revenue generating capital expenditures. The completed acquisitions and revenue generating capital expenditures had a weighted average initial cash capitalization rate, lease term, and annual rent increase of 7.2%, 13.8 years, and 2.5%, respectively. Completed acquisitions had a weighted average straight-line yield of 8.3%. Total investments consist of $69.1 million in industrial properties and $19.2 million in retail properties.</font></li><li><font>Subsequent to quarter end through April 24, we invested $15.6 million, all of which is associated with build-to-suit developments.</font></li><li><font>As previously announced on April 24, we have a total of $255.8 million in remaining estimated investments for build-to-suit developments to be funded through the third quarter of 2026. Additionally, we have $132.9 million of acquisitions under control and $4.5 million of commitments to fund revenue generating capital expenditures with existing tenants. </font></li><li><font>During the quarter, we sold three properties for gross proceeds of $7.4 million at a weighted average cash capitalization rate of 9.2% on tenanted properties. There were no dispositions subsequent to quarter end.</font></li></ul>
CAPITAL MARKETS ACTIVITY <ul><li><font>In March 2025, we renewed our stock repurchase program for up to $150.0 million through March 2026.</font></li><li><font>In February 2025, we extended our $1.0 billion revolving credit facility from March 2026 to March 2029 and entered into a $500.0 million unsecured term loan expiring March 2028, of which $400.0 million was used to repay an existing term loan scheduled to mature in 2026. The remaining $100 million is available through a three-month draw feature that has yet to be exercised. </font></li><li><font>Ended the quarter with total outstanding debt of $2.0 billion, Net Debt of $2.0 billion, a Net Debt to Annualized Adjusted EBITDAre ratio of 5.1x, and a Pro Forma Net Debt to Annualized Adjusted EBITDAre ratio of 5.0x.</font></li><li><font>As of March 31, 2025, we had $825.9 million of capacity on our unsecured revolving credit facility.</font></li><li><font>Declared a quarterly dividend of $0.29 per share.</font></li></ul>

SUMMARIZED FINANCIAL RESULTS

For the Three Months Ended
(in thousands, except per share data) March 31,<br>2025 December 31,<br>2024 March 31,<br>2024
Revenues $ 108,690 $ 112,130 $ 105,366
Net income, including non-controlling interests $ 17,493 $ 27,607 $ 68,177
Net earnings per share – diluted $ 0.09 $ 0.14 $ 0.35
FFO $ 72,627 $ 80,003 $ 73,135
FFO per share $ 0.37 $ 0.41 $ 0.37
Core FFO $ 75,280 $ 74,427 $ 74,072
Core FFO per share $ 0.38 $ 0.38 $ 0.38
AFFO $ 71,812 $ 70,532 $ 70,873
AFFO per share $ 0.36 $ 0.36 $ 0.36
Diluted Weighted Average Shares Outstanding 196,898 196,697 196,417

FFO, Core FFO, and AFFO are measures that are not calculated in accordance with accounting principles generally accepted in the United States of America (“GAAP”). See the Reconciliation of Non-GAAP Measures later in this press release.

REAL ESTATE PORTFOLIO UPDATE

As of March 31, 2025, we owned a diversified portfolio of 769 individual net leased commercial properties with 762 properties located in 44 U.S. states and seven properties located in four Canadian provinces, comprising approximately 39.8 million rentable square feet of operational space. As of March 31, 2025, all but two of our properties were subject to a lease, and our properties were occupied by 204 different commercial tenants, with no single tenant accounting for more than 4.0% of our annualized base rent (“ABR”). Properties subject to a lease represent 99.1% of our portfolio’s rentable square footage. The ABR weighted average lease term and ABR weighted average annual rent increase, pursuant to leases on properties in the portfolio as of March 31, 2025, was 10.0 years and 2.0%, respectively.

BUILD-TO-SUIT DEVELOPMENT PROJECTS

The following table summarizes our in-process and stabilized developments as of April 24, 2025. We have secured the land and started construction on six in-process developments.

(unaudited, in thousands)
Property Projected Rentable Square Feet Start Date Target Stabilization Date Lease Term (Years) Total Project Commitment Estimated Total Project Investment Cumulative Investment at 4/24/2025 Estimated Remaining Investment Estimated Cash Capitalization Rate Estimated Straight-line Yield1
In-process retail:
7 Brew<br>(High Point - NC) 1 Dec. 2024 Apr. 2025 15.0 $ 1,975 $ 1,975 $ 1,477 $ 498 8.0 % 8.8 %
7 Brew<br>(Charleston - SC) 1 Feb. 2025 Apr. 2025 15.0 1,729 1,729 1,035 694 7.9 % 8.8 %
In-process industrial:
Sierra Nevada<br>(Dayton - OH) 122 Oct. 2024 Nov. 2025 15.0 58,563 58,563 14,802 43,761 7.6 % 9.4 %
Sierra Nevada<br>(Dayton - OH) 122 Oct. 2024 Mar. 2026 15.0 55,525 55,525 10,795 44,730 7.7 % 9.6 %
Southwire<br>(Bremen - GA) 1,200 Dec. 2024 Jul. 2026 10.0 115,411 109,845 11,403 98,442 7.6 % 8.6 %
Fiat Chrysler Automobile<br>(Forsyth - GA) 422 Apr. 2025 Aug. 2026 15.0 78,242 78,242 10,542 67,700 6.9 % 8.4 %
Total / weighted average 1,868 13.2 311,445 305,879 50,054 255,825 7.4 % 8.9 %
Stabilized industrial:
UNFI<br>(Sarasota - FL) 1,016 May 2023 Completed 15.0 204,833 200,958 200,958 7.2 % 8.6 %
Total / weighted average 2,884 13.9 $ 516,278 $ 506,837 $ 251,012 $ 255,825 7.3 % 8.8 %

1 Represents the estimated first year yield to be generated on a real estate investment, which was computed at the time of investment based on the estimated annual straight-line rental income computed in accordance with GAAP, divided by the estimated total project investment.

DISTRIBUTIONS

At its April 24, 2025, meeting, our board of directors declared a quarterly dividend of $0.29 per common share and OP Unit to holders of record as of June 30, 2025, payable on or before July 15, 2025.

2025 GUIDANCE

For 2025, BNL expects to report AFFO of between $1.45 and $1.49 per diluted share, which remains unchanged.

The guidance is based on the following key assumptions:

  • investments in real estate properties between $400 million and $600 million;
  • dispositions of real estate properties between $50 million and $100 million; and
  • total core general and administrative expenses between $30 million and $31 million.

Our per share results are sensitive to both the timing and amount of real estate investments, property dispositions, and capital markets activities that occur throughout the year.

The Company does not provide guidance for the most comparable GAAP financial measure, net income, or a reconciliation of the forward-looking non-GAAP financial measure of AFFO to net income computed in accordance with GAAP, because it is unable to reasonably predict, without unreasonable efforts, certain items that would be contained in the GAAP measure, including items that are not indicative of the Company’s ongoing operations, including, without limitation, potential impairments of real estate assets, net gain/loss on dispositions of real estate assets, changes in allowance for credit losses, and stock-based compensation expense. These items are uncertain, depend on various factors, and could have a material impact on the Company’s GAAP results for the guidance periods.

CONFERENCE CALL AND WEBCAST

The Company will host its first quarter earnings conference call and audio webcast on Thursday, May 1, 2025, at 11:00 a.m. Eastern Time.

To access the live webcast, which will be available in listen-only mode, please visit: https://events.q4inc.com/attendee/133004162. If you prefer to listen via phone, U.S. participants may dial: 1-833-470-1428 (toll free) or 1-404-975-4839 (local), access code 494942. International access numbers are viewable here: https://www.netroadshow.com/events/global-numbers?confId=80275.

A replay of the conference call webcast will be available approximately one hour after the conclusion of the live broadcast. To listen to a replay of the call via the web, which will be available for one year, please visit: https://investors.bnl.broadstone.com.

About Broadstone Net Lease, Inc.

BNL is an industrial-focused, diversified net lease REIT that invests in primarily single-tenant commercial real estate properties that are net leased on a long-term basis to a diversified group of tenants. Utilizing an investment strategy underpinned by strong fundamental credit analysis and prudent real estate underwriting, as of March 31, 2025, BNL’s diversified portfolio consisted of 769 individual net leased commercial properties with 762 properties located in 44 U.S. states and seven properties located in four Canadian provinces across the industrial, retail, and other property types.

Forward-Looking Statements

This press release contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, our plans, strategies, and prospects, both business and financial. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as “outlook,” “potential,” “may,” “will,” “should,” “could,” “seeks,” “approximately,” “projects,” “predicts,” “expect,” “intends,” “anticipates,” “estimates,” “plans,” “would be,” “believes,” “continues,” or the negative version of these words or other comparable words. Forward-looking statements, including our 2025 guidance and assumptions, involve known and unknown risks and uncertainties, which may cause BNL’s actual future results to differ materially from expected results, including, without limitation, risks and uncertainties related to general economic conditions, including but not limited to increases in the rate of inflation and/or interest rates, local real estate conditions, tenant financial health, property investments and acquisitions, and the timing and uncertainty of completing these property investments and acquisitions, and uncertainties regarding future distributions to our stockholders. These and other risks, assumptions, and uncertainties are described in Item 1A “Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which the Company filed with the SEC on February 20, 2025, which you are encouraged to read, and will be available on the SEC’s website at www.sec.gov. Please note that such Risk Factors will be updated, if necessary, through the filing of Quarterly Reports on Form 10-Q. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. The Company assumes no obligation to, and does not currently intend to, update any forward-looking statements after the date of this press release, whether as a result of new information, future events, changes in assumptions, or otherwise.

Notice Regarding Non-GAAP Financial Measures

In addition to our reported results and net earnings per diluted share, which are financial measures presented in accordance with GAAP, this press release contains and may refer to certain non-GAAP financial measures, including Funds from Operations (“FFO”), Core Funds From Operations (“Core FFO”), AFFO, Net Debt, and Net Debt to Annualized Adjusted EBITDAre. We believe the use of FFO, Core FFO, and AFFO are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO, Core FFO, and AFFO should not be considered alternatives to net income as a performance measure or to cash flows from operations, as reported on our statement of cash flows, or as a liquidity measure, and should be considered in addition to, and not in lieu of, GAAP financial measures. We believe presenting Net Debt to Annualized Adjusted EBITDAre is useful to investors because it provides information about gross debt less cash and cash equivalents, which could be used to repay debt, compared to our performance as measured using Annualized Adjusted EBITDAre. You should not consider our Annualized Adjusted EBITDAre as an alternative to net income or cash flows from operating activities determined in accordance with GAAP. A reconciliation of non-GAAP measures to the most directly comparable GAAP financial measure and statements of why management believes these measures are useful to investors are included below.

Broadstone Net Lease, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(in thousands, except per share amounts)

December 31,<br>2024
Assets
Accounted for using the operating method:
Land 780,817 $ 778,826
Land improvements 360,197 357,142
Buildings and improvements 3,848,623 3,815,521
Equipment 16,070 15,843
Total accounted for using the operating method 5,005,707 4,967,332
Less accumulated depreciation (694,990 ) (672,478 )
Accounted for using the operating method, net 4,310,717 4,294,854
Accounted for using the direct financing method 25,999 26,154
Accounted for using the sales-type method 570 571
Property under development 35,492 18,784
Investment in rental property, net 4,372,778 4,340,363
Cash and cash equivalents 9,605 14,845
Accrued rental income 166,436 162,717
Tenant and other receivables, net 2,581 3,281
Prepaid expenses and other assets 52,260 41,584
Interest rate swap, assets 29,681 46,220
Goodwill 339,769 339,769
Intangible lease assets, net 264,076 267,638
Total assets 5,237,186 $ 5,216,417
Liabilities and equity
Unsecured revolving credit facility 174,122 $ 93,014
Mortgages, net 76,260 76,846
Unsecured term loans, net 893,505 897,201
Senior unsecured notes, net 846,252 846,064
Interest rate swap, liabilities 3,353
Accounts payable and other liabilities 48,424 48,983
Dividends payable 58,220 58,317
Accrued interest payable 9,399 5,837
Intangible lease liabilities, net 46,837 48,731
Total liabilities 2,156,372 2,074,993
Commitments and contingencies
Equity
Broadstone Net Lease, Inc. equity:
Preferred stock, 0.001 par value; 20,000 shares authorized, no shares issued   or outstanding
Common stock, 0.00025 par value; 500,000 shares authorized, 189,073 and    188,626 shares issued and outstanding at March 31, 2025 and    December 31, 2024, respectively 47 47
Additional paid-in capital 3,456,041 3,450,584
Cumulative distributions in excess of retained earnings (536,074 ) (496,543 )
Accumulated other comprehensive income 29,720 49,657
Total Broadstone Net Lease, Inc. equity 2,949,734 3,003,745
Non-controlling interests 131,080 137,679
Total equity 3,080,814 3,141,424
Total liabilities and equity 5,237,186 $ 5,216,417

All values are in US Dollars.

