{"filing":{"accession_number":"0001193125-26-317926","cik":"0002107762","ticker":null,"company_name":"HPS Net Lease Income REIT","form":"8-K","filing_date":"2026-07-27","report_date":"2026-07-21","primary_document":"d120209d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2107762/000119312526317926/d120209d8k.htm"},"events":[{"id":20624,"run_id":18567,"accession_number":"0001193125-26-317926","anchor_item_number":"1.01","event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"On July 21–23, 2026, the Company entered into four material definitive agreements establishing its operational and governance structure: an Advisory Agreement with ElmTree Funds (with tiered management fees of 1.25%–0.50% of NAV), an Amended and Restated Limited Partnership Agreement (with performance participation allocations of 5.0%–12.5% of Total Return), a Dealer Manager Agreement with HPS Securities for share distribution and shareholder servicing, and an Administration Agreement with HPS Investment Partners for administrative services.","company_name":"HPS Net Lease Income REIT","ticker":null,"filing_date":"2026-07-27","form":"8-K","submitted_at":null,"items":[{"id":20036,"accession_number":"0001193125-26-317926","item_number":"1.01","item_title":null,"event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses entry into four material definitive agreements on July 21–23, 2026: an Advisory Agreement with ElmTree Funds establishing the Advisor's role in sourcing and managing investments with tiered management fees (1.25%–0.50% of NAV); an Amended and Restated Limited Partnership Agreement establishing the Operating Partnership structure and performance participation allocations (5.0%–12.5% of Total Return); a Dealer Manager Agreement with HPS Securities for share distribution and shareholder servicing; and an Administration Agreement with HPS Investment Partners for administrative services. These agreements establish the foundational operational and governance structure for the REIT's ongoing operations and would materially affect investor assessment of the company's cost structure and management arrangements. While Item 1.01 typically covers M\u0026A activity, this disclosure centers on operational service and management agreements rather than acquisition or disposition activity, making operational_other the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T19:09:50.923130+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":20625,"run_id":18567,"accession_number":"0001193125-26-317926","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"Five new trustees were elected to the Board effective July 21, 2026 (Robert F. Cummings, Jr., Lisa Hess, James G. Koman, David Lehman, and Robert Van Dore), increasing board size from one to six members, with James G. Koman designated as Board chairperson.","company_name":"HPS Net Lease Income REIT","ticker":null,"filing_date":"2026-07-27","form":"8-K","submitted_at":null,"items":[{"id":20037,"accession_number":"0001193125-26-317926","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The filing discloses the election of five new trustees to the Board (Robert F. Cummings, Jr., Lisa Hess, James G. Koman, David Lehman, and Robert Van Dore) effective July 21, 2026, following an increase in board size from one to six members. This is a material governance event involving the appointment of multiple directors, including the designation of James G. Koman as Board chairperson. The filing also includes compensatory arrangements for independent trustees, but the principal disclosed action is the appointment of these individuals to the Board.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T19:09:50.923130+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":20626,"run_id":18567,"accession_number":"0001193125-26-317926","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.92,"summary":"The Company amended its Declaration of Trust and adopted bylaws effective July 21, 2026, with detailed descriptions incorporated by reference from the Form 10 registration statement.","company_name":"HPS Net Lease Income REIT","ticker":null,"filing_date":"2026-07-27","form":"8-K","submitted_at":null,"items":[{"id":20038,"accession_number":"0001193125-26-317926","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.92,"reasoning":"This is a routine governance disclosure of amendments to the Company's Declaration of Trust and adoption of bylaws, effective July 21, 2026. The filing references prior detailed descriptions in the Form 10 registration statement and incorporates them by reference. While governance-related, this is a standard administrative matter that would not materially affect a reasonable investor's assessment of the registrant's financial condition or operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T19:09:50.923130+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":20627,"run_id":18567,"accession_number":"0001193125-26-317926","anchor_item_number":"8.01","event_type":"dividend_distribution","event_domain":"financial","is_material":true,"confidence":0.75,"summary":"The