Fundrise Income Real Estate Fund NPORT-P Fundrise Income Real Estate Fund, LLC (Sep 2024 report)

Fundrise

Income

Real

Estate

Fund,

LLC

Schedule

of

Investments

(UNAUDITED)

September

30,

2024

1

See

accompanying

notes

to

schedule

of

investments.

(Amounts

in

thousands)

Par/Shares

Description

Acquisition

Date

Value

as

of

September

30,

2024

Private

Real

Estate

-

81.1%

Equity

-

21.9%

Development

-

13.4%

N/A

Income

1

TRS,

LLC

|

Various

locations  (Cost

$66,899)

(1)(2)(3)(4)

03/31/22

$

79,630‌

Land

-

0.6%

N/A

FR

Fairfax,

LLC

|

Los

Angeles,

CA  (Cost

$3,787)

(1)(2)(3)(4)

01/10/24

$

3,400‌

Multifamily

-

7.9%

N/A

23Hundred

JV

LP

|

Plano,

TX  (Cost

$4,232)

(2)(3)

03/31/22

$

7,388‌

N/A

FR

MP

Brandon

Glen

JV,

LLC

|

Conyers,

GA  (Cost

$8,657)

(2)(3)(4)

03/31/22

13,310‌

N/A

Fundrise

Insight

Two

LLC

|

Arlington,

VA  (Cost

$1)

(1)(2)(3)(4)

03/31/22

1‌

N/A

Liberty

Hills

JV,

LP

|

Houston,

TX  (Cost

$7,031)

(2)(3)

03/31/22

7,449‌

N/A

Luxe

JV,

LP

|

Tampa,

FL  (Cost

$7,670)

(2)(3)

03/31/22

7,812‌

N/A

Presley

JV,

LP

|

Charlotte,

NC  (Cost

$4,852)

(2)(3)

03/31/22

5,032‌

N/A

The

View

JV

LP

|

Lewisville,

TX  (Cost

$6,105)

(2)(3)

03/31/22

6,431‌

Total

Multifamily

(Cost

$38,54

8)

$

47,423‌

Total

Equity

(Cost

$109,234)

$

130,453‌

Mezzanine

Debt

-

2.3%

Multifamily

-

2.3%

$

7,067‌

RSE

Boat

Club

Investor,

LLC

|

Fort

Worth,

TX,

10.25%

+

SOFR,

15.58%

PIK,

09/27/25

(Cost

$8,775)

(2)(3)(5)(6)

09/27/22

$

8,758‌

2,691‌

RSE

Palomino

Investor,

LLC

|

Glendale,

AZ,

10.25%

+

SOFR,

15.58%

PIK,

08/28/26

(Cost

$2,930)

(1)(2)(3)(5)(6)

02/28/23

2,893‌

1,820‌

RSE

Vista

Norte

Investor,

LLC

|

Anthem,

AZ,

10.25%

+

SOFR,

15.58%

PIK,

06/23/26

(Cost

$2,051)

(1)(2)(3)(5)(6)

12/23/22

2,065‌

Total

Multifamily

(Cost

$13,75

6)

$

13,716‌

Total

Mezzanine

Debt

(Cost

$13,756)

$

13,716‌

Preferred

Equity

-

21.8%

Hospitality

-

0.4%

$

2,229‌

Y

Hotel

Leveraged

Lender,

LLC

|

Pittsburgh,

PA,

15.50%,

11/13/19

(Cost

$2,229)

(2)(3)(4)(7)

03/31/22

$

2,150‌

Multifamily

-

21.4%

$

4,500‌

Breckenridge

Group

Springfield

Missouri,

LLC

|

Springfield,

MO,

13.50%,

01/01/26

(Cost

$4,500)

(2)(3)

03/31/22

$

4,501‌

6,820‌

CV

Fort

Myers

Investor,

LLC

|

Fort

Myers,

FL,

10.50%,

2.50%

PIK,

10/08/24

(Cost

$9,145)

(2)(3)(6)

