Equity | Note 14. Equity Authorized Capital On January 24, 2018, the Company filed Articles of Amendment and Restatement (the “charter”) with the State Department of Assessments and Taxation of Maryland pursuant to which the Company’s undesignated common stock became Class N shares of common stock and the Class T, Class S, Class D and Class I shares offered in the Offering were authorized. As of September 30, 2019, the Company had authority to issue a total of 2,200,000,000 shares of capital stock. Of the total shares of stock authorized, 2,100,000,000 shares are classified as common stock with a par value of $0.01 per share, 500,000,000 of which are classified as Class T shares, 500,000,000 of which are classified as Class S shares, 500,000,000 of which are classified as Class D shares, 500,000,000 of which are classified as Class I shares, 100,000,000 of which are classified as Class N shares, and 100,000,000 are classified as preferred stock with a par value of $0.01 per share, 125 of which are classified as Series A Preferred Stock (defined below). In addition, the Company’s board of directors may amend the charter from time to time, without stockholder approval, to increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class or series that the Company has authority to issue, or to issue additional classes of stock which may be subject to various class-specific fees. Preferred Stock On January 2, 2019, the Company filed Articles Supplementary to the charter, which set forth the rights, preferences and privileges of the Company’s 12.0% Series A cumulative non-voting Common Stock As of September 30, 2019, the Company has issued and outstanding 429,471 shares of Class T common stock 426,344 shares of Class D common stock, 1,470,148 shares of Class I common stock, and 29,730,608 shares of Class N common stock. As of September 30, 2019, the Company has not sold any Class S shares. During the nine months ended September 30, 2019, the Company sold the following shares of common stock (in thousands): Nine Months Ended September 30, 2019 Class T Class D Class I Class N Total December 31, 2018 — 26 186 29,731 29,943 Common Stock Issued 429 399 1,283 — 2,111 Distribution Reinvestment — (a) 1 4 — 5 Vested Stock — — 7 — 7 Common Stock Repurchased — — (10 ) — (10 ) September 30, 2019 429 426 1,470 29,731 32,056 (a) The Class T Shares amount is not presented due to rounding. TIAA has purchased $300 million of the Company’s Class N shares of common stock through its wholly owned subsidiary. Per the terms of the agreement between the Company and TIAA, all shares held by TIAA are not eligible to be repurchased until January 31, 2023; provided that TIAA must continue to maintain ownership of the $200,000 initial investment in the Company’s shares for so long as the Advisor or its affiliate serves as the Company’s advisor. Restricted Stock Grants The Company’s independent directors are compensated with an annual retainer, of which 25% is paid in the form of an annual grant of restricted stock based on the most recent transaction price. The restricted stock generally vests one year from the date of grant, which, in connection with the directors’ first annual grant, occurred on February 1, 2019. The Company accrued approximately $17,000 and $51,000, respectively, of expense for the three and nine months ended September 30, 2019, in connection with restricted stock portion of director compensation, which is included in accounts payable, accrued expenses and other liabilities on the Consolidated Balance Sheets. Distribution Reinvestment Plan The Company has adopted a distribution reinvestment plan whereby holders of Class T, Class S, Class D and Class I shares (other than investors in certain states or who are clients of a participating broker-dealer that does not permit automatic enrollment in the distribution reinvestment plan) have their cash distributions automatically reinvested in additional shares of common stock unless they elect to receive their distributions in cash. Holders of Class N shares are not eligible to participate in the distribution reinvestment plan and receive their distributions in cash. Investors who are clients of a participating broker-dealer that does not permit automatic enrollment in the distribution reinvestment plan or are residents of those states that do not allow automatic enrollment receive their distributions in cash unless they elect to have their cash distributions reinvested in additional shares of the Company’s common stock. The per share purchase price for shares purchased pursuant to the distribution reinvestment plan is equal to the transaction price at the time the distribution is payable, which is generally equal to the Company’s prior month’s NAV per share for that share class. Stockholders do not pay upfront selling commissions or dealer manager fees when purchasing shares pursuant to the distribution reinvestment plan. The stockholder servicing fees with respect to shares of the Company’s Class T shares, Class S shares and Class D shares are calculated based on the NAV for those shares and may reduce the NAV or, alternatively, the distributions payable with respect to shares of each such class, including shares issued in respect of distributions on such shares under the distribution reinvestment plan. Distributions The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Code. Beginning September 30, 2018, the Company established a monthly record date for a quarterly distribution to stockholders on record as of the last day of each applicable month typically payable within 30 days following quarter end. Each class of common stock receives the same gross distribution per share. The net distribution varies for each class based on the applicable advisory fee and stockholder servicing fee, which is deducted from the monthly distribution per share. During the nine months ended September 30, 2019, the Company’s board of directors declared distributions on all outstanding shares of common stock as of the close of business on the record dates of October 31, 2018, November 30, 2018 and December 31, 2018, all outstanding shares of common stock as of the close of business on the record dates of January 31, 2019, February 28, 2019, and March 31, 2019, and all outstandi n The following table details the distribution paid on January 29, 2019: Class D Class I Class N Net Distribution $ 0.07 $ 0.07 $ 0.08 Total Distributions Declared 1,760 13,640 2,468,230 The following table details the distribution paid on April 29, 2019: Class T Class D Class I Class N Net Distribution $ 0.04 $ 0.05 $ 0.07 $ 0.09 Total Distributions Declared 2,066 2,563 15,116 2,646,139 The following table details the distribution paid on July 29, 2019: Class T Class D Class I Class N Net Distribution $ 0.08 $ 0.10 $ 0.10 $ 0.13 Total Distributions Declared 15,065 10,790 57,554 3,754,662 Based on the monthly record dates established by the board of directors, the Company accrues for distribution on a monthly basis. As of September 30, 2019 the Company had an accrued distribution payable balance of $4.2 million on its Consolidated Balance Sheets related to July, August, and September 2019. The following table details the distributions accrued as of September 2019: Class T Class D Class I Class N Net Distribution Accrued $ 0.07 $ 0.06 $ 0.09 $ 0.13 Total Distributions Accrued 29,434 25,997 132,168 3,984,987 Share Repurchases The Company has adopted a share repurchase plan, whereby on a monthly basis, stockholders may request that the Company repurchase all or any portion of their shares. The Company may choose to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any particular month, in its discretion, subject to any limitations in the share repurchase plan. The total amount of aggregate repurchases of Class T, Class S, Class D, and Class I shares is limited to 2% of the aggregate NAV per month and 5% of the aggregate NAV per calendar quarter. In addition, if during any consecutive 24-month Shares are repurchased at a price equal to the transaction price on the applicable repurchase date, subject to any early repurchase deduction. Shares that have not been outstanding for at least one year are repurchased at 95% of the transaction price. Due to the illiquid nature of investments in real estate, the Company may not have sufficient liquid resources to fund repurchase requests and has established limitations on the amount of funds the Company may use for repurchases during any calendar month and quarter. Further, the Company’s board of directors may modify, suspend or terminate the share repurchase plan. During the three and nine months ended September 30, 2019, the Company repurchased 9,843 of s . |