InPoint Commercial Real Estate Income, Inc 8-K, filed Sep 14, 2026
InPoint Commercial Real Estate Income, Inc. (ICR-PA)
About this 8-K
InPoint Commercial Real Estate Income, Inc filed this 8-K on September 14, 2026, reporting on events of September 9, 2026.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, 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): |
(Exact name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
||
|
|
|
|
|
|
||||
|
||||
(Address of Principal Executive Offices) |
|
(Zip Code) |
||
Registrant’s Telephone Number, Including Area Code: |
(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:
Securities registered pursuant to Section 12(b) of the Act:
|
|
Trading |
|
|
|
|
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. ☐
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain statements in this Current Report on Form 8-K constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Words such as “may,” “could,” “should,” “expect,” “intend,” “plan,” “goal,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “variables,” “potential,” “continue,” “expand,” “maintain,” “create,” “strategies,” “likely,” “will,” “would” and variations of these terms and similar expressions indicate forward-looking statements. These forward-looking statements reflect the intent, belief or current expectations of our management based on their knowledge and understanding of the business and industry, the economy and other future conditions. These statements are not factual or guarantees of future performance, and we caution stockholders not to place undue reliance on them. Actual results may differ materially from those expressed or forecasted in forward-looking statements due to a variety of risks, uncertainties and other factors, including but not limited to, risks related to payment of past distributions from sources other than cash flows from operating activities, the lack of a trading market for our common stock, the suspension of our share repurchase plan, foreclosure on loans, use of short-term financing, borrower defaults, changing interest rates, and other risks detailed in the Risk Factors section in our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission and made available on our website. Forward-looking statements reflect our management’s view only as of the date they are made and may ultimately prove to be incorrect. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results except as required by applicable law. We intend for these forward-looking statements to be covered by the applicable safe harbor provisions created by Section 27A of the Securities Act and Section 21E of the Exchange Act.
Item 7.01 Regulation FD Disclosure.
InPoint Commercial Real Estate Income, Inc. (the “Company”) prepared a letter to its stockholders regarding a change in the Company’s distribution rate. For the distribution payable to stockholders of record as of September 30, 2026, the Company’s monthly distribution will be $0.026 per share in order to align the distribution level with the portfolio’s earnings capacity and expected cash flows. A copy of the Company’s letter to stockholders is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01 disclosure, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibit 99.1, shall not be incorporated by reference into the filings of the Company 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.
Item 8.01 Other Events.
The Board of Directors of the Company has authorized a distribution for each class of its common stock in the gross amount of $0.026 per share. The net distributions for each class of common stock will be equal to gross distribution of $0.026 per share less any stockholder servicing fees for the applicable class of common stock. Distributions will be payable to stockholders of record as of the close of business on September 30, 2026 and will be paid on or about October 19, 2026. These distributions will be paid in cash.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. |
|
|
|
Exhibit No. |
Description |
|
|
99.1 |
|
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
|
|
INPOINT COMMERCIAL REAL ESTATE INCOME, INC. |
|
|
|
|
Date: |
September 11, 2026 |
By: |
/s/ Catherine L. Lynch |
|
|
|
Catherine L. Lynch |
Exhibit 99.1
September 11, 2026
Dear InPoint Stockholder:
InPoint Commercial Real Estate Income, Inc. ("InPoint" or the "Company") is committed to providing transparent and timely information about your investment. As part of that commitment, I am writing to inform you of an important change to the Company's distribution rate. While portions of the portfolio have demonstrated resilience and we have made some progress repositioning loans and other investments, the board of directors (the “Board”) and management believe that the prior distribution level is insufficiently aligned with current portfolio earnings and cash flow generation. Accordingly, the Board and management believe it is prudent to set the distribution at a level that better reflects the portfolio's current earnings capacity and forecasted cash flows.
Distribution Update
Effective with the distribution payable to stockholders of record as of September 30, 2026, the Company will reduce its monthly distribution to $0.026 per share. We recognize that many stockholders value the income generated by their investment, and we did not make this decision lightly. However, we believe it is both prudent and necessary to align the distribution level with the portfolio's earnings capacity and expected cash flows.
Portfolio Progress
Despite the challenges the Company has faced, we have taken important steps in repositioning the portfolio. As lending markets have begun to stabilize, InPoint has resumed originating new loans and selectively deploying capital into opportunities that we believe offer meaningful risk-adjusted return potential.
As legacy investments continue to mature and capital is recycled into new originations, we believe the overall quality and positioning of the portfolio should continue to improve. While there can be no assurance regarding future results, we are encouraged by the gradual improvement in commercial real estate lending markets and the ability to deploy capital more selectively than was available during the earlier stages of the market dislocation.
Looking Ahead
Your Board and management team remain focused on maximizing value on behalf of stockholders. In addition to prudent portfolio management, we have recently accelerated our efforts to evaluate a range of strategic options intended to enhance stockholder value and improve liquidity options. These alternatives may include strategic transactions, portfolio-level solutions, or potentially other initiatives designed to maximize value and improve liquidity for stockholders. In support of these efforts, management and the Board intend to engage an investment bank to explore strategic alternatives available to us.
While market conditions and transaction opportunities will ultimately influence the timing and nature of any future actions, we believe aligning the distribution with portfolio earnings is an important building block toward strengthening the Company's financial flexibility and better positions InPoint for future opportunities.
We are grateful for your patience, confidence, and continued support. Our commitment remains unchanged: to manage the portfolio with discipline, communicate transparently, and pursue opportunities that we believe will strengthen the Company's position for stockholders.
If you have any questions about this update or your investment in InPoint, please contact your financial professional or Inland Investor Services at 866-MY-INLAND (866-694-6526).
Sincerely,
InPoint Commercial Real Estate Income, Inc.
Denise Kramer, CFA
Chief Executive Officer
Cautionary Note Regarding Forward-Looking Statements and Distributions
Certain statements in this letter constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Words such as “may,” “could,” “should,” “expect,” “intend,” “plan,” “goal,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “variables,” “potential,” “continue,” “expand,” “maintain,” “create,” “strategies,” “likely,” “will,” “would” and variations of these terms and similar expressions indicate forward-looking statements. These forward-looking statements reflect the intent, belief or current expectations of our management based on their knowledge and understanding of the business and industry, the economy and other future conditions. These statements are not factual or guarantees of future performance, and we caution stockholders not to place undue reliance on them. Actual results may differ materially from those expressed or forecasted in forward-looking statements due to a variety of risks, uncertainties and other factors, including but not limited to payment of past distributions from sources other than cash flows from operating activities, the lack of a trading market for our common stock and the suspension of our share repurchase plan, foreclosure on loans, use of short-term financing, borrower defaults, changing interest rates, and other risks detailed in the Risk Factors section in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 13, 2026, and subsequent quarterly reports on Form 10-Q and made available on our website. Forward-looking statements reflect our management’s view only as of the date of this letter and may ultimately prove to be incorrect. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results except as required by applicable law. We intend for these forward-looking statements to be covered by the applicable safe harbor provisions created by Section 27A of the Securities Act and Section 21E of the Exchange Act.
InPoint cannot guarantee that it will continue to pay distributions. Distributions are declared quarterly by our Board of Directors. The distributions received by holders of Class D, Class S and Class T common stock will be less than the gross distribution amounts received by holders of Class I and Class P shares of common stock because the amount of the distributions received by Class D, Class S and Class T holders are net of stockholder servicing fees applicable to these classes, respectively, and the annualized rate for these classes will be lower than for the other classes accordingly. Please see our website for the annualized distribution rate for each class of our common stock.
InPoint | Page 2