03/31/22

9,146‌

16,393‌

Encore

Narcoossee,

LLC

|

Orlando,

FL,

9.85%,

9.85%

PIK,

12/29/25

(Cost

$19,445)

(2)(3)(6)

06/29/22

19,452‌

6,835‌

Fort

Myers

Reef

Holdings,

LLC

|

Fort

Myers,

FL,

10.90%,

4.07%

PIK,

09/01/28

(Cost

$9,387)

(1)(2)(3)(6)

03/31/22

9,411‌

3,752‌

Fundrise

Busbee

Investor,

LLC

|

Asheville,

NC,

15.00%,

11.00%

PIK,

12/04/28

(Cost

$4,164)

(1)(2)(3)(6)

12/04/23

4,365‌

1,538‌

Fundrise

East

Village

Investor

I,

LLC

|

Roswell,

GA,

14.25%,

14.25%

PIK,

04/23/27

(Cost

$1,638)

(1)(2)(3)(6)

04/24/24

1,641‌

9,161‌

Fundrise

Gainesville

Investor

I,

LLC

|

Gainesville,

FL,

13.00%,

13.00%

PIK,

09/21/25

(Cost

$10,332)

(2)(3)(6)

11/01/23

10,337‌

884‌

Fundrise

Highlands

Investor

I,

LLC

|

Knoxville,

TN,

15.50%,

11.50%

PIK,

02/09/27

(Cost

$931)

(1)(2)(3)(6)

02/09/24

949‌

3,684‌

Fundrise

Mont

Belvieu

Investor

I,

LLC

|

Baytown,

TX,

13.50%,

13.50%

PIK,

09/26/28

(Cost

$3,691)

(2)(3)(6)

09/26/24

3,691‌

8,403‌

Fundrise

PB

Investor

I,

LLC

|

Palm

Bay,

FL,

13.00%,

13.00%

PIK,

04/08/25

(Cost

$9,522)

(1)(2)(3)(6)

10/19/23

9,522‌

10,960‌

Fundrise

PSL

Investor

I,

LLC

|

Port

St.

Lucie,

FL,

13.00%,

13.00%

PIK,

02/05/25

(Cost

$12,299)

(1)(2)(3)(6)

11/15/23

12,300‌

7,286‌

Fundrise

VB

Investor

I,

LLC

|

Vero

Beach,

FL,

13.00%,

13.00%

PIK,

07/05/25

(Cost

$8,177)

(1)(2)(3)(6)

11/15/23

8,177‌

4,160‌

RSE

Daytona

Investor

I,

LLC

|

Daytona

Beach,

FL,

13.50%,

13.50%

PIK,

02/05/26

(Cost

$4,815)

(1)(2)(3)(6)

02/09/23

4,818‌

1,800‌

RSE

Thompson

Reserve

Investor

I,

LLC

|

Scottsdale,

AZ,

13.85%,

10.35%

PIK,

05/11/26

(Cost

$1,963)

(1)(2)(3)(6)

05/09/23

1,965‌

15,600‌

SFR

Reflections

I,

LLC

|

Sunrise,

FL,

10.10%,

12/01/30

(Cost

$15,600)

(2)(3)

03/31/22

15,639‌

Fundrise

Income

Real

Estate

Fund,

LLC

Schedule

of

Investments

(UNAUDITED)

(Continued)

September

30,

2024

2

See

accompanying

notes

to

schedule

of

investments.

Par/Shares

Description

Acquisition

Date

Value

as

of

September

30,

2024

Multifamily

-

21.4%

(continued)

$

10,730‌

WP

Walcott

Hackensack

Sub,

LLC

|

Hackensack,

NJ,

14.00%,

9.00%

PIK,

01/29/25

(Cost

$11,419)

(2)(3)(6)

03/31/22

$

11,419‌

Total

Multifamily

(Cost

$127,028

)

$

127,333‌

Total

Preferred

Equity

(Cost

$129,257)

$

129,483‌

Promissory

Notes

-

31.0%

Development

-

31.0%

$

2,447‌

FR

Arbor

Place,

LLC

|

Douglasville,

GA,

9.50%,

07/21/29

(Cost

$2,447)