Broadstone Net Lease, Inc. and Subsidiaries

Condensed Consolidated Statements of Income and Comprehensive (Loss) Income

(in thousands, except per share amounts)

For the Three Months Ended
March 31,<br>2025 December 31,<br>2024 March 31,<br>2024
Revenues
Lease revenues, net $ 108,690 $ 112,130 $ 105,366
Operating expenses
Depreciation and amortization 39,497 42,987 37,772
Property and operating expense 5,488 6,764 5,660
General and administrative 9,672 9,928 9,432
Provision for impairment of investment in rental properties 16,128 17,690 26,400
Total operating expenses 70,785 77,369 79,264
Other income (expenses)
Interest income 99 42 233
Interest expense (20,074 ) (19,564 ) (18,578 )
Gain on sale of real estate 405 8,196 59,132
Income taxes (355 ) (527 ) (408 )
Other (expenses) income (487 ) 4,699 1,696
Net income 17,493 27,607 68,177
Net income attributable to non-controlling interests (750 ) (1,217 ) (3,063 )
Net income attributable to Broadstone Net <br>   Lease, Inc. $ 16,743 $ 26,390 $ 65,114
Weighted average number of common shares outstanding
Basic 187,865 187,592 187,290
Diluted 196,898 196,697 196,417
Net earnings per common share
Basic and Diluted $ 0.09 $ 0.14 $ 0.35
Comprehensive (loss) income
Net income $ 17,493 $ 27,607 $ 68,177
Other comprehensive (loss) income
Change in fair value of interest rate swaps (19,892 ) 31,458 11,804
Realized (gain) loss on interest rate swaps (6 ) (6 ) 159
Comprehensive (loss) income (2,405 ) 59,059 80,140
Comprehensive loss (income) attributable to non-controlling interests 103 (2,602 ) (3,600 )
Comprehensive (loss) income attributable to Broadstone Net Lease, Inc. $ (2,302 ) $ 56,457 $ 76,540

Reconciliation of Non-GAAP Measures

The following is a reconciliation of net income to FFO, Core FFO, and AFFO for the three months ended March 31, 2025, December 31, 2024, and March 31, 2024. Also presented is the weighted average number of shares of our common stock and OP Units used for the diluted per share computation:

For the Three Months Ended
(in thousands, except per share data) March 31,<br>2025 December 31,<br>2024 March 31,<br>2024
Net income $ 17,493 $ 27,607 $ 68,177
Real property depreciation and amortization 39,411 42,902 37,690
Gain on sale of real estate (405 ) (8,196 ) (59,132 )
Provision for impairment on investment in rental properties 16,128 17,690 26,400
FFO $ 72,627 $ 80,003 $ 73,135
Net write-offs of accrued rental income 2,228 120 2,556
Other non-core income from real estate transactions1 (63 ) (1,183 )
Cost of debt extinguishment 165
Severance and employee transition costs 1 187 77
Other (income) expenses2 322 (4,700 ) (1,696 )
Core FFO $ 75,280 $ 74,427 $ 74,072
Straight-line rent adjustment (5,907 ) (6,312 ) (4,980 )
Amortization of debt issuance costs 1,237 983 983
Non-capitalized transaction costs 117 299 182
Realized gain or loss on interest rate swaps and other non-cash <br>   interest expense 2 (6 ) 159
Amortization of lease intangibles (1,064 ) (991 ) (1,018 )
Stock-based compensation 2,147 1,977 1,475
Deferred taxes 155
AFFO $ 71,812 $ 70,532 $ 70,873
Diluted WASO3 196,898 196,697 196,417
Net earnings per diluted share4 $ 0.09 $ 0.14 $ 0.35
FFO per diluted share4 0.37 0.41 0.37
Core FFO per diluted share4 0.38 0.38 0.38
AFFO per diluted share4 0.36 0.36 0.36

1 Amount includes $1.2 million of lease termination fees for the three months ended December 31, 2024. There were no lease termination fees during the three months ended March 31, 2024.

2 Amount includes $(0.3) million, $4.7 million, and $1.7 million of unrealized foreign exchange (loss) gain for the three months ended March 31, 2025, December 31, 2024, and March 31, 2024, respectively, primarily associated with our Canadian dollar denominated revolving borrowings.

3 Excludes 1,016,888, 974,256, and 663,196 weighted average shares of unvested restricted common stock for the three months ended March 31, 2025, December 31, 2024, and March 31, 2024, respectively.

4 Excludes $0.3 million from the numerator for the three months ended March 31, 2025 and December 31, 2024. Excludes $0.4 million from the numerator for the three months ended March 31, 2024.

Our reported results and net earnings per diluted share are presented in accordance with GAAP. We also disclose FFO, Core FFO, and AFFO, each of which are non-GAAP measures. We believe the use of FFO, Core FFO, and AFFO are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO, Core FFO, and AFFO should not be considered alternatives to net income as a performance measure or to cash flows from operations, as reported on our statement of cash flows, or as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures.

We compute FFO in accordance with the standards established by the Board of Governors of Nareit, the worldwide representative voice for REITs and publicly traded real estate companies with an interest in the U.S. real estate and capital markets. Nareit defines FFO as GAAP net income or loss adjusted to exclude net gains (losses) from sales of certain depreciated real estate assets, depreciation and amortization expense from real estate assets, and impairment charges related to certain previously depreciated real estate assets. FFO is used by management, investors, and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers, primarily because it excludes the effect of real estate depreciation and amortization and net gains (losses) on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions.

We compute Core FFO by adjusting FFO, as defined by Nareit, to exclude certain GAAP income and expense amounts that we believe are infrequently recurring, unusual in nature, or not related to its core real estate operations, including write-offs or recoveries of accrued rental income, cost of debt extinguishments, lease termination fees and other non-core income from real estate transactions, gain on insurance recoveries, severance and employee transition costs, and other extraordinary items. Exclusion of these items from similar FFO-type metrics is common within the equity REIT industry, and management believes that presentation of Core FFO provides investors with a metric to assist in their evaluation of our operating performance across multiple periods and in comparison to the operating performance of our peers, because it removes the effect of unusual items that are not expected to impact our operating performance on an ongoing basis.

We compute AFFO, by adjusting Core FFO for certain revenues and expenses that are non-cash or unique in nature, including straight-line rents, adjustment to provision for credit losses, amortization of lease intangibles, amortization of debt issuance costs, amortization of net mortgage premiums, non-capitalized transaction costs such as acquisition costs related to deals that failed to transact, (gain) loss on interest rate swaps and other non-cash interest expense, deferred taxes, stock-based compensation, and other specified non-cash items. We believe that excluding such items assists management and investors in distinguishing whether changes in our operations are due to growth or decline of operations at our properties or from other factors. We use AFFO as a measure of our performance when we formulate corporate goals, and is a factor in determining management compensation. We believe that AFFO is a useful supplemental measure for investors to consider because it will help them to better assess our operating performance without the distortions created by non-cash revenues or expenses.

Specific to our adjustment for straight-line rents, our leases include cash rents that increase over the term of the lease to compensate us for anticipated increases in market rental rates over time. Our leases do not include significant front-loading or back-loading of payments, or significant rent-free periods. Therefore, we find it useful to evaluate rent on a contractual basis as it allows for comparison of existing rental rates to market rental rates.

FFO, Core FFO, and AFFO may not be comparable to similarly titled measures employed by other REITs, and comparisons of our FFO, Core FFO, and AFFO with the same or similar measures disclosed by other REITs may not be meaningful.

Neither the SEC nor any other regulatory body has passed judgment on the acceptability of the adjustments to FFO that we use to calculate Core FFO and AFFO. In the future, the SEC, Nareit or another regulatory body may decide to standardize the allowable adjustments across the REIT industry and in response to such standardization we may have to adjust our calculation and characterization of Core FFO and AFFO accordingly.

The following is a reconciliation of net income to EBITDA, EBITDAre, Adjusted EBITDAre, and Pro Forma Adjusted EBITDAre, debt to Net Debt and Pro Forma Net Debt, Net Debt to Annualized Adjusted EBITDAre, and Pro Forma Net Debt to Annualized Adjusted EBITDAre as of and for the three months ended March 31, 2025, December 31, 2025, and March 31, 2024:

For the Three Months Ended
(in thousands) March 31,<br>2025 December 31,<br>2024 March 31,<br>2024
Net income $ 17,493 $ 27,607 $ 68,177
Depreciation and amortization 39,497 42,987 37,772
Interest expense 20,074 19,565 18,578
Income taxes 355 527 408
EBITDA $ 77,419 $ 90,686 $ 124,935
Provision for impairment of investment in rental properties 16,128 17,690 26,400
Gain on sale of real estate (405 ) (8,197 ) (59,132 )
EBITDAre $ 93,142 $ 100,179 $ 92,203
Adjustment for current quarter investment activity1 978 28
Adjustment for current quarter disposition activity2 (135 ) (11 ) (4,712 )
Adjustment to exclude non-recurring and other expenses3 44 348 (125 )
Adjustment to exclude net write-offs of accrued rental income 2,228 120 2,556
Adjustment to exclude realized / unrealized foreign exchange <br>   (gain) loss 322 (4,699 ) (1,696 )
Adjustment to exclude cost of debt extinguishment 166
Adjustment to exclude other income from real estate transactions4 (63 ) (1,183 )
Adjusted EBITDAre $ 96,682 $ 94,782 $ 88,226
Estimated revenues from developments5 631 334 2,771
Pro Forma Adjusted EBITDAre $ 97,313 $ 95,116 $ 90,997
Annualized EBITDAre 372,568 400,716 368,812
Annualized Adjusted EBITDAre 386,728 379,128 352,904
Pro Forma Annualized Adjusted EBITDAre 389,252 380,464 363,988

1 Reflects an adjustment to give effect to all investments during the quarter, including developments that have reached rent commencement, as if they had been made as of the beginning of the quarter.

2 Reflects an adjustment to give effect to all dispositions during the quarter as if they had been sold as of the beginning of the quarter.

3 Amount includes less than $0.1 million of accelerated lease intangible amortization for the three months ended March 31, 2025.

