AIREIT: Independent Director David Roth Resigns, Effective May 22

TL;DR

**AIREIT's independent director David Roth resigned, effective May 22, potentially signaling governance changes.**

AI Summary

Ares Industrial Real Estate Income Trust Inc. (AIREIT) filed an 8-K to announce the resignation of Mr. David Roth as an independent director from its Board of Directors, effective May 22, 2024. This matters to investors because changes in board composition, especially independent directors, can signal shifts in governance, strategic direction, or potential disagreements, which could impact investor confidence and the company's future performance.

Why It Matters

The departure of an independent director can affect corporate governance and oversight, potentially influencing future strategic decisions and investor trust.

Risk Assessment

Risk Level: low — While a director's resignation is notable, this filing does not indicate any immediate financial distress or major operational disruption for AIREIT.

Analyst Insight

Investors should monitor future filings for announcements regarding a replacement director and any potential shifts in board committee assignments, as these could indicate the company's strategic direction.

Key Players & Entities

• Mr. David Roth (person) — independent director of Ares Industrial Real Estate Income Trust Inc.
• Ares Industrial Real Estate Income Trust Inc. (company) — the filer of the 8-K
• May 22, 2024 (date) — effective date of Mr. Roth's resignation

Forward-Looking Statements

• A replacement independent director will be sought by AIREIT. (Ares Industrial Real Estate Income Trust Inc.) — medium confidence, target: Q3 2024

FAQ

Key Financial Figures

• $124.8 million — er 30, 2025, we estimated approximately $124.8 million of ongoing distribution fees were poten
• $0.05250 — es of our common stock in the amount of $0.05250 per share for the month of November 202
• $116.1 million — raised gross proceeds of approximately $116.1 million , including proceeds from our distribut
• $8.5 million — nd the sale of DST Interests (including $8.5 million of DST Interests financed by DST Progra
• $41.4 million — nd December 1, 2025 , respectively, was $41.4 million . Update to Our Net Asset Value Calcul

Filing Documents

• aire-20251130.htm (8-K) — 107KB
• ai-reitexhibit991_121525.htm (EX-99.1) — 3KB
• ex992netassetvaluecalculat.htm (EX-99.2) — 58KB
• 0001628280-25-056955.txt ( ) — 302KB
• aire-20251130.xsd (EX-101.SCH) — 2KB
• aire-20251130_lab.xml (EX-101.LAB) — 20KB
• aire-20251130_pre.xml (EX-101.PRE) — 11KB
• aire-20251130_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. Ares Industrial Real Estate Income Trust Inc. (referred to herein as the "Company," "we," "our," or "us") is filing this Current Report on Form 8-K in order to provide an update regarding our net asset value ("NAV"), our assets and portfolio. Most Recent Transaction Price and Net Asset Value Per Share January 1, 2026 Transaction Price The transaction price for each of our share classes is equal to such share class's NAV per share as of November 30, 2025. A calculation of the NAV per share is set forth below. November 30, 2025 NAV Per Share Our board of directors, including a majority of our independent directors, has adopted valuation procedures, as amended from time to time, that contain a comprehensive set of methodologies to be used in connection with the calculation of our NAV. Our most recent NAV per share for each share class, which is updated as of the last calendar day of each month, is posted on our website at www.areswms.com/solutions/aireit and is also available on our toll-free, automated telephone line at (888) 310-9352. With the approval of our board of directors, including a majority of our independent directors, we have engaged Altus Group U.S. Inc., a third-party valuation firm, to serve as our independent valuation advisor ("Altus Group" or the "Independent Valuation Advisor") with respect to helping us administer the valuation and review process for the real properties in our portfolio, providing monthly real property appraisals and valuations for certain of our debt-related assets, reviewing annual third-party real property appraisals, reviewing the internal valuations of loans ("DST Program Loans") provided to certain investors in our program to raise capital in private placements exempt from registration pursuant to Rule 506(b) of Regulation D under the Securities Act of 1933, as amended, through the sale of beneficial interests ("DST Interests") in specific Delaware statutory trusts holding real properties, includ

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 99.1 Consent of Altus Group U.S. Inc. 99.2 Net Asset Value Calculation and Valuation Procedures. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K includes certain statements that are intended to be deemed "forward-looking statements" within the meaning of, and to be covered by the safe harbor provisions contained in, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are generally identifiable by the use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend," "project," "continue," or other similar words or terms and include, without limitation, statements regarding the estimates and assumptions used in the calculation of our NAV per Fund Interest. These statements are based on certain assumptions and analyses made in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate. Such statements are subject to a number of assumptions, risks and uncertainties that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by these forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements. Among the factors that may cause results to vary are the negative impact of increased inflation, changes in interest rates, developments related to tariffs and trade policies and the resulting impacts on market volatility and global trade, the conflict between Russia and Ukraine, and/or the ongoing conflict in the Middle East on our financial condition and results of operations being more significant than expected, general economic and business (particularly real estate and capital market) conditions being less favorable than expected, the business opportunities that may be presented to and pursued by us, changes in laws or regulations (including changes to laws governing the taxati

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ARES INDUSTRIAL REAL ESTATE INCOME TRUST INC. December 15, 2025 By: /s/ TAYLOR M. PAUL Name: Taylor M. Paul Title: Managing Director, Chief Financial Officer and Treasurer 6

View Full Filing

View this 8-K filing on SEC EDGAR