(1)(2)(3)

03/31/22

$

2,443‌

28,160‌

FR

Beeson,

LLC

|

Katy,

TX,

8.50%,

08/27/29

(Cost

$28,160)

(1)(2)(3)

03/31/22

28,579‌

8,258‌

FR

Berry

Creek,

LLC

|

Georgetown,

TX,

9.50%,

03/09/30

(Cost

$8,258)

(1)(2)(3)

03/31/22

8,198‌

11,224‌

FR

Cade's

Bluff,

LLC

|

Mt.

Juliet,

TN,

9.50%,

09/23/30

(Cost

$11,224)

(1)(2)(3)

09/23/22

11,231‌

7,694‌

FR

Castlewood,

LLC

|

Taylor,

TX,

9.00%,

05/02/30

(Cost

$7,694)

(1)(2)(3)

05/02/22

7,621‌

10,519‌

FR

Crescent

Mills,

LLC

|

Smithfield,

NC,

9.00%,

05/03/30

(Cost

$10,519)

(1)(2)(3)

05/03/22

10,434‌

4,422‌

FR

Eastwood,

LLC

|

Jarrell,

TX,

9.00%,

11/17/29

(Cost

$4,422)

(1)(2)(3)

03/31/22

4,403‌

4,954‌

FR

Holmes,

LLC

|

Myrtle

Beach,

SC,

8.00%,

05/27/30

(Cost

$4,954)

(1)(2)(3)

05/27/22

4,886‌

16,982‌

FR

Legacy

Hills,

LLC

|

Celina,

TX,

8.50%,

07/29/30

(Cost

$16,982)

(1)(2)(3)

07/29/22

16,896‌

11,462‌

FR

Meadow

Park,

LLC

|

Melissa,

TX,

9.50%,

09/01/29

(Cost

$11,462)

(1)(2)(3)

03/31/22

11,397‌

5,847‌

FR

Providence

Gardens,

LLC

|

Davenport,

FL,

8.50%,

02/24/30

(Cost

$5,847)

(1)(2)(3)

03/31/22

5,827‌

29,402‌

FR

Tom

Miller,

LLC

|

Bethlehem,

GA,

9.00%,

06/14/30

(Cost

$29,402)

(1)(2)(3)

06/15/22

29,213‌

11,668‌

FR

Trailside,

LLC

|

Mount

Dora,

FL,

8.50%,

08/22/30

(Cost

$11,668)

(1)(2)(3)

08/22/22

11,564‌

1,188‌

FR

Vaughn

Farms,

LLC

|

Conyers,

GA,

10.50%,

04/13/29

(Cost

$1,188)

(1)(2)(3)

03/31/22

1,188‌

3,666‌

FR

Washington

Street,

LLC

|

Covington,

GA,

9.00%,

11/15/29

(Cost

$3,666)

(1)(2)(3)

03/31/22

3,654‌

18,126‌

FR

Willow

Landing,

LLC

|

Nashville,

TN,

9.50%,

09/13/30

(Cost

$18,126)

(1)(2)(3)

09/13/22

18,150‌

193‌

FR

Wilsons

Walk,

LLC

|

Clayton,

NC,

9.00%,

10/04/29

(Cost

$193)

(1)(2)(3)

03/31/22

191‌

9,442‌

FR

Wong

Tract,

LLC

|

Austin,

TX,

8.50%,

08/31/30

(Cost

$9,442)

(1)(2)(3)

08/31/22

9,439‌

Total

Development

(Cost

$185,654

)

$

185,314‌

Total

Promissory

Notes

(Cost

$185,654)

$

185,314‌

Senior

Debt

-

4.1%

Land

-

4.1%

$

3,000‌

4927

Washington,

LLC

|

Los

Angeles,

CA,

12.90%,

04/19/22

(Cost

$3,000)

(2)(3)(4)(7)

03/31/22

$

3,000‌

19,255‌

The

Station

East

Owner

II,

LLC

|

Union

City,

CA,

13.75%,

11/20/25

(Cost

$19,255)