4 Amount includes $1.2 million of lease termination fees during the three months ended December 31, 2024.

5 Represents estimated contractual revenues based on in-process development spend to-date.

(in thousands) March 31,<br>2025 December 31,<br>2024 March 31,<br>2024
Debt
Unsecured revolving credit facility $ 174,122 $ 93,014 $ 73,820
Unsecured term loans, net 893,505 897,201 896,260
Senior unsecured notes, net 846,252 846,064 845,498
Mortgages, net 76,260 76,846 78,517
Debt issuance costs 10,300 6,802 8,337
Gross Debt 2,000,439 1,919,927 1,902,432
Cash and cash equivalents (9,605 ) (14,845 ) (221,740 )
Restricted cash (1,428 ) (1,148 ) (1,038 )
Net Debt $ 1,989,406 $ 1,903,934 $ 1,679,654
Estimated net proceeds from forward equity agreements1 (38,124 ) (38,514 )
Pro Forma Net Debt $ 1,951,282 $ 1,865,420 $ 1,679,654
Leverage Ratios:
Net Debt to Annualized EBITDAre 5.3x 4.8x 4.6x
Net Debt to Annualized Adjusted EBITDAre 5.1x 5.0x 4.8x
Pro Forma Net Debt to Annualized Adjusted EBITDAre 5.0x 4.9x 4.6x

1 Represents pro forma adjustment for estimated net proceeds from forward sale agreements that have not settled as if they have been physically settled for cash as of the period presented.

We define Net Debt as gross debt (total reported debt plus debt issuance costs) less cash and cash equivalents and restricted cash. We believe that the presentation of Net Debt to Annualized EBITDAre and Net Debt to Annualized Adjusted EBITDAre is useful to investors and analysts because these ratios provide information about gross debt less cash and cash equivalents, which could be used to repay debt, compared to our performance as measured using EBITDAre.

We compute EBITDA as earnings before interest, income taxes and depreciation and amortization. EBITDA is a measure commonly used in our industry. We believe that this ratio provides investors and analysts with a measure of our performance that includes our operating results unaffected by the differences in capital structures, capital investment cycles and useful life of related assets compared to other companies in our industry. We compute EBITDAre in accordance with the definition adopted by Nareit, as EBITDA excluding gains (losses) from the sales of depreciable property and provisions for impairment on investment in real estate. We believe EBITDA and EBITDAre are useful to investors and analysts because they provide important supplemental information about our operating performance exclusive of certain non-cash and other costs. EBITDA and EBITDAre are not measures of financial performance under GAAP, and our EBITDA and EBITDAre may not be comparable to similarly titled measures of other companies. You should not consider our EBITDA and EBITDAre as alternatives to net income or cash flows from operating activities determined in accordance with GAAP.

We are focused on a disciplined and targeted investment strategy, together with active asset management that includes selective sales of properties. We manage our leverage profile using a ratio of Net Debt to Annualized Adjusted EBITDAre, and Pro Forma Net Debt to Annualized Adjusted EBITDAre, each discussed further below, which we believe is a useful measure of our ability to repay debt and a relative measure of leverage, and is used in communications with our lenders and rating agencies regarding our credit rating. As we fund new investments using our unsecured Revolving Credit Facility, our leverage profile and Net Debt will be immediately impacted by current quarter investments. However, the full benefit of EBITDAre from new investments will not be received in the same quarter in which the properties are acquired. Additionally, EBITDAre for the quarter includes amounts generated by properties that have been sold during the quarter. Accordingly, the variability in EBITDAre caused by the timing of our investments and dispositions can temporarily distort our leverage ratios. We adjust EBITDAre (“Adjusted EBITDAre”) for the most recently completed quarter (i) to recalculate as if all investments and dispositions had occurred at the beginning of the quarter, (ii) to exclude certain GAAP income and expense amounts that are either non-cash, such as cost of debt extinguishments, realized or unrealized gains and losses on foreign currency transactions, or gains on insurance recoveries, or that we believe are one time, or unusual in nature because they relate to unique circumstances or transactions that had not previously occurred and which we do not anticipate occurring in the future, and (iii) to eliminate the impact of lease termination fees and other items that are not a result of normal operations. While investments in build-to-suit developments have an immediate impact to Net Debt, we do not make an adjustment to EBITDAre until the quarter in which the lease commences. We define our Pro Forma Adjusted EBITDAre as Adjusted EBITDAre adjusted to show the impact of estimated contractual revenues based on in-process development spend to-date. Our Pro Forma Net Debt is defined as Net Debt adjusted for estimated net proceeds from forward sale agreements that have not settled as if they have been physically settled for cash as of the period presented. We then annualize quarterly Adjusted EBITDAre and Pro Forma Adjusted EBITDAre by multiplying them by four (“Annualized Adjusted EBITDAre” and “Annualized Pro Forma Adjusted EBITDAre”). You should not unduly rely on this measure as it is based on assumptions and estimates that may prove to be inaccurate. Our actual reported EBITDAre for future periods may be significantly different from our Annualized Adjusted EBITDAre. Adjusted EBITDAre and Annualized Adjusted EBITDAre are not measurements of performance under GAAP, and our Adjusted EBITDAre and Annualized Adjusted EBITDAre may not be comparable to similarly titled measures of other companies. You should not consider our Adjusted EBITDAre and Annualized Adjusted EBITDAre as alternatives to net income or cash flows from operating activities determined in accordance with GAAP.

EX-99.2

Exhibit 99.2

img213941062_0.jpg

toneet Lease, Inc. (NYSE: BNL) is a Real Estate Investment Trust (REIT) that acquires, owns, and manages single-tenant commercial real estate properties that are net leased on a long-term basis to a diversified group of tenants. www.broadstone.com

Table of Contents

Section Page
About the Data 3
Company Overview 4
Quarterly Financial Summary 5
Balance Sheet 6
Income Statement Summary 7
Funds From Operations (FFO), Core Funds From Operations (Core FFO), and Adjusted Funds From Operations (AFFO) 8
Lease Revenues Detail 9
Capital Structure 10
Equity Rollforward 11
Debt Outstanding 12
Interest Rate Swaps 13
EBITDA, EBITDAre, and Other Non-GAAP Operating Measures 14
Net Debt Metrics & Covenants 15
Debt & Swap Maturities 16
Investment Activity 17
Transitional Capital & Built-to-Suit Development Projects 18
Dispositions & Portfolio at a Glance: Key Metrics 19
Diversification: Tenants and Brands 20-23
Diversification: Property Type 24-25
Key Statistics by Property Type 26
Diversification: Tenant Industry 27
Diversification: Geography 28
Lease Expirations 29
Portfolio Occupancy 30
Definitions and Explanations 31-32

BROADSTONE NET LEASE, INC. | www.broadstone.com | © 2025 Broadstone Net Lease, LLC. All rights reserved. 2

About the Data

This data and other information described herein are as of and for the three months ended March 31, 2025 unless otherwise indicated. Future performance may not be consistent with past performance and is subject to change and inherent risks and uncertainties. This information should be read in conjunction with Broadstone Net Lease, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2024, including the financial statements and the management’s discussion and analysis of financial condition and results of operations sections.

Forward Looking Statements

Information set forth herein contains forward-looking statements, which reflect our current views regarding our business, financial performance, growth prospects and strategies, market opportunities, and market trends. Forward-looking statements include all statements that are not historical facts. In some cases, you can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “would be,” “seeks,” “approximately,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” or the negative version of these words or other comparable words. All of the forward-looking statements herein are subject to various risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions, and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, our actual results, performance, and achievements could differ materially from those expressed in or by the forward-looking statements and may be affected by a variety of risks and other factors. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from such forward-looking statements. These factors include, but are not limited to, risks and uncertainties related to general economic conditions, including but not limited to increases in the rate of inflation and/or interest rates, local real estate conditions, tenant financial health, and property acquisitions and the timing of these investments and acquisitions. These and other risks, assumptions, and uncertainties are described in our filings with the SEC, which are available on the SEC’s website at www.sec.gov.

You are cautioned not to place undue reliance on any forward-looking statements included herein. All forward-looking statements are made as of the date of this document and the risk that actual results, performance, and achievements will differ materially from the expectations expressed or referenced herein will increase with the passage of time. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by law.

IP Disclaimer

This document contains references to copyrights, trademarks, trade names, and service marks that belong to other companies. Broadstone Net Lease is not affiliated or associated with, and is not endorsed by and does not endorse, such companies or their products or services.

BROADSTONE NET LEASE, INC. | www.broadstone.com | © 2025 Broadstone Net Lease, LLC. All rights reserved. 3

Company Overview

Broadstone Net Lease, Inc. (NYSE:BNL) (the “Company”, “BNL”, “us”, “our”, and “we”) is an industrial-focused, diversified net lease real estate investment trust (“REIT”) that invests in primarily single-tenant commercial real estate properties that are net leased on a long-term basis to a diversified group of tenants. We primarily, and selectively, invest in real estate across industrial and retail property types. We target properties with credit worthy tenants in industries characterized by positive business drivers and trends, where the properties are an integral part of the tenants’ businesses and there are opportunities to secure long-term net leases. Through long-term net leases, our tenants are able to retain operational control of their strategically important locations, while allocating their debt and equity capital to fund core business operations rather than real estate ownership.

Executive Team<br>John D. Moragne<br><br>Chief Executive Officer and Member, Board of Directors<br><br>Ryan M. Albano<br><br>President and Chief Operating Officer<br><br>Kevin M. Fennell<br><br>Executive Vice President, Chief Financial Officer and Treasurer<br><br>John D. Callan, Jr.<br><br>Senior Vice President, General Counsel, and Secretary<br><br>Michael B. Caruso<br><br>Senior Vice President, Underwriting & Strategy<br><br>Will D. Garner<br><br>Senior Vice President, Acquisitions<br><br>Jennie L. O’Brien<br><br>Senior Vice President and Chief Accounting Officer<br><br>Molly Kelly Wiegel<br><br>Senior Vice President, Human Resources & Administration Board of Directors<br>Laurie A. Hawkes<br><br>Chairman of the Board<br><br>John D. Moragne<br><br>Chief Executive Officer<br><br>Denise Brooks-Williams<br><br>Michael A. Coke<br><br>Jessica Duran<br><br>Laura Felice<br><br>Richard Imperiale<br><br>David M. Jacobstein<br><br>Shekar Narasimhan<br><br>Joseph Saffire<br><br>James H. Watters
Company Contact Information<br>Brent Maedl<br>Director, Corporate Finance & Investor Relations<br><br>brent.maedl@broadstone.com<br><br>585-382-8507<br><br><br><br><br>Transfer Agent<br>Computershare Trust Company, N.A.<br><br>150 Royall Street<br><br>Canton, Massachusetts 02021<br><br>800-736-3001
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Quarterly Financial Summary

(unaudited, dollars in thousands except per share data)

Q1 2025 Q4 2024 Q3 2024 Q2 2024 Q1 2024
Financial Summary
Investment in rental property $ 5,032,276 $ 4,994,057 $ 5,018,626 $ 4,840,961 $ 4,666,969
Less accumulated depreciation (694,990 ) (672,478 ) (644,214 ) (627,871 ) (606,225 )
Property under development 35,492 18,784 165,014 133,064
Investment in rental property, net 4,372,778 4,340,363 4,374,412 4,378,104 4,193,808
Cash and cash equivalents 9,605 14,845 8,999 18,282 221,740
Restricted cash 1,428 1,148 2,219 1,614 1,038
Total assets 5,237,186 5,216,417 5,263,286 5,264,557 5,269,655
Unsecured revolving credit facility 174,122 93,014 125,482 79,096 73,820
Mortgages, net 76,260 76,846 77,416 77,970 78,517
Unsecured term loans, net 893,505 897,201 896,887 896,574 896,260
Senior unsecured notes, net 846,252 846,064 845,875 845,687 845,498
Total liabilities 2,156,372 2,074,993 2,124,927 2,067,147 2,051,951
Total Broadstone Net Lease, Inc. <br>   equity 2,949,734 3,003,745 2,999,074 3,054,802 3,073,622
Total equity (book value) 3,080,814 3,141,424 3,138,359 3,197,410 3,217,704
Revenues 108,690 112,130 108,397 105,907 105,366
General and administrative - <br>   other 7,525 7,951 6,893 7,831 7,957
Stock based compensation 2,147 1,977 1,829 2,073 1,475
General and administrative 9,672 9,928 8,722 9,904 9,432
Total operating expenses 70,785 77,369 54,811 56,463 79,264
Interest expense 20,074 19,564 18,178 17,757 18,578
Net income 17,493 27,607 37,268 35,937 68,177
Net earnings per common share,<br>   diluted $ 0.09 $ 0.14 $ 0.19 $ 0.19 $ 0.35
FFO 72,627 80,003 73,818 73,725 73,135
FFO per share, diluted $ 0.37 $ 0.41 $ 0.37 $ 0.37 $ 0.37
Core FFO 75,280 74,427 73,971 73,001 74,072
Core FFO per share, diluted $ 0.38 $ 0.38 $ 0.37 $ 0.37 $ 0.38
AFFO 71,812 70,532 70,185 70,401 70,873
AFFO per share, diluted $ 0.36 $ 0.36 $ 0.35 $ 0.36 $ 0.36
Net cash provided by operating <br>   activities 71,459 63,911 67,303 74,172 70,867
Capital expenditures and improvements 1,106 2,205 1,180 134 132
Capital expenditures and improvements - revenue generating 13,242 3,755 6,351 38 3,000
Net cash (used in) provided by investing <br>   activities (85,335 ) 27,338 (65,618 ) (225,708 ) 204,285
Net cash provided by (used in) financing <br>   activities 8,916 (86,474 ) (10,363 ) (51,346 ) (73,006 )
Distributions declared 58,874 57,209 56,354 57,710 57,292
Distributions declared per diluted <br>   share $ 0.290 $ 0.290 $ 0.290 $ 0.290 $ 0.285

