NetSTREIT Corp美股招股说明书(2026-04-21版)

Common Stock We have entered into an at the market (“ATM”) equity offering sales agreement, dated April 21, 2026, with Wells FargoSecurities, LLC, BofA Securities, Inc., Robert W. Baird & Co. Incorporated (“Baird”), BNY Mellon Capital Markets, LLC(acting through BTIG, LLC as agent) (“BNY Mellon”), BTIG, LLC (“BTIG”), Cantor Fitzgerald & Co., Capital One Securities,Inc. (“Capital One”), Citigroup Global Markets Inc., Huntington Securities, Inc. (“Huntington”), Jefferies LLC (“Jefferies”),Mizuho Securities USA LLC, Nomura Securities International, Inc., RBC Capital Markets, LLC, Regions Securities LLC(“Regions”), Scotia Capital (USA) Inc., Stifel, Nicolaus & Company, Incorporated (“Stifel”), StoneX Financial Inc. (“StoneXFinancial”), TD Securities (USA) LLC and Truist Securities, Inc. as sales agents and/or principals (except in the case of StoneXFinancial and BNY Mellon), and as forward sellers (except in the case of BTIG and Capital One) (in any such capacity, each an“agent” and collectively, the “agents”) relating to the offer and sale of shares of our common stock from time to time (the “SalesAgreement”). In accordance with the terms of the Sales Agreement, we may offer and sell shares of our common stock, parvalue $0.01 per share, having an aggregate offering price of up to $400,000,000. We refer to the agents, when acting in theircapacity as sales agents, individually as a “sales agent” and collectively as “sales agents.” The Sales Agreement provides that, inaddition to the issuance and sale of common stock by us through a sales agent acting as a sales agent or directly to the salesagent acting as principal for its own account at a price agreed upon at the time of sale, we also may enter into forward saleagreements with Wells Fargo Bank, National Association, Bank of America, N.A., Baird, The Bank of New York Mellon, TheBank of Nova Scotia, CF Secured, LLC, Citibank, N.A., Huntington, Jefferies, Mizuho Markets Americas LLC, Nomura GlobalFinancial Products Inc., Regions, Royal Bank of Canada, Stifel, StoneX Financial, The Toronto-Dominion Bank and TruistBank, or their respective affiliates. We refer to these entities, when acting as forward purchasers, individually as a “forwardpurchaser” and collectively as “forward purchasers.” In connection with any forward sale agreement, the relevant forwardpurchaser will borrow from third parties and, through the relevant agent, acting as sales agent for such forward purchaser (anagent, in such capacity, each, a “forward seller” and collectively, the “forward sellers”), sell a number of shares of our commonstock equal to the number of shares of our common stock underlying the particular forward sale agreement. In no event will theaggregate number of shares of our common stock sold through the sales agents or forward sellers (or directly to the sales agents,acting as principals) under the Sales Agreement, under any terms agreement, and under any forward sale agreement have anaggregate gross sales price in excess of $400million. As of the date of this prospectus supplement, we have sold shares of ourcommon stock with an aggregate offering price of approximately $256.1million (including unsettled shares subject to forwardsale agreements) under an ATM Equity Offering Sales Agreement, dated August12, 2024 (the “Prior Sales Agreement”), relatingto the offering of shares of our common stock having an aggregate gross sales price of up to $300million (the “2024 ATMProgram”). As of the date of this prospectus supplement, we have entered into forward sale agreements with respect to anaggregate of 12,777,902 shares of our common stock that remain unsettled under (i)our previous $300million at-the-marketequity program, which was established in October2023 and terminated in August2024 and (ii)the 2024 ATM Program. We mayphysically settle these forward agreements (by delivery of shares of common stock) and receive proceeds from the sale of thoseshares on one or more forward settlement dates, which shall occur no later than the stated maturity dates ranging fromSeptember2026 through March2027. In connection with entering into the Sales Agreement, we terminated the Prior SalesAgreement. Sales, if any, of shares of our common stock, as contemplated by this prospectus supplement, made through the salesagents, acting as our sales agents, or the forward sellers, acting as agents for the applicable forward purchaser, may be made byany method permitted by law deemed to be an “at-the-market” offering as defined in Rule415 promulgated under the SecuritiesAct of 1933, as amended (the “Securities Act”), including, without limitation, sales made directly on the New York StockExchange (“NYSE”), on any other primary trading market for our common stock or to or through a market maker (which mayinclude block transactions). With our prior consent, the sales agents may also sell shares of our common stock in privatelynegotiated transactions. Furthermore, under the terms of the Sales Agreement, we