(2)(3)

03/31/22

19,284‌

2,130‌

The

Station

East

Owner

III,

LLC

|

Union

City,

CA,

16.00%,

03/16/25

(Cost

$2,130)

(1)(2)(3)

05/16/23

2,130‌

Total

Land

(Cost

$24,385

)

$

24,414‌

Total

Senior

Debt

(Cost

$24,385)

$

24,414‌

Total

Private

Real

Estate

(Cost

$462,286)

$

483,380‌

Commercial

Mortgage-Backed

Securities

-

10.7%

Non-U.S.

Government

Agency

Issues

-

10.

7

%

$

10,000‌

ARES

Commercial

Mortgage

Trust

2024-IND

(D

Class),

2.89%

+

SOFR,

07/15/26

(5)(8)

$

10,029‌

10,000‌

ARES

Commercial

Mortgage

Trust

2024-IND

(E

Class),

3.94%

+

SOFR,

07/15/26

(5)(8)

10,014‌

10,000‌

ARES

Commercial

Mortgage

Trust

2024-IND2

(E

Class),

3.44%

+

SOFR,

10/15/29

(5)(8)

9,975‌

2,000‌

BMP

2024-MF23

(D

Class),

2.39%

+

SOFR,

06/15/26

(5)(8)

1,997‌

3,000‌

BX

Commercial

Mortgage

Trust

2024-AIR2

(D

Class),

2.79%

+

SOFR,

10/15/26

(5)(8)

3,009‌

15,264‌

BX

Commercial

Mortgage

Trust

2024-AIRC

(D

Class),

3.09%

+

SOFR,

08/15/26

(5)(8)

15,330‌

10,000‌

DBGS

Mortgage

Trust

2024-SBL

(C

Class),

2.99%

+

SOFR,

08/15/26

(5)(8)

10,026‌

3,500‌

LBA

Trust

2024-7IND

(D

Class),

2.64%

+

SOFR,

10/15/29

(5)(8)

3,510‌

Total

Commercial

Mortgage-Backed

Securities

(Cost

$63,605)

$

63,890‌

Residential

Mortgage-Backed

Securities

-

7.5%

Non-U.S.

Government

Agency

Issues

-

7.

5

%

$

14,067‌

Bridge

2022-SFR1

Trust

(E1

Class),

6.30%,

11/17/25

(8)

$

13,808‌

3,254‌

New

Residential

Mortgage

Loan

Trust

2022-SFR2

(E2

Class),

4.00%,

09/04/27

(8)

2,968‌

22,000‌

New

Residential

Mortgage

Loan

Trust

2022-SFR2

(F

Class),

4.00%,

09/04/27

(8)

19,665‌

7,745‌

Progress

Residential

2022-SFR7

Trust

(E1

Class),

6.75%,

10/27/27

(8)

7,892‌

Total

Residential

Mortgage-Backed

Securities

(Cost

$42,931)

$

44,333‌

Short-Term

Investments

-

3.8%

22,692‌

Allspring

Government

Money

Market

Fund,

Select

Class,

4.97%

(9)

$

22,692‌

93‌

Federated

Hermes

Government

Obligations

Fund,

Administrative

Shares,

4.54%

(9)

93‌

Total

Short-Term

Investments

(Cost

$22,785)

$

22,785‌

Total

investments,

at

value

-

103.1%

(Cost

$591,607)

$

614,388‌

Liabilities

in

excess

of

other

assets

-

(3.1)%

(18,233‌)

Total

Net

Assets

-

100.0%

$

596,155‌

Fundrise

Income

Real

Estate

Fund,

LLC

Schedule

of

Investments

(UNAUDITED)

(Continued)

September

30,

2024

3

See

accompanying

notes

to

schedule

of

investments.

LLC

Limited

Liability

Company

LP

Limited

Partnership

(1)

Investment

in

an

affiliate.

See

Note

2,

Summary

of

Significant

Accounting

Policies

for

additional

information.