Company adopted a distribution reinvestment plan (DRIP) on July 21, 2026, whereby shareholders' cash distributions are automatically reinvested in additional common shares unless they elect otherwise.","company_name":"HPS Net Lease Income REIT","ticker":null,"filing_date":"2026-07-27","form":"8-K","submitted_at":null,"items":[{"id":20039,"accession_number":"0001193125-26-317926","item_number":"8.01","item_title":null,"event_type":"dividend_distribution","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The filing discloses adoption of a distribution reinvestment plan (DRIP) on July 21, 2026, whereby shareholders' cash distributions are automatically reinvested in additional common shares unless they elect otherwise. While the section also covers a share repurchase plan, the primary material event is the establishment of the DRIP mechanism governing how distributions will be handled going forward. This is material to investors as it affects the mechanics of dividend/distribution receipt and reinvestment for a REIT.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T19:09:50.923130+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":20036,"accession_number":"0001193125-26-317926","item_number":"1.01","item_title":null,"event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses entry into four material definitive agreements on July 21–23, 2026: an Advisory Agreement with ElmTree Funds establishing the Advisor's role in sourcing and managing investments with tiered management fees (1.25%–0.50% of NAV); an Amended and Restated Limited Partnership Agreement establishing the Operating Partnership structure and performance participation allocations (5.0%–12.5% of Total Return); a Dealer Manager Agreement with HPS Securities for share distribution and shareholder servicing; and an Administration Agreement with HPS Investment Partners for administrative services. These agreements establish the foundational operational and governance structure for the REIT's ongoing operations and would materially affect investor assessment of the company's cost structure and management arrangements. While Item 1.01 typically covers M\u0026A activity, this disclosure centers on operational service and management agreements rather than acquisition or disposition activity, making operational_other the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T19:09:50.923130+00:00","company_name":"HPS Net Lease Income REIT","ticker":null,"filing_date":"2026-07-27"},{"id":20037,"accession_number":"0001193125-26-317926","item_number":"5.02","item_title":null,"event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The filing discloses the election of five new trustees to the Board (Robert F. Cummings, Jr., Lisa Hess, James G. Koman, David Lehman, and Robert Van Dore) effective July 21, 2026, following an increase in board size from one to six members. This is a material governance event involving the appointment of multiple directors, including the designation of James G. Koman as Board chairperson. The filing also includes compensatory arrangements for independent trustees, but the principal disclosed action is the appointment of these individuals to the Board.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T19:09:50.923130+00:00","company_name":"HPS Net Lease Income REIT","ticker":null,"filing_date":"2026-07-27"},{"id":20038,"accession_number":"0001193125-26-317926","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.92,"reasoning":"This is a routine governance disclosure of amendments to the Company's Declaration of Trust and adoption of bylaws, effective July 21, 2026. The filing references prior detailed descriptions in the Form 10 registration statement and incorporates them by reference. While governance-related, this is a standard administrative matter that would not materially affect a reasonable investor's assessment of the registrant's financial condition or operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T19:09:50.923130+00:00","company_name":"HPS Net Lease Income REIT","ticker":null,"filing_date":"2026-07-27"},{"id":20039,"accession_number":"0001193125-26-317926","item_number":"8.01","item_title":null,"event_type":"dividend_distribution","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The filing discloses adoption of a distribution reinvestment plan (DRIP) on July 21, 2026, whereby shareholders' cash distributions are automatically reinvested in additional common shares unless they elect otherwise. While the section also covers a share repurchase plan, the primary material event is the establishment of the DRIP mechanism governing how distributions will be handled going forward. This is material to investors as it affects the mechanics of dividend/distribution receipt and reinvestment for a REIT.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T19:09:50.923130+00:00","company_name":"HPS Net Lease Income REIT","ticker":null,"filing_date":"2026-07-27"}]}