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Balance Sheet

(unaudited, in thousands)

December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024
Assets
Accounted for using the operating method:
Land 780,817 $ 778,826 $ 784,545 $ 773,224 $ 724,199
Land improvements 360,197 357,142 357,090 324,138 316,170
Buildings and improvements 3,848,623 3,815,521 3,834,310 3,708,366 3,591,260
Equipment 16,070 15,843 15,824 8,248 8,247
Total accounted for using the    operating method 5,005,707 4,967,332 4,991,769 4,813,976 4,639,876
Less accumulated depreciation (694,990 ) (672,478 ) (644,214 ) (627,871 ) (606,225 )
Accounted for using the    operating method, net 4,310,717 4,294,854 4,347,555 4,186,105 4,033,651
Accounted for using the direct    financing method 25,999 26,154 26,285 26,413 26,522
Accounted for using the sales-type    method 570 571 572 572 571
Property under development 35,492 18,784 165,014 133,064
Investment in rental property, net 4,372,778 4,340,363 4,374,412 4,378,104 4,193,808
Investment in rental property and intangible lease assets held for sale, net 38,779
Cash and cash equivalents 9,605 14,845 8,999 18,282 221,740
Accrued rental income 166,436 162,717 158,350 153,551 149,203
Tenant and other receivables, net 2,581 3,281 2,124 2,604 836
Prepaid expenses and other assets 52,260 41,584 36,230 33,255 33,149
Interest rate swap, assets 29,681 46,220 27,812 56,444 57,900
Goodwill 339,769 339,769 339,769 339,769 339,769
Intangible lease assets, net 264,076 267,638 276,811 282,548 273,250
Total assets 5,237,186 $ 5,216,417 $ 5,263,286 $ 5,264,557 $ 5,269,655
Liabilities and equity
Unsecured revolving credit facility 174,122 $ 93,014 $ 125,482 $ 79,096 $ 73,820
Mortgages, net 76,260 76,846 77,416 77,970 78,517
Unsecured term loans, net 893,505 897,201 896,887 896,574 896,260
Senior unsecured notes, net 846,252 846,064 845,875 845,687 845,498
Interest rate swap, liabilities 3,353 13,050
Accounts payable and other liabilities 48,424 48,983 47,651 42,635 40,655
Dividends payable 58,220 58,317 58,163 58,028 56,871
Accrued interest payable 9,399 5,837 9,642 14,033 9,377
Intangible lease liabilities, net 46,837 48,731 50,761 53,124 50,953
Total liabilities 2,156,372 2,074,993 2,124,927 2,067,147 2,051,951
Equity
Broadstone Net Lease, Inc.    equity:
Preferred stock, 0.001 par value
Common stock, 0.00025 par value 47 47 47 47 47
Additional paid-in capital 3,456,041 3,450,584 3,450,116 3,444,265 3,446,910
Cumulative distributions in excess of    retained earnings (536,074 ) (496,543 ) (467,922 ) (449,893 ) (430,169 )
Accumulated other comprehensive    income 29,720 49,657 16,833 60,383 56,834
Total Broadstone Net Lease, Inc.    equity 2,949,734 3,003,745 2,999,074 3,054,802 3,073,622
Non-controlling interests 131,080 137,679 139,285 142,608 144,082
Total equity 3,080,814 3,141,424 3,138,359 3,197,410 3,217,704
Total liabilities and equity 5,237,186 $ 5,216,417 $ 5,263,286 $ 5,264,557 $ 5,269,655

All values are in US Dollars.

BROADSTONE NET LEASE, INC. | www.broadstone.com | © 2025 Broadstone Net Lease, LLC. All rights reserved. 6

Income Statement Summary

(unaudited, in thousands except per share data)

Three Months Ended
March 31,<br>2025 December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024
Revenues
Lease revenues, net $ 108,690 $ 112,130 $ 108,397 $ 105,907 $ 105,366
Operating expenses
Depreciation and amortization 39,497 42,987 38,016 37,404 37,772
Property and operating <br>   expense 5,488 6,764 7,014 5,303 5,660
General and administrative 9,672 9,928 8,722 9,904 9,432
Provision for impairment of <br>   investment in rental <br>   properties 16,128 17,690 1,059 3,852 26,400
Total operating expenses 70,785 77,369 54,811 56,463 79,264
Other income (expenses)
Interest income 99 42 70 649 233
Interest expense (20,074 ) (19,564 ) (18,178 ) (17,757 ) (18,578 )
Gain on sale of real estate 405 8,196 2,441 3,384 59,132
Income taxes (355 ) (527 ) 291 (531 ) (408 )
Other (expenses) income (487 ) 4,699 (942 ) 748 1,696
Net income 17,493 27,607 37,268 35,937 68,177
Net income attributable to <br>   non-controlling interests (750 ) (1,217 ) (1,660 ) (608 ) (3,063 )
Net income attributable to <br>   Broadstone Net Lease, Inc. $ 16,743 $ 26,390 $ 35,608 $ 35,329 $ 65,114
Weighted average number of common shares outstanding
Basic (a) 187,865 187,592 187,496 187,436 187,290
Diluted (a) 196,898 196,697 196,932 196,470 196,417
Net earnings per common share (b)
Basic and Diluted $ 0.09 $ 0.14 $ 0.19 $ 0.19 $ 0.35
  • Excludes 1,016,888 weighted average shares of unvested restricted common stock for the three months ended March 31, 2025.
  • Excludes $0.3 million from the numerator for the three months ended March 31, 2025, related to dividends declared on shares of unvested restricted common stock.

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Funds From Operations (FFO), Core Funds From Operations (Core FFO), and Adjusted Funds From Operations (AFFO)

(unaudited, in thousands except per share data)

Three Months Ended
March 31,<br>2025 December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024
Net income $ 17,493 $ 27,607 $ 37,268 $ 35,937 $ 68,177
Real property depreciation and <br>   amortization 39,411 42,902 37,932 37,320 37,690
Gain on sale of real estate (405 ) (8,196 ) (2,441 ) (3,384 ) (59,132 )
Provision for impairment of investment <br>   in rental properties 16,128 17,690 1,059 3,852 26,400
FFO $ 72,627 $ 80,003 $ 73,818 $ 73,725 $ 73,135
Net write-offs of accrued rental income 2,228 120 2,556
Other non-core income from real estate transactions (63 ) (1,183 ) (887 )
Cost of debt extinguishment 165
Severance and employee transition costs 1 187 98 24 77
Other (income) expenses (a) 322 (4,700 ) 942 (748 ) (1,696 )
Core FFO $ 75,280 $ 74,427 $ 73,971 $ 73,001 $ 74,072
Straight-line rent adjustment (5,907 ) (6,312 ) (5,309 ) (5,051 ) (4,980 )
Adjustment to provision for credit <br>   losses (17 )
Amortization of debt issuance costs 1,237 983 983 983 983
Non-capitalized transaction costs 117 299 25 445 182
Realized gain or loss on interest rate swaps <br>   and other non-cash interest expense 2 (6 ) (5 ) 62 159
Amortization of lease intangibles (1,064 ) (991 ) (1,309 ) (1,095 ) (1,018 )
Stock-based compensation 2,147 1,977 1,829 2,073 1,475
Deferred taxes 155
AFFO $ 71,812 $ 70,532 $ 70,185 $ 70,401 $ 70,873
Diluted weighted average shares <br>   outstanding (b) 196,898 196,697 196,932 196,470 196,417
Net earnings per diluted share (c) $ 0.09 $ 0.14 $ 0.19 $ 0.19 $ 0.35
FFO per diluted share (c) 0.37 0.41 0.37 0.37 0.37
Core FFO per diluted share (c) 0.38 0.38 0.37 0.37 0.38
AFFO per diluted share (c) 0.36 0.36 0.35 0.36 0.36
  • Amount includes $0.3 million of unrealized and realized foreign exchange loss for the three months ended March 31, 2025, primarily associated with our Canadian dollar denominated revolver borrowings.
  • Excludes 1,016,888 weighted average shares of unvested restricted common stock for the three months ended March 31, 2025.
  • Excludes $0.3 million from the numerator for the three months ended March 31, 2025, related to dividends declared on shares of unvested restricted common stock.

BROADSTONE NET LEASE, INC. | www.broadstone.com | © 2025 Broadstone Net Lease, LLC. All rights reserved. 8

Lease Revenues Detail

(unaudited, in thousands)

Three Months Ended
March 31,<br>2025 December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024
Contractual rental amounts billed for <br>   operating leases $ 99,314 $ 98,193 $ 96,596 $ 95,736 $ 97,549
Adjustment to recognize contractual <br>   operating lease billings on a straight-<br>   line basis 6,064 6,444 5,438 5,177 5,104
Net write-offs of accrued rental income (2,228 ) (2,556 )
Variable rental amounts earned 680 1,098 644 659 598
Earned income from direct financing <br>   leases 682 686 691 689 682
Interest income from sales-type <br>   leases 14 15 14 15 14
Operating expenses billed to tenants 4,944 5,400 5,537 4,651 5,105
Other income from real estate <br>   transactions 77 1,054 907 12 66
Adjustment to revenue recognized for <br>   uncollectible rental amounts billed, net (857 ) (760 ) (1,430 ) (1,032 ) (1,196 )
Total Lease revenues, net $ 108,690 $ 112,130 $ 108,397 $ 105,907 $ 105,366

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Capital Structure

(in thousands, except per share data)

img213941062_4.jpg

EQUITY
Shares of Common Stock 189,073
OP Units 8,402
Common Stock & OP Units 197,475
Price Per Share / Unit at March 31, 2025 $ 17.04
IMPLIED EQUITY MARKET CAPITALIZATION $ 3,364,972
% of Total Capitalization 62.8 %
DEBT
Unsecured Revolving Credit Facility - 2026 $ 174,122
Unsecured Term Loans 900,000
Unsecured Term Loan - 2027 200,000
Unsecured Term Loan - 2028 400,000
Unsecured Term Loan - 2029 300,000
Senior Unsecured Notes 850,000
Senior Unsecured Notes - 2027 150,000
Senior Unsecured Notes - 2028 225,000
Senior Unsecured Notes - 2030 100,000
Senior Unsecured Public Notes - 2031 375,000
Mortgage Debt - Various 76,317
TOTAL DEBT $ 2,000,439
% of Total Capitalization 37.2 %
Floating Rate Debt % 1.5 %
Fixed Rate Debt % 98.5 %
Secured Debt % 3.8 %
Unsecured Debt % 96.2 %
Total Capitalization $ 5,365,411
Less: Cash and Cash Equivalents (9,605 )
Enterprise Value $ 5,355,806