(2)

Investments

classified

as

Level

3

within

the

three-tier

fair

value

hierarchy.

See

the

accompanying

notes

to

the

schedule

of

investments

for

an

explanation

of

this

hierarchy,

as

well

as

a

list

of

significant

unobservable

inputs

used

in

the

valuation

of

these

instruments.

(3)

Restricted

security.

The

aggregate

value

of

restricted

securities

at

September

30,

2024

is

approximately

$483,380

(amount

in

thousands)

and

represents

81.1%

of

net

assets.

(4)

Non-income

producing

investment.

(5)

This

investment

has

a

floating

interest

rate.

Coupon

rate,

reference

index

and

spread

shown

at

September

30,

2024.

(6)

Rate

disclosed

for

investments

with

payment

in

kind

(PIK)

interest.

The

PIK

interest,

computed

at

the

contractual

rate

specified

in

each

loan

agreement,

is

added

to

the

principal

balance

of

the

investment,

rather

than

being

paid

in

cash,

and

is

recorded

as

interest

income.

Thus,

the

actual

collection

of

PIK

interest

may

be

deferred

until

the

time

of

debt

principal

repayment.

(7)

As

of

September

30,

2024,

this

investment

had

incurred

an

event

of

default

due

to

non-payment

of

outstanding

principal

and

contractual

interest,

and

is

non-

accrual.

The

real

estate

investment

is

secured

by

the

underlying

property.

(8)

Security

is

exempt

from

registration

under

Rule

144A

of

the

Securities

Act

of

1933.

These

securities

may

be

resold

to

qualified

institutional

buyers

in

transactions

exempt

from

registration.

The

aggregate

value

of

these

securities

at

September

30,

2024

is

approximately

$108,223

(amount

in

thousands)

and

represents

18.2%

of

net

assets.

(9)

Rate

disclosed

is

representative

of

the

seven-day

effective

yield

as

of

September

30,

2024.

Fundrise

Income

Real

Estate

Fund,

LLC

Notes

to

Schedule

of

Investments

(UNAUDITED)

September

30,

2024

4

1.

Formation

and

Organization

Fundrise

Income

Real

Estate

Fund,

LLC

(the

“Fund”

or

the

“Registrant”)

is

a

Delaware

limited

liability

company

and

has

elected

to

be

taxed

as

a

real

estate

investment

trust

(a

“REIT”)

for

U.S.

federal

income

tax

purposes

under

Part

II

of

Subchapter

M

of

Chapter

1

of

the

Internal

Revenue

Code

of

1986,

as

amended

(the

“Code”),

commencing

with

its

taxable

year

ending

December

31,

2022,

and

intends

to

continue

to

operate

as

such.

The

Fund

is

organized

as

a

continuously

offered,

non-diversified,

closed-end

management

investment

company

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”),

that

operates

as

an

interval

fund.

The

Fund’s

registration

statement

was

declared

effective

on

February

3,

2022.

The

Fund

commenced

investment

operations

on

April

1,

2022,

following

a

tax-free

reorganization

on

March

31,

2022.

The

Fund’s

investment

objective

is

to

seek

current

income

from

which

to

pay

attractive,

consistent

cash

distributions

while

preserving

capital.

Generally,

the

Fund’s

investment

strategy

is

to

invest

at

least

80%

of

its

net

assets

(plus

the

amount

of

any

borrowings

for

investment

purposes)

in

residential

and

commercial

real

estate,

the

securities

of

real

estate

and

real

estate-related

issuers,

and

real

estate-related

loans

or

other

real

estate-related

debt

securities.

The

investment

adviser

to

the

Fund

is

Fundrise

Advisors,

LLC

(the

“Adviser”),

an

investment

adviser

registered

with

the

U.S.

Securities

and

Exchange

Commission

(“SEC”)

under

the

Investment

Advisers

Act

of

1940,

as

amended.

The

Adviser

is

a

wholly-

owned

subsidiary

of

Rise

Companies

Corp.

(“Rise

Companies”

or

the

“Sponsor”),

the

Fund’s

sponsor.

