Private Placement Form 8 K

Item 3.02 Unregistered Sale of Equity Securities.

On September 3, 2024, J.P. Morgan Real Estate Income Trust, Inc. (the "Company"), pursuant to the Company's distribution reinvestment plan, issued 6,332, 5,539 and 1,941 Class E, Class I and Class Y shares of common stock at a price per share of $10.88, $10.39 and $10.82 to accredited investors for an aggregate purchase price of $0.07 million, $0.06 million and $0.02 million, respectively.

On September 3, 2024, the Company issued 214,394, 219,731 and 163,733 Class E, Class I and Class Y shares of common stock at a price per share of $10.88, $10.39 and $11.00 to accredited investors in a private placement for an aggregate purchase price of $2.3 million, $2.3 million and $1.8 million, respectively. The aggregate commissions paid in connection with the sale of Class Y shares were $0.03 million.

On October 1, 2024, the Company, pursuant to the Company's distribution reinvestment plan, issued 7,051, 6,323 and 2,389 Class E, Class I and Class Y shares of common stock at a price per share of $10.92, $10.41 and $10.83 to accredited investors for an aggregate purchase price of $0.08 million, $0.07 million and $0.03 million, respectively.

On October 1, 2024, the Company issued 995,165, 35,313 and 53,071 Class E, Class I and Class Y shares of common stock at a price per share of $10.92, $10.41 and $11.05 to accredited investors in a private placement for an aggregate purchase price of $10.9 million, $0.4 million and $0.6 million, respectively. The aggregate commissions paid in connection with the sale of Class Y shares were $0.01 million.

The transactions described above were exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2) thereof and Regulation D thereunder because they were not part of any public offering and did not involve any general solicitation or general advertising.