BROADSTONE NET LEASE, INC. | www.broadstone.com | © 2025 Broadstone Net Lease, LLC. All rights reserved. 10

Equity Rollforward

(in thousands)

Shares of Common Stock OP Units Total Diluted Shares
Balance, January 1, 2025 188,626 8,646 197,272
Grants of restricted stock awards - employees 292 292
Retirement of common shares under equity incentive plan (86 ) (86 )
Forfeiture of restricted stock awards (3 ) (3 )
OP unit conversion 244 (244 )
Balance, March 31, 2025 189,073 8,402 197,475

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Debt Outstanding

(in thousands)

March 31, December 31,
2025 2024 Interest Rate Maturity Date
Unsecured revolving credit facility $ 174,122 $ 93,014 Applicable reference rate <br>+ 0.85% (a) Mar. 2029 (d)
Unsecured term loans:
2026 Unsecured Term Loan 400,000 one-month adjusted SOFR + 1.00% (b) Feb. 2026 (e)
2027 Unsecured Term Loan 200,000 200,000 daily simple adjusted SOFR + 0.95% (c) Aug. 2027
2028 Unsecured Term Loan 400,000 one-month adjusted SOFR + 0.95% (b) Mar. 2028 (f)
2029 Unsecured Term Loan 300,000 300,000 daily simple adjusted SOFR + 1.25% (c) Aug. 2029
Total unsecured term loans 900,000 900,000
Unamortized debt issuance costs, net (6,495 ) (2,799 )
Total unsecured term loans, net 893,505 897,201
Senior unsecured notes:
2027 Senior Unsecured Notes - Series A 150,000 150,000 4.84% Apr. 2027
2028 Senior Unsecured Notes - Series B 225,000 225,000 5.09% Jul. 2028
2030 Senior Unsecured Notes - Series C 100,000 100,000 5.19% Jul. 2030
2031 Senior Unsecured Public Notes 375,000 375,000 2.60% Sep. 2031
Total senior unsecured notes 850,000 850,000
Unamortized debt issuance costs and<br>   original issuance discount, net (3,748 ) (3,936 )
Total senior unsecured notes, net 846,252 846,064
Total unsecured debt, net $ 1,913,879 $ 1,836,279
  • At March 31, 2025 and December 31, 2024, a balance of $104.3 million and $23.5 million, respectively, was subject to daily simple SOFR. The remaining balance of $100.0 million CAD borrowings remeasured to $69.8 million USD and $69.5 million USD, at March 31, 2025 and December 31, 2024, respectively, and was subject to daily simple CORRA of 2.77% and 3.32% at March 31, 2025 and December 31, 2024, respectively.
  • At March 31, 2025 and December 31, 2024, one-month SOFR was 4.32% and 4.33%, respectively.
  • At March 31, 2025 and December 31, 2024, overnight SOFR was 4.41% and 4.49%, respectively.
  • Our unsecured revolving credit facility contains two six-month extension options subject to certain conditions, including the payment of an extension fee equal to 0.0625% of the revolving commitments.
  • The 2026 Unsecured Term Loan was paid in full on February 28, 2025 with borrowings from the 2028 Unsecured Term Loan.
  • Our 2028 unsecured term loan reflected above assumes exercise of two twelve-month extension options subject to certain conditions, including the payment of an extension fee equal to 0.125% of the aggregate principal amount of the loans outstanding under the 2028 term loan facility.
Origination Maturity Interest March 31, December 31,
Lender Date Date Rate 2025 2024
Wilmington Trust National Association Apr. 2019 Feb. 2028 4.92% $ 42,476 $ 42,838
Wilmington Trust National Association Jun. 2018 Aug. 2025 4.36% 18,166 18,283
PNC Bank Oct. 2016 Nov. 2026 3.62% 15,675 15,792
Total mortgages 76,317 76,913
Debt issuance costs, net (57 ) (67 )
Mortgages, net $ 76,260 $ 76,846
Year of Maturity Revolving <br>Credit Facility Mortgages Term Loans Senior Notes Total
--- --- --- --- --- --- --- --- --- --- ---
2025 $ $ 19,601 $ $ $ 19,601
2026 16,843 16,843
2027 1,596 200,000 150,000 351,596
2028 38,277 400,000 225,000 663,277
2029 174,122 300,000 474,122
Thereafter 475,000 475,000
Total $ 174,122 $ 76,317 $ 900,000 $ 850,000 $ 2,000,439

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Interest Rate Swaps

(dollars in thousands)

March 31, 2025
Counterparty Maturity Date (a) Fixed<br>Rate (b) Variable Rate Index Notional<br>Amount Fair <br>Value
Effective Swaps: (c)
Truist Financial Corporation April 2025 2.20 % daily compounded SOFR $ 25,000 $
Bank of Montreal July 2025 2.32 % daily compounded SOFR 25,000 130
Truist Financial Corporation July 2025 1.99 % daily compounded SOFR 25,000 151
Truist Financial Corporation December 2025 2.30 % daily compounded SOFR 25,000 342
Bank of Montreal January 2026 1.92 % daily compounded SOFR 25,000 416
Bank of Montreal January 2026 2.05 % daily compounded SOFR 40,000 627
Capital One, National Association January 2026 2.08 % daily compounded SOFR 35,000 542
Truist Financial Corporation January 2026 1.93 % daily compounded SOFR 25,000 415
Capital One, National Association April 2026 2.68 % daily compounded SOFR 15,000 203
Capital One, National Association July 2026 1.32 % daily compounded SOFR 35,000 1,129
Bank of Montreal December 2026 2.33 % daily compounded SOFR 10,000 254
Bank of Montreal December 2026 1.99 % daily compounded SOFR 25,000 780
Toronto-Dominion Bank March 2027 2.46 % daily compounded CORRA 13,964 (d) 44
Wells Fargo Bank, N.A. April 2027 2.72 % daily compounded SOFR 25,000 517
Bank of Montreal December 2027 2.37 % daily compounded SOFR 25,000 892
Capital One, National Association December 2027 2.37 % daily compounded SOFR 25,000 888
Wells Fargo Bank, N.A. January 2028 2.37 % daily compounded SOFR 75,000 2,674
Bank of Montreal May 2029 2.09 % daily compounded SOFR 25,000 1,563
Regions Bank May 2029 2.11 % daily compounded SOFR 25,000 1,538
Regions Bank June 2029 2.03 % daily compounded SOFR 25,000 1,620
U.S. Bank National Association June 2029 2.03 % daily compounded SOFR 25,000 1,622
Regions Bank August 2029 2.58 % one-month SOFR 100,000 4,015
Toronto-Dominion Bank August 2029 2.58 % one-month SOFR 45,000 1,835
U.S. Bank National Association August 2029 2.65 % one-month SOFR 15,000 568
U.S. Bank National Association August 2029 2.58 % one-month SOFR 100,000 4,033
U.S. Bank National Association August 2029 1.35 % daily compounded SOFR 25,000 2,387
Bank of Montreal March 2030 3.80 % daily simple SOFR 80,000 (754 )
JPMorgan Chase Bank, N.A. March 2030 3.79 % daily simple SOFR 50,000 (437 )
Regions Bank March 2032 2.69 % daily compounded CORRA 13,964 (d) 105
U.S. Bank National Association March 2032 2.70 % daily compounded CORRA 13,964 (d) 102
Bank of Montreal March 2034 2.81 % daily compounded CORRA 27,929 (e) 289
$ 1,044,821 $ 28,490
Forward Starting Swaps: (c) (f)
U.S. Bank National Association June 2030 3.73 % daily simple SOFR $ 70,000 $ (500 )
Truist Financial Corporation June 2030 3.73 % daily simple SOFR 55,000 (405 )
Manufacturers & Traders Trust Company September 2030 3.71 % daily simple SOFR 50,000 (355 )
Regions Bank September 2030 3.69 % daily simple SOFR 15,000 (101 )
Truist Financial Corporation September 2030 3.70 % daily simple SOFR 15,000 (101 )
Toronto-Dominion Bank December 2030 3.66 % daily simple SOFR 70,000 (382 )
Regions Bank December 2030 3.66 % daily simple SOFR 55,000 (318 )
$ 330,000 $ (2,162 )
Total Swaps $ 1,374,821 $ 26,328
  • The weighted average maturity date of effective swaps and effective swaps and forward starting swaps combined was 3.3 years and 3.8 years, respectively, at March 31, 2025.
  • At March 31, 2025, the weighted average interest rate on all outstanding borrowings was 3.81%, inclusive of a weighted average fixed rate on effective interest rate swaps of 2.48%.
  • The classification between “effective” and “forward starting” swaps is determined as of the most recent period presented.
  • The contractual notional amount is $20.0 million CAD.
  • The contractual notional amount is $40.0 million CAD.
  • Forward starting swaps have effective dates that are 5 years prior to each respective maturity date.

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EBITDA, EBITDAre, and Other-Non GAAP Operating Measures

(unaudited, in thousands)

Three Months Ended
March 31,<br>2025 December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024
Net income $ 17,493 $ 27,607 $ 37,268 $ 35,937 $ 68,177
Depreciation and amortization 39,497 42,987 38,016 37,404 37,772
Interest expense 20,074 19,565 18,178 17,757 18,578
Income taxes 355 527 291 531 408
EBITDA $ 77,419 $ 90,686 $ 93,753 $ 91,629 $ 124,935
Provision for impairment of investment in <br>   rental properties 16,128 17,690 1,059 3,852 26,400
Gain on sale of real estate (405 ) (8,197 ) (2,441 ) (3,384 ) (59,132 )
EBITDAre $ 93,142 $ 100,179 $ 92,371 $ 92,097 $ 92,203
Adjustment for current quarter investment activity (a) 978 28 4,080 1,241
Adjustment for current quarter disposition activity (b) (135 ) (11 ) (66 ) (87 ) (4,712 )
Adjustment to exclude non-recurring and other expenses (c) 44 348 (201 ) 26 (125 )
Adjustment to exclude net write-offs of accrued rental income 2,228 120 2,556
Adjustment to exclude realized / unrealized foreign exchange (gain) loss 322 (4,699 ) 942 (748 ) (1,696 )
Adjustment to exclude cost of debt extinguishment 166
Adjustment to exclude other income from real estate transactions (63 ) (1,183 ) (887 )
Adjusted EBITDAre $ 96,682 $ 94,782 $ 96,239 $ 92,529 $ 88,226
Estimated revenues from developments (d) 631 334 3,458 2,771
Pro Forma Adjusted EBITDAre $ 97,313 $ 95,116 $ 96,239 $ 95,987 $ 90,997
Annualized EBITDAre $ 372,568 $ 400,716 $ 369,484 $ 368,388 $ 368,812
Annualized Adjusted EBITDAre 386,728 379,128 384,956 370,116 352,904
Pro Forma Annualized Adjusted EBITDAre 389,252 380,464 384,956 383,948 363,988
  • Reflects an adjustment to give effect to all investments during the quarter, including developments that have reached rent commencement, as if they had been made as of the beginning of the quarter.
  • Reflects an adjustment to give effect to all dispositions during the quarter as if they had been sold as of the beginning of the quarter.
  • Amounts include less than $0.1 million of accelerated lease intangible amortization during the three months ended March 31, 2025.
  • Represents estimated contractual revenues based on in-process development spend to-date.
Three Months Ended
March 31,<br>2025 December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024
Adjusted EBITDAre $ 96,682 $ 94,782 $ 96,239 $ 92,529 $ 88,226
General and administrative 9,628 9,581 8,924 9,878 9,557
Adjusted Net Operating Income ("NOI") $ 106,310 $ 104,363 $ 105,163 $ 102,407 $ 97,783
Straight-line rental revenue, net (6,084 ) (6,317 ) (6,128 ) (5,191 ) (4,929 )
Other amortization and non-cash charges (1,007 ) (796 ) (1,309 ) (1,095 ) (1,018 )
Adjusted Cash NOI $ 99,219 $ 97,250 $ 97,726 $ 96,121 $ 91,836
Annualized Adjusted NOI $ 425,240 $ 417,452 $ 420,652 $ 409,628 $ 391,132
Annualized Adjusted Cash NOI 396,876 389,000 390,904 384,484 367,344