Subject

to

the

supervision

of

the

Board

of

Directors

of

the

Fund

(the

“Board”),

the

Adviser

is

responsible

for

directing

the

management

of

the

Fund’s

business

and

affairs,

managing

the

Fund’s

day-to-day

affairs,

and

implementing

the

Fund’s

investment

strategy.

2.

Summary

of

Significant

Accounting

Policies

Valuation

Oversight

Pursuant

to

SEC

Rule

2a-5

under

the

1940

Act,

the

Board

has

approved

the

Adviser

as

the

Fund’s

Valuation

Designee

(“Valuation

Designee”),

to

provide

administration

and

oversight

of

the

Fund’s

valuation

policies

and

procedures.

The

Fund

values

its

investments

in

accordance

with

such

procedures.

Generally,

portfolio

securities

and

other

assets

for

which

market

quotations

are

readily

available

are

valued

at

market

value,

which

is

ordinarily

determined

on

the

basis

of

official

closing

prices

or

the

last

reported

sales

prices.

If

market

quotations

are

not

readily

available

or

are

deemed

unreliable,

the

Fund

will

use

the

fair

value

of

the

securities

or

other

assets

as

determined

by

the

Adviser

in

good

faith,

taking

into

consideration

all

available

information

and

other

factors

that

the

Adviser

deems

pertinent,

in

each

case

subject

to

the

overall

supervision

and

responsibility

of

the

Board.

In

calculating

the

Fund’s

net

asset

value

(“NAV”),

the

Adviser,

subject

to

the

oversight

of

the

Board,

uses

various

valuation

methodologies.

To

the

extent

practicable,

the

Adviser

generally

endeavors

to

maximize

the

use

of

observable

inputs

and

minimize

the

use

of

unobservable

inputs

by

requiring

that

the

most

observable

inputs

are

to

be

used

when

available.

The

availability

of

valuation

techniques

and

observable

inputs

can

vary

from

investment

to

investment

and

are

affected

by

a

wide

variety

of

factors.

When

valuation

is

based

on

models

or

inputs

that

are

less

observable

or

unobservable

in

the

market,

the

determination

of

fair

value

requires

more

judgment,

and

may

involve

alternative

methods

to

obtain

fair

values

where

market

prices

or

market-based

valuations

are

not

readily

available.

As

a

result,

the

Adviser

may

exercise

a

higher

degree

of

judgment

in

determining

fair

value

for

certain

securities

or

other

assets.

Fair

Value

Measurement

The

following

is

a

current

summary

of

certain

methods

generally

used

to

value

investments

of

the

Fund

under

the

Fund’s

valuation

procedures:

The

Fund

applies

FASB

ASC

Topic

820,

Fair

Value

Measurement,

as

amended,

which

establishes

a

framework

for

measuring

fair

value

in

accordance

with

U.S.

GAAP

and

required

disclosures

of

fair

value

measurement.

U.S.

GAAP

defines

the

fair

value

as

the

price

that

the

Fund

would

receive

to

sell

an

asset

or

pay

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

The

Fund

determines

the

fair

value

of

certain

investments

in

accordance

with

the

fair

value

hierarchy

that

requires

an

entity

to

maximize

the

use

of

observable

inputs.

The

fair

value

hierarchy

includes

the

following

three

levels

based

on

the

objectivity

of

the

inputs,

which

were

used

for

categorizing

the

assets

or

liabilities

for

which

fair

value

is

being

measured

and

reported:

Fundrise

Income

Real

Estate

Fund,

LLC

Notes

to

Schedule

of

Investments

(UNAUDITED)(CONTINUED)

September

30,

2024

5

Level

1

–

Quoted

market

prices

in

active

markets

for

identical

assets

or

liabilities.

Level

2

–

Significant

other

observable

inputs

(e.g.,

quoted

prices

for

similar

items

in

active

markets,

quoted

prices

for

identical

or

similar

items

in

markets

that

are

not

active,

inputs

other

than

quoted

prices

that

are

observable

such

as

interest

rate

and

yield

curves,

and

market-corroborated

inputs).

