{"url_path":"/sec/cik-0001755755/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities and Use of Proceeds","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-08","source_url":"https://www.sec.gov/Archives/edgar/data/1755755/0001193125-26-214098-index.html","accession_number":"0001193125-26-214098","cik":"0001755755","ticker":null,"issuer_name":"VINEBROOK HOMES TRUST, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1755755/0001193125-26-214098-index.html","primary_entity_key":"0001755755","primary_entity_name":"VINEBROOK HOMES TRUST, INC."},"word_count":665,"has_tables":true,"body_markdown":"Item 2. Unregistered Sales of Equity Securities and Use of Proceeds\n\nSales of Common Stock\n\nThe following table presents information regarding the DRIP that have not been previously disclosed in Current Reports on Form 8-K (dollars in thousands, except per share amounts).\n\n \n\n \n\nCommon Stock DRIP\n\n \n\nMonth Ended\n\n \n\nShares Reinvested\n\n \n\n \n\nDRIP Price (1)\n\n \n\n \n\nReinvestment Amount (2)\n\n \n\nJanuary 31, 2026\n\n \n\n \n\n94,832\n\n \n\n \n\n \n\n54.84\n\n \n\n \n\n \n\n—\n\n \n\n \n\n(1)\nCommon Stock DRIP shares are generally purchased at a discounted rate of 97% of the NAV in effect.\n\n(2)\nFor shares of Common Stock issued under the DRIP, we do not receive any cash proceeds from the transaction as the shareholder receives shares in lieu of the cash dividend. Refer to Note 7 to the consolidated financial statements included in this Form 10-Q for further discussion.\n\nNo underwriting discount or commission is applicable to sales pursuant to the DRIP.\n\nThe Company issued the Common Stock noted above to accredited investors in reliance upon the exemptions from registration under the Securities Act provided by Rule 506(b) under Regulation D promulgated under the Securities Act and Section 4(a)(2) of the Securities Act.\n\nAmended and Restated Share Repurchase Plan\n\nUnder the amended and restated share repurchase plan (the “Amended Share Repurchase Plan”), investors may request on a quarterly basis that the Company repurchase all or a portion of their Common Stock. Under the Amended Share Repurchase Plan, shares will be repurchased at the then-current NAV per share in effect. The total amount of aggregate repurchases of shares is limited to no more than 5% of the Company’s aggregate NAV per calendar quarter. The Company is not obligated to repurchase any Common Stock under the Amended Share Repurchase Plan and may choose to repurchase only some, or even none, of the Common Stock that have been asked to be repurchased in any particular quarter, in the sole discretion of the Board. On July 28, 2025, the Board determined to suspend share repurchases for an indefinite period. Notwithstanding any suspension of the Amended Share Repurchase Plan, the Board may permit the repurchase of Common Stock held by a stockholder who has died, is deemed to have a qualified disability (as such term is defined in Section 72(m)(7) of the Internal Revenue Code) or similar extenuating hardship circumstances, subject to the conditions and limitations in the Amended Share Repurchase Plan.\n\nUnder the Amended Share Repurchase Plan, investors may request that the Company repurchase all or a portion of their Common Stock by submitting a repurchase request and required documentation to our transfer agent by 4:00 p.m. (Eastern time) on the last business day of the first month of any quarter. Settlements of share repurchases will be made in\n\n68\n\n[Table of Contents](#toc_page)\n\n \n\ncash within three business days of the last calendar day of such quarter (a “repurchase date”). An investor may withdraw his or her repurchase request by notifying the Company’s transfer agent, directly or through his or her financial intermediary, on the Company’s toll-free automated telephone customer service number by 4:00 p.m. (Eastern time) on the applicable repurchase date (or, if such repurchase date is not a business day, the prior business day). If a repurchase order is received after 4:00 p.m. (Eastern time) on the last business day of the first month of a quarter, the purchase order will not be executed and must be resubmitted after the start of the next quarter.\n\nThe table below contains information regarding the repurchases of Common Stock by the Company pursuant to the Share Repurchase Plan during the three months ended March 31, 2026:\n\n \n\nPeriod\n\n \n\nTotal Number of Shares Purchased\n\n \n\n \n\nAverage Price Paid Per Share\n\n \n\n \n\nTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs\n\n \n\n \n\nApproximate Dollar Value of Shares that may yet be Purchased under the Plans or Programs (in thousands)\n\n \n\nJanuary 1 - January 31\n\n \n\n \n\n—\n\n \n\n \n\n$\n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n$\n\n—\n\n \n\nFebruary 1 - February 28\n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n—\n\n \n\nMarch 1 - March 31\n\n \n\n \n\n—\n\n \n\n \n\n \n\n \n\n \n\n \n\n—\n\n \n\n \n\n \n\n71,569\n\n \n\nTotal\n\n \n\n \n\n—\n\n \n\n \n\n$\n\n—\n\n \n\n \n\n \n\n—\n\n \n\n \n\n$\n\n71,569"}