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Net Debt Metrics

(in thousands)

March 31,<br>2025 December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024
Debt
Unsecured revolving credit facility $ 174,122 $ 93,014 $ 125,482 $ 79,096 $ 73,820
Unsecured term loans, net 893,505 897,201 896,887 896,574 896,260
Senior unsecured notes, net 846,252 846,064 845,875 845,687 845,498
Mortgages, net 76,260 76,846 77,416 77,970 78,517
Debt issuance costs 10,300 6,802 7,314 7,825 8,337
Gross Debt 2,000,439 1,919,927 1,952,974 1,907,152 1,902,432
Cash and cash equivalents (9,605 ) (14,845 ) (8,999 ) (18,282 ) (221,740 )
Restricted cash (1,428 ) (1,148 ) (2,219 ) (1,614 ) (1,038 )
Net Debt $ 1,989,406 $ 1,903,934 $ 1,941,756 $ 1,887,256 $ 1,679,654
Estimated net proceeds from forward equity agreements (a) (38,124 ) (38,514 ) (38,983 )
Pro Forma Net Debt $ 1,951,282 $ 1,865,420 $ 1,902,773 $ 1,887,256 $ 1,679,654
Leverage Ratios:
Net Debt to Annualized EBITDAre 5.3x 4.8x 5.3x 5.1x 4.6x
Net Debt to Annualized Adjusted <br>   EBITDAre 5.1x 5.0x 5.0x 5.1x 4.8x
Pro Forma Net Debt to Annualized<br>   Adjusted EBITDAre 5.0x 4.9x 4.9x 4.9x 4.6x
  • Represents pro forma adjustment for estimated net proceeds from forward sale agreements that have not settled as if they have been physically settled for cash as of the period presented.

Covenants

The following is a summary of key financial covenants for the Company’s unsecured debt instruments. The covenants associated with the Revolving Credit Facility, Unsecured Term Loans with commercial banks, and the Series A-C Senior Unsecured Notes, are reported to the respective lenders via quarterly covenant reporting packages. The covenants associated with the 2031 Senior Unsecured Public Notes are not required to be reported externally to third parties, and are instead calculated in connection with borrowing activity and for financial reporting purposes only. These calculations, which are not based on U.S. GAAP measurements, are presented to investors to show that as of March 31, 2025, the Company believes it is in compliance with the covenants.

Covenants Required Revolving Credit Facility and Unsecured Term Loans Senior Unsecured <br>Notes Series <br>A, B, & C 2031 Senior Unsecured Public Notes
Leverage ratio ≤ 0.60 to 1.00 0.33 0.34 Not Applicable
Secured indebtedness ratio ≤ 0.40 to 1.00 0.01 0.01 Not Applicable
Unencumbered coverage ratio ≥ 1.75 to 1.00 5.67 Not Applicable Not Applicable
Fixed charge coverage ratio ≥ 1.50 to 1.00 4.30 4.30 Not Applicable
Total unsecured indebtedness to <br>   total unencumbered eligible <br>   property value ≤ 0.60 to 1.00 0.35 0.37 Not Applicable
Dividends and other restricted <br>   payments Only applicable <br>in case of default Not Applicable Not Applicable Not Applicable
Aggregate debt ratio ≤ 0.60 to 1.00 Not Applicable Not Applicable 0.37
Consolidated income available for <br>   debt to annual debt service <br>   charge ≥ 1.50 to 1.00 Not Applicable Not Applicable 5.25
Total unencumbered assets to <br>   total unsecured debt ≥ 1.50 to 1.00 Not Applicable Not Applicable 2.77
Secured debt ratio ≤ 0.40 to 1.00 Not Applicable Not Applicable 0.01

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Debt Maturities

(dollars in millions)

The Company utilizes diversified sources of debt capital including unsecured bank debt, unsecured notes, and secured mortgages (where appropriate).

Weighted Average Debt Maturity: 4.4 years (a)

img213941062_5.jpg

  • Our Revolving Credit Facility reflected above assumes exercise of two six-month extension options subject to certain conditions, including the payment of an extension fee equal to 0.0625% of the revolving commitments. Our 2028 unsecured term loan reflected above assumes exercise of two twelve-month extension options subject to certain conditions, including the payment of an extension fee equal to 0.125% of the aggregate principal amount of the loans outstanding under the 2028 term loan facility.

Swap Maturities

(dollars in millions)

Weighted Average Effective Swap Maturity: 3.3 years<br><br>Weighted Average Effective & Forward Starting Swap Maturity: 3.8 years

img213941062_6.jpg

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Investment Activity

(square feet and dollars in thousands)

The following tables summarize the Company’s investment activity during 2025.

Q1 2025
Acquisitions:
Number of transactions 3
Number of properties 6
Square feet 438
Acquisition price $ 59,004
Industrial 41,088
Retail 17,916
Initial cash capitalization rate 7.2 %
Straight-line yield 8.3 %
Weighted average lease term (years) 13.6
Weighted average annual rent increase 2.6 %
Build-to-suit developments:
Investments $ 26,494
Revenue generating capital expenditures:
Number of existing properties 3
Investments $ 2,835
Initial cash capitalization rate 8.0 %
Weighted average lease term (years) 17.7
Weighted average annual rent increase 1.7 %
Total investments $ 88,333
Total initial cash capitalization rate (a) 7.2 %
Total weighted average lease term (years) (a) 13.8
Total weighted average annual rent increase (a) 2.5 %
  • Due to the nature of build-to-suit developments not generating revenue during construction, these are excluded from the calculation of total cash capitalization rates, weighted average lease terms, and weighted average rent increases.

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Build-to-Suit Development Projects

(square feet and dollars in thousands)

The following table summarizes the Company’s in-process developments as of March 31, 2025:

Property Projected Rentable Square Feet Start Date (a) Target Stabilization Date (a) Lease Term (Years) Total Project Commitment (a) Estimated Total Project Investment (a) Cumulative Investment QTD Q1 2025 Investment Estimated Remaining Investment Estimated Cash Capitalization Rate (a) Estimated Straight-line Yield (a)
In-process retail:
7 Brew<br>(High Point - NC) 1 Dec. 2024 Apr. 2025 15.0 $ 1,975 $ 1,975 $ 1,477 $ 303 $ 498 8.0 % 8.8 %
7 Brew<br>(Charleston - SC) 1 Feb. 2025 Apr. 2025 15.0 1,729 1,729 1,035 1,035 694 7.9 % 8.8 %
In-process industrial:
Sierra Nevada<br>(Dayton - OH) 122 Oct. 2024 Nov. 2025 15.0 58,563 58,563 12,516 7,877 46,047 7.6 % 9.4 %
Sierra Nevada<br>(Dayton - OH) 122 Oct. 2024 Mar. 2026 15.0 55,525 55,525 8,035 3,778 47,490 7.7 % 9.6 %
Southwire<br>(Bremen - GA) 1,200 Dec. 2024 Jul. 2026 10.0 115,411 109,845 11,403 3,118 98,442 7.6 % 8.6 %
Total / weighted average 1,446 12.6 233,203 227,637 34,466 16,111 193,171 7.6 % 9.1 %
Stabilized industrial:
UNFI<br>(Sarasota - FL) 1,016 May 2023 Completed 15.0 204,833 200,958 200,958 10,383 - 7.2 % 8.6 %
Total / weighted average 2,462 13.7 $ 438,036 $ 428,595 $ 235,424 $ 26,494 $ 193,171 7.4 % 8.8 %
  • Refer to definitions and explanations appearing at the end of this supplemental document.

Transitional Capital

The following table summarizes the Company’s transitional capital investments, which are excluded from real estate investment portfolio statistics:

Q1 2025
Transitional Capital:
Type Preferred Equity
Investment (’000s) (b) $ 52,200
Stabilized cash capitalization rate (c) 8.0 %
Annualized initial cash NOI yield 7.6 %
Remaining term (years) (d) 2.3
Property type Retail Center
Underlying property metrics
Number of retail spaces 28
Rentable square footage (“SF”) (’000s) 332
Weighted average remaining lease term (years) 4.0
Occupancy rate (based on SF) (e) 95.2 %
Quarterly rent collection 100.0 %
  • Agreement includes commitment to fund up to an additional $7.8 million of preferred capital.
  • Represents stated yield with unpaid amounts accruing with preferential payment.
  • Agreement contains two one-year extension options subject to a 0.50% extension fee. Repayment at end of term subject to a $3.5 million repayment fee.
  • Includes executed leases where rent has not yet commenced.

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Dispositions

(square feet and dollars in thousands)

The following table summarizes the Company’s property disposition activity during 2025.

Q1 2025
Property Type Number of Properties Square Feet Acquisition Price Disposition Price Net Book <br>Value
Other 3 30 $ 9,621 7,385 $ 9,802
Total Properties 3 30 9,621 7,385 9,802
Weighted average cash cap rate 9.2 %

Portfolio at a Glance: Key Metrics (a)

March 31,2025 December 31,2024 September 30,2024 June 30,2024 March 31,2024
Properties
U.S. States
Canadian Provinces
Total annualized base rent 401.3M 395.5M 398.2M 385.5M 374.1M
Total rentable square footage (“SF”) 39.8M 39.4M 39.7M 38.5M 37.6M
Tenants
Brands
Industries
Occupancy (based on SF) % % % % %
Rent Collection % % % % %
Top 10 tenant concentration % % % % %
Top 20 tenant concentration % % % % %
Investment grade (tenant/guarantor) (b) % % % % %
Financial reporting coverage (c) % % % % %
Rent coverage ratio (restaurants only) 3.2x 3.3x 3.3x 3.3x 3.3x
Weighted average annual rent increases % % % % %
Weighted average remaining lease term 10.0 years 10.2 years 10.3 years 10.4 years 10.6 years
Master leases (based on ABR)
Total portfolio % % % % %
Multi-site tenants % % % % %

All values are in US Dollars.

  • Property metrics exclude transitional capital investments.
  • Investment grade tenants are our tenants with a credit rating, and tenants that are subsidiaries or affiliates of companies with a credit rating, as of balance sheet date, of a Baa3/BBB- or higher from one of the three major rating agencies (Moody’s/S&P/Fitch). As of March 31, 2025, we changed our methodology to include subsidiaries or affiliates of our tenants with a credit rating and retrospectively applied this change to all periods presented. We believe this change more accurately reflects our tenant credit exposure and aligns with industry standards when presenting similar metrics.
  • Includes 8.7% related to tenants not required to provide financial information under the terms of our lease, but whose financial statements are available publicly at March 31, 2025.

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Diversification: Tenants & Brands

Top 20 Tenants

Tenant Property Type # of<br>Properties ABR<br>(’000s) ABR as a <br>% of Total <br>Portfolio Square <br>Feet <br>(’000s) SF as a <br>% of Total <br>Portfolio
Roskam Baking Company, LLC* Food Processing 7 $ 16,236 4.0 % 2,250 5.7 %
United Natural Foods, Inc. Distribution & Warehouse 1 14,386 3.6 % 1,016 2.6 %
AHF, LLC* Distribution & Warehouse/Manufacturing 8 9,612 2.4 % 2,284 5.7 %
Joseph T. Ryerson & Son, Inc Distribution & Warehouse 11 8,025 2.0 % 1,599 4.0 %
Jack’s Family Restaurants LP* Quick Service Restaurants 43 7,605 1.9 % 147 0.4 %
Dollar General Corporation General Merchandise 64 6,597 1.6 % 609 1.5 %
Tractor Supply Company General Merchandise 23 6,473 1.6 % 462 1.2 %
J. Alexander’s, LLC* Casual Dining 16 6,300 1.6 % 132 0.4 %
Nestle’ Dreyer's Ice Cream Company Cold Storage 2 6,259 1.6 % 503 1.3 %
Hensley & Company* Distribution & Warehouse 3 6,231 1.6 % 577 1.3 %
Total Top 10 Tenants 178 $ 87,724 21.9 % 9,579 24.1 %
Salm Partners, LLC* Food Processing 2 $ 6,169 1.5 % 426 1.1 %
Axcelis Technologies, Inc. Flex and R&D 1 5,900 1.5 % 417 1.0 %
BluePearl Holdings, LLC** Animal Services 13 5,897 1.5 % 159 0.4 %
Red Lobster Hospitality & Red Lobster Restaurants LLC* Casual Dining 18 5,563 1.4 % 147 0.4 %
Outback Steakhouse of Florida LLC* Casual Dining 22 5,543 1.4 % 138 0.2 %
Krispy Kreme Doughnut Corporation Quick Service Restaurants/<br>Food Processing 27 5,538 1.3 % 156 0.4 %
Big Tex Trailer Manufacturing Inc.* Automotive/Distribution & Warehouse/Manufacturing/Office 17 5,260 1.2 % 1,303 3.4 %
Arkansas Surgical Hospital, LLC Clinical & Surgical 1 4,702 1.2 % 129 0.3 %
Carvana, LLC* Industrial Services 2 4,672 1.2 % 230 0.6 %
Jelly Belly Candy Company Distribution & Warehouse/Food Processing/General Merchandise 5 4,650 1.2 % 576 1.4 %
Total Top 20 Tenants 286 $ 141,618 35.3 % 13,260 33.3 %

*Subject to a master lease.

**Includes properties leased by multiple tenants, some, not all, of which are subject to master leases.

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Top 20 Tenant Descriptions (a)

img213941062_7.jpg

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Top 20 Tenant Descriptions (a) (continued)

img213941062_8.jpg

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Top 20 Brands

Brand Property Type # of<br>Properties ABR<br>(’000s) ABR as a <br>% of Total <br>Portfolio Square <br>Feet <br>(’000s) SF as a <br>% of Total <br>Portfolio
Roskam Baking Company, LLC* Food Processing 7 $ 16,236 4.0 % 2,250 5.7 %
United Natural Foods, Inc. Distribution & Warehouse 1 14,386 3.6 % 1,016 2.6 %
AHF Products* Distribution & Warehouse/<br>Manufacturing 8 9,612 2.4 % 2,284 5.7 %
Ryerson Distribution & Warehouse 11 8,025 2.0 % 1,599 4.0 %
Jack's Family Restaurants* Quick Service Restaurants 43 7,605 1.9 % 147 0.4 %
Dollar General General Merchandise 64 6,597 1.6 % 609 1.5 %
Tractor Supply Company General Merchandise 23 6,473 1.6 % 462 1.2 %
Nestle’ Cold Storage 2 6,259 1.6 % 503 1.3 %
Hensley* Distribution & Warehouse 3 6,231 1.6 % 577 1.3 %
Salm Partners, LLC* Food Processing 2 6,169 1.5 % 426 1.1 %
Total Top 10 Brands 164 $ 87,593 21.8 % 9,873 24.8 %
Axcelis Flex and R&D 1 5,900 1.5 % 417 1.0 %
BluePearl Veterinary Partners** Animal Services 13 5,897 1.5 % 159 0.4 %
Bob Evans Farms* Casual Dining/Food Processing 21 5,607 1.4 % 281 0.7 %
Red Lobster* Casual Dining 18 5,563 1.4 % 147 0.4 %
Krispy Kreme Quick Service Restaurants/<br>Food Processing 27 5,538 1.3 % 156 0.4 %
Big Tex Trailers* Automotive/Distribution & Warehouse/Manufacturing/Office 17 5,260 1.2 % 1,303 3.4 %
Outback Steakhouse* Casual Dining 20 4,796 1.2 % 126 0.3 %
Arkansas Surgical Hospital, LLC Clinical & Surgical 1 4,702 1.2 % 129 0.3 %
Carvana* Industrial Services 2 4,672 1.2 % 230 0.6 %
Jelly Belly Distribution & Warehouse/Food Processing/General Merchandise 5 4,650 1.2 % 576 1.4 %
Total Top 20 Brands 289 $ 140,178 34.9 % 13,397 33.7 %

*Subject to a master lease.

**Includes properties leased by multiple tenants, some, not all, of which are subject to master leases.

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Diversification: Property Type

(rent percentages based on ABR)

img213941062_9.jpg

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Diversification: Property Type (continued)

Property Type # of Properties ABR<br>(’000s) ABR as a % <br>of Total <br>Portfolio Square Feet (’000s) SF as a % <br>of Total <br>Portfolio
Industrial
Distribution & Warehouse 50 $ 73,231 18.2 % 10,779 27.1 %
Manufacturing 80 70,359 17.5 % 12,319 31.0 %
Food Processing 34 49,749 12.4 % 5,736 14.4 %
Flex and R&D 10 21,760 5.4 % 1,606 4.0 %
Industrial Services 29 14,944 3.7 % 725 1.9 %
Cold Storage 3 10,046 2.6 % 722 1.8 %
In-process Developments 3
Untenanted 2 344 0.9 %
Industrial Total 211 240,089 59.8 % 32,231 81.1 %
Retail
General Merchandise 143 30,827 7.7 % 2,301 5.8 %
Casual Dining 102 27,419 6.8 % 674 1.7 %
Quick Service Restaurants 151 27,128 6.8 % 514 1.3 %
Automotive 65 12,109 3.0 % 764 1.9 %
Animal Services 27 11,386 2.8 % 421 1.1 %
Home Furnishings 13 7,386 1.9 % 797 2.0 %
Healthcare Services 18 6,050 1.5 % 221 0.5 %
Education 5 3,246 0.8 % 128 0.3 %
In-process Developments 2
Retail Total 526 125,551 31.3 % 5,820 14.6 %
Other
Office 14 23,708 5.9 % 1,311 3.3 %
Clinical & Surgical 18 11,981 3.0 % 403 1.0 %
Other Total 32 35,689 8.9 % 1,714 4.3 %
Total 769 $ 401,329 100.0 % 39,765 100.0 %

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Key Statistics by Property Type

Q1 2025 Q4 2024 Q3 2024 Q2 2024 Q1 2024
Industrial
Number of properties 211 210 207 206 197
Square feet (000s) 32,231 31,898 31,898 30,602 29,980
Weighted average lease term (years) 10.7 11.0 11.1 11.0 11.3
Weighted average annual rent escalation 2.2 % 2.1 % 2.1 % 2.0 % 2.0 %
Percentage of total ABR 59.8 % 59.6 % 59.1 % 56.0 % 55.8 %
Retail
Number of properties 526 520 519 518 507
Square feet (000s) 5,820 5,712 5,692 5,621 5,337
Weighted average lease term (years) 10.0 10.2 10.5 10.8 10.9
Weighted average annual rent escalation 1.7 % 1.7 % 1.7 % 1.7 % 1.7 %
Percentage of total ABR 31.3 % 31.2 % 30.9 % 31.8 % 31.4 %
Other
Number of properties 32 35 47 53 55
Square feet (000s) 1,714 1,744 2,118 2,227 2,307
Weighted average lease term (years) 4.8 5.0 5.3 6.5 6.4
Weighted average annual rent escalation 2.4 % 2.4 % 2.4 % 2.5 % 2.5 %
Percentage of total ABR 8.9 % 9.2 % 10.0 % 12.2 % 12.8 %

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Diversification: Tenant Industry

Industry # of Properties ABR<br>(’000s) ABR as a % <br>of Total <br>Portfolio Square Feet (’000s) SF as a % <br>of Total <br>Portfolio
Restaurants 258 $ 55,390 13.8 % 1,231 3.1 %
Packaged Foods & Meats 36 51,065 12.7 % 5,873 14.8 %
Food Distributors 7 27,431 6.8 % 2,534 6.4 %
Healthcare Facilities 45 23,368 5.8 % 824 2.1 %
Auto Parts & Equipment 46 20,948 5.2 % 3,168 8.0 %
Specialty Stores 37 19,385 4.8 % 1,696 4.3 %
Distributors 27 17,990 4.5 % 2,757 6.9 %
Home Furnishing Retail 17 12,281 3.1 % 1,692 4.3 %
Specialized Consumer Services 46 12,182 3.0 % 716 1.8 %
Metal & Glass Containers 8 10,813 2.7 % 2,206 5.5 %
General Merchandise Stores 100 10,428 2.6 % 928 2.3 %
Industrial Machinery 20 10,080 2.5 % 1,949 4.9 %
Forest Products 8 9,612 2.4 % 2,284 5.7 %
Healthcare Services 17 9,578 2.4 % 507 1.3 %
Electronic Components 2 6,765 1.7 % 466 1.2 %
Other (40 industries) 93 104,013 26.0 % 10,590 26.5 %
Untenanted properties 2 344 0.9 %
Total 769 $ 401,329 100.0 % 39,765 100.0 %

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Diversification: Geography

(rent percentages based on ABR)

img213941062_10.jpg

State / <br>Province # of<br>Properties ABR<br>(’000s) ABR as<br>a % of <br>Total <br>Portfolio Square <br>Feet <br>(’000s) SF as a <br>% of <br>Total <br>Portfolio State / <br>Province # of<br>Properties ABR<br>(’000s) ABR as<br>a % of <br>Total <br>Portfolio Square <br>Feet <br>(’000s) SF as a <br>% of <br>Total <br>Portfolio
TX 65 $ 38,385 9.6 % 3,643 9.2 % MS 12 $ 4,132 1.0 % 607 1.5 %
MI 52 36,470 9.1 % 4,019 10.1 % LA 5 3,833 1.0 % 211 0.5 %
FL 30 26,330 6.6 % 1,661 4.3 % SC 15 3,555 0.9 % 323 0.8 %
CA 17 24,362 6.1 % 2,282 5.7 % NE 6 3,364 0.8 % 509 1.3 %
IL 29 22,774 5.7 % 2,364 5.9 % WA 14 3,350 0.8 % 148 0.4 %
WI 30 19,496 4.9 % 1,945 4.9 % IA 4 2,922 0.7 % 622 1.6 %
OH 49 16,719 4.2 % 1,584 4.0 % NM 9 2,751 0.7 % 107 0.3 %
MN 21 16,087 4.0 % 2,500 6.3 % UT 3 2,749 0.7 % 280 0.7 %
TN 48 15,183 3.8 % 1,084 2.7 % CO 4 2,589 0.6 % 126 0.3 %
IN 28 14,130 3.5 % 1,852 4.7 % MD 3 2,152 0.5 % 205 0.5 %
PA 23 12,895 3.2 % 2,169 5.5 % CT 2 1,898 0.5 % 55 0.1 %
AL 52 12,395 3.1 % 863 2.2 % MT 7 1,728 0.4 % 43 0.1 %
GA 34 12,125 3.0 % 1,576 4.0 % DE 4 1,162 0.3 % 133 0.3 %
NC 29 10,591 2.6 % 1,038 2.6 % ND 2 1,057 0.3 % 24 0.1 %
KY 23 9,258 2.3 % 927 2.3 % VT 2 432 0.1 % 24 0.1 %
OK 25 9,020 2.2 % 1,006 2.5 % WY 1 338 0.1 % 21 0.1 %
MO 19 8,941 2.2 % 1,260 3.2 % NV 1 276 0.1 % 6 0.0 %
AZ 7 8,915 2.2 % 747 1.9 % OR 1 135 0.0 % 9 0.0 %
NY 28 7,319 1.8 % 562 1.4 % SD 1 80 0.0 % 9 0.0 %
AR 9 6,675 1.7 % 277 0.7 % Total U.S. 762 $ 393,575 98.1 % 39,336 99.0 %
MA 3 6,332 1.6 % 444 1.1 % BC 2 $ 4,555 1.1 % 253 0.5 %
KS 10 5,580 1.4 % 643 1.6 % ON 3 1,953 0.5 % 101 0.3 %
WV 17 5,115 1.3 % 884 2.2 % AB 1 918 0.2 % 51 0.1 %
VA 15 5,057 1.3 % 178 0.4 % MB 1 328 0.1 % 24 0.1 %
NJ 3 4,918 1.2 % 366 0.9 % Total Canada 7 $ 7,754 1.9 % 429 1.0 %
Grand Total 769 $ 401,329 100.0 % 39,765 100.0 %

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Lease Expirations

(rent percentages based on ABR)

img213941062_11.jpg

Expiration Year # of Properties # of Leases ABR<br>('000s) ABR as a % of Total Portfolio Square Feet ('000s) SF as a % of Total Portfolio
2025 14 15 $ 4,188 1.0 % 228 0.6 %
2026 23 24 11,914 3.0 % 915 2.3 %
2027 29 30 25,865 6.4 % 2,257 5.7 %
2028 28 28 19,916 5.0 % 1,793 4.5 %
2029 60 35 18,410 4.6 % 2,587 6.5 %
2030 87 52 48,799 12.2 % 4,780 12.0 %
2031 31 26 8,185 2.0 % 835 2.1 %
2032 61 46 32,665 8.1 % 3,481 8.8 %
2033 49 23 19,007 4.7 % 1,409 3.5 %
2034 38 27 14,450 3.6 % 1,245 3.1 %
2035 20 16 15,221 3.8 % 2,116 5.3 %
2036 89 23 29,848 7.4 % 2,877 7.2 %
2037 27 13 26,760 6.7 % 2,203 5.5 %
2038 39 35 13,813 3.4 % 1,226 3.1 %
2039 15 11 22,637 5.6 % 1,805 4.5 %
2040 31 5 6,029 1.5 % 312 0.8 %
2041 39 8 16,969 4.2 % 1,367 3.4 %
2042 58 13 44,099 11.0 % 4,803 12.1 %
2043 11 4 9,167 2.3 % 564 1.4 %
2044 3 3 1,660 0.4 % 103 0.3 %
Thereafter 10 3 11,727 3.1 % 2,515 6.4 %
Total leased properties 762 440 401,329 100.0 % 39,421 99.1 %
In-process developments 5 5
Untenanted properties 2 344 0.9 %
Total properties 769 445 $ 401,329 100.0 % 39,765 100.0 %

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Occupancy

Occupancy by Rentable Square Footage

img213941062_12.jpg

Change in Occupancy

Number of properties
Vacant properties at January 1, 2025 2
Lease expirations (a) 2
Leasing activities (2 )
Vacant properties at March 31, 2025 2
  • Includes scheduled and unscheduled expirations (including leases rejected in bankruptcy), as well as future expirations resolved and effective in the periods indicated above.

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Definitions and Explanations

Adjusted NOI, Annualized Adjusted NOI, Adjusted Cash NOI and Annualized Adjusted Cash NOI: Our reported results and net earnings per diluted share are presented in accordance with accounting principles generally accepted in the United States of America (GAAP). Adjusted NOI and Adjusted Cash NOI are non-GAAP financial measures that we believe are useful to assess property-level performance. We compute Adjusted NOI by adjusting Adjusted EBITDAre (defined below) to exclude general and administrative expenses incurred at the corporate level. Given the net lease nature of our portfolio, we do not incur general and administrative expenses at the property level. To compute Adjusted Cash NOI, we adjust Adjusted NOI to exclude non-cash items included in total revenues and property expenses, such as straight-line rental revenue and other amortization and non-cash items, based on an estimate calculated as if all investment and disposition activity that took place during the quarter had occurred on the first day of the quarter. We then annualize quarterly Adjusted NOI and Adjusted Cash NOI by multiplying each amount by four to compute Annualized Adjusted NOI and Annualized Adjusted Cash NOI, respectively, which are also non-GAAP financial measures. We believe Adjusted NOI and Adjusted Cash NOI provide useful and relevant information because they reflect only those income and expense items that are incurred at the property level and present such items on an unlevered basis. We believe that the exclusion of certain non-cash revenues and expenses from Adjusted Cash NOI is a useful supplemental measure for investors to consider because it will help them to better assess our operating performance without the distortions created by non-cash revenues or expenses. You should not unduly rely on Annualized Adjusted NOI and Annualized Adjusted Cash NOI as they are based on assumptions and estimates that may prove to be inaccurate. Our actual reported Adjusted NOI and Adjusted Cash NOI for future periods may be significantly different from our Annualized Adjusted NOI and Annualized Adjusted Cash NOI. Additionally, our computation of Adjusted NOI and Adjusted Cash NOI may differ from the methodology for calculating these metrics used by companies in our industry, and, therefore, may not be comparable to similarly titled measures reported by other companies.

Adjusted Secured Overnight Financing Rate (SOFR): We define Adjusted SOFR as the current one month term SOFR plus an adjustment of 0.10% per the terms of our credit facilities.

Annualized Base Rent (ABR): We define ABR as the annualized contractual cash rent due for the last month of the reporting period, excluding the impacts of short-term rent deferrals, abatements, or free rent, and adjusted to remove rent from properties sold during the month and to include a full month of contractual cash rent for investments made during the month.

Cash Capitalization Rate: Cash Capitalization Rate represents either (1) for acquisitions and new build-to-suit developments, the estimated first year cash yield to be generated on a real estate investment, which was estimated at the time of investment based on the contractually specified cash base rent for the first full year after the date of the investment, divided by the purchase price for the property excluding capitalized acquisition costs, or (2) for dispositions, the property’s ABR in effect immediately prior to the disposition, divided by the disposition price, or (3) for transitional capital, the contractual cash yield to be generated on total invested capital.

EBITDA, EBITDAre, Adjusted EBITDAre, Pro Forma Adjusted EBITDAre, Annualized EBITDAre, Annualized Adjusted EBITDAre, and Pro Forma Annualized Adjusted EBITDAre: EBITDA, EBITDAre, Adjusted EBITDAre, Pro Forma Adjusted EBITDAre, Annualized EBITDAre, Annualized Adjusted EBITDAre, and Pro Forma Annualized Adjusted EBITDAre are non-GAAP financial measures. We compute EBITDA as earnings before interest, income taxes and depreciation and amortization. EBITDA is a measure commonly used in our industry. We believe that this ratio provides investors and analysts with a measure of our performance that includes our operating results unaffected by the differences in capital structures, capital investment cycles and useful life of related assets compared to other companies in our industry. We compute EBITDAre in accordance with the definition adopted by Nareit. Nareit defines EBITDAre as EBITDA excluding gains (loss) from the sales of depreciable property and provisions for impairment on investment in real estate. We believe EBITDA and EBITDAre are useful to investors and analysts because they provide important supplemental information about our operating performance exclusive of certain non-cash and other costs. Adjusted EBITDAre represents EBITDAre, adjusted to reflect revenue producing investments and dispositions for the quarter as if such investments and dispositions had occurred at the beginning of the quarter, and to exclude certain GAAP income and expense amounts that are either non-cash, such as cost of debt extinguishments, realized or unrealized gains and losses on foreign currency transactions, or gains on insurance recoveries, or that we believe are one time, or unusual in nature because they relate to unique circumstances or transactions that had not previously occurred and which we do not anticipate occurring in the future, and to eliminate the impact of lease termination fees, and other items that are not a result of normal operations. While investments in build-to-suit developments have an immediate impact to Net Debt, we do not make an adjustment to EBITDAre until the quarter in which the lease commences. We define our Pro Forma Adjusted EBITDAre as Adjusted EBITDAre adjusted to show the impact of estimated contractual revenues based on in-process development spend to-date. Our Pro Forma Net Debt is defined as Net Debt adjusted for estimated net proceeds from forward sale agreements that have not settled as if they have been physically settled for cash as of the period presented. We then annualize quarterly Adjusted EBITDAre and Pro Forma Adjusted EBITDAre by multiplying them by four (“Annualized Adjusted EBITDAre” and “Annualized Pro Forma Adjusted EBITDAre”). You should not unduly rely on this measure as it is based on assumptions and estimates that may prove to be inaccurate. Our actual reported EBITDAre for future periods may be significantly different from our Annualized Adjusted EBITDAre. Adjusted EBITDAre and Annualized Adjusted EBITDAre are not measurements of performance under GAAP, and our Adjusted EBITDAre and Annualized Adjusted EBITDAre may not be comparable to similarly titled measures of other companies. You should not consider our Adjusted EBITDAre and Annualized Adjusted EBITDAre as alternatives to net income or cash flows from operating activities determined in accordance with GAAP.

Funds From Operations (FFO), Core Funds From Operations (Core FFO), and Adjusted Funds From Operations (AFFO): FFO, Core FFO, and AFFO are non-GAAP measures. We believe the use of FFO, Core FFO, and AFFO are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO, Core FFO, and AFFO should not be considered alternatives to net income as a performance measure or to cash flows from operations, as reported on our statement of cash flows, or as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures. We compute Core FFO by adjusting FFO to exclude certain GAAP income and expense amounts that we believe are infrequently recurring, unusual in nature, or not related to its core real estate operations, including write-offs or recoveries of accrued rental income, lease termination fees and other non-core income from real estate transactions, severance and employee transition costs, and other extraordinary items. We compute AFFO by adjusting Core FFO for certain revenues and expenses that are non-cash or unique in nature, including straight-line rents, amortization of lease intangibles, amortization of debt issuance costs, adjustment to provision for credit losses, non-capitalized transaction costs such as acquisition costs related to deals that failed to transact, (gain) loss on interest rate swaps and other non-cash interest expense, deferred taxes, stock-based compensation, and other specified non-cash items.

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Definitions and Explanations (continued)

Gross Debt: We define Gross Debt as total debt plus debt issuance costs and original issuance discount.

Net Debt: Net Debt is a non-GAAP financial measure. We define Net Debt as our Gross Debt less cash and cash equivalents and restricted cash.

Occupancy: Occupancy or a specified percentage of our portfolio that is “occupied” or “leased” means as of a specified date the quotient of (1) the total rentable square footage of our properties minus the square footage of our properties that are vacant and from which we are not receiving any rental payment, and (2) the total square footage of our properties.

Rent Coverage Ratio: Rent Coverage Ratio means the ratio of tenant-reported or, when available, management’s estimate, based on tenant-reported financial information, of annual earnings before interest, taxes, depreciation, amortization, and cash rent attributable to the leased property (or properties, in the case of a master lease) to the annualized base rental obligation as of a specified date.

Straight-line Yield: Straight-line yield represents the estimated first year yield to be generated on a real estate investment, which was computed at the time of investment based on the straight-line annual rental income computed in accordance with GAAP, divided by the purchase price.

Definitions Related to Development Properties:

  • Estimated Total Project Investment: Represents the estimated costs to be incurred to complete development of each project. We expect to update our estimates upon completion of the project, or sooner if there are any significant changes to expected costs from quarter to quarter. Excludes capitalized costs consisting of capitalized interest and other acquisition costs.
  • Estimated Cash Capitalization Rate: Calculated by dividing the estimated first year cash yield to be generated on a real estate investment by the Estimated Total Project Investment for the property.
  • Estimated Straight-line Yield: Represents the estimated first year yield to be generated on a real estate investment, which was computed at the time of investment based on the estimated annual straight-line rental income computed in accordance with GAAP, divided by the Estimated Total Project Investment.
  • Start Date: The Start Date represents the period in which we have begun physical construction on a property.
  • Target Stabilization Date: The Target Stabilization Date is our current estimate of the period in which we will have substantially completed a project and the project is made available for occupancy. We expect to update our timing estimates on a quarterly basis.
  • Total Project Commitment: Represents the contractual maximum amount of costs that we are committed to fund for the build-to-suit development project.

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