Level

3

–

Valuation

generated

from

model-based

techniques

that

use

inputs

that

are

significant

and

unobservable

in

the

market.

These

unobservable

assumptions

reflect

estimates

of

inputs

that

market

participants

would

use

in

pricing

the

asset

or

liability.

Valuation

techniques

may

include

use

of

discounted

cash

flow

methodologies

or

similar

techniques,

which

incorporate

management’s

own

estimates

of

assumptions

that

market

participants

would

use

in

pricing

the

instrument

or

other

valuation

assumptions

that

require

significant

management

judgment

or

estimation.

The

Fund’s

real

estate

equity

investments

are

typically

fair

valued

based

on

a

discounted

cash

flow,

direct

capitalization

method

or

other

income

approach,

or

by

a

sales

comparison

or

cost

approach.

The

Fund

accounts

for

properties

at

the

individual

property

level

and

such

assets

are

fair

valued

using

inputs

that

consider

property-level

data

that

is

gathered

and

evaluated

periodically

to

reflect

new

information

(e.g.,

rental

payment

history)

regarding

the

property.

Properties

held

through

joint

ventures

generally

will

be

valued

in

a

manner

that

is

consistent

with

the

methods

described

above.

Once

the

value

of

a

property

held

by

the

joint

venture

is

determined

and

the

Fund

determines

the

fair

value

of

any

other

assets

and

liabilities

of

the

joint

venture,

the

value

of

the

Fund’s

interest

in

the

joint

venture

is

then

determined.

The

Fund’s

real

estate

debt

investments

in

loans,

including

preferred

equity,

senior

loans,

mezzanine

loans,

and

promissory

notes,

are

generally

fair

valued

by

the

yield

or

equity

method

via

a

discounted

cash

flow

analysis

that

uses

current

market

rates

derived

from

observable

market

data.

Investments

in

registered

investment

companies,

including

money

market

funds,

are

valued

at

the

NAV

as

of

the

close

of

each

business

day.

To

the

extent

these

securities

are

actively

traded,

they

are

categorized

in

Level

1

of

the

fair

value

hierarchy.

Fixed

income

securities

are

valued

by

an

outside

pricing

service

overseen

by

the

Valuation

Designee.

The

pricing

service

employs

a

pricing

model

that

takes

into

account,

among

other

things,

bids,

yield

spreads

and/or

other

market

data

and

specific

security

characteristics.

In

the

event

prices

or

quotations

are

not

readily

available

or

that

the

application

of

these

valuation

methods

results

in

a

price

for

an

investment

that

is

deemed

to

be

not

representative

of

the

fair

value

of

such

investment,

fair

value

will

be

determined

in

good

faith

by

the

Valuation

Designee,

in

accordance

with

the

valuation

policy

and

procedures

approved

by

the

Board.

To

the

extent

these

securities

are

actively

traded,

they

are

categorized

in

Level

2

of

the

fair

value

hierarchy.

Due

to

the

inherent

uncertainty

of

determining

the

fair

value

of

investments

that

do

not

have

a

readily

available

market

value,

the

fair

value

of

the

Fund’s

investments

may

differ

significantly

from

the

values

that

would

have

been

used

had

a

readily

available

market

value

existed

for

such

investments,

and

the

differences

could

be

material.

The

following

is

a

summary

of

the

Fund’s

assets

measured

at

fair

value

on

a

recurring

basis

as

of

September

30,

2024

,

and

indicates

the

fair

value

hierarchy

of

the

inputs

utilized

by

the

Fund

to

determine

such

fair

value

(amounts

in

thousands)

:

The

following

is

a

summary

of

quantitative

information

about

the

significant

unobservable

inputs

of

the

Fund’s

Level

3

investments

as

of

September

30,

2024

(amounts

in

thousands)

.

The

weighted

average

range

of

unobservable

inputs

is

based

on

the

fair

value

of

investments.

Various

valuation

techniques

were

used

in

the

valuation

of

certain

investments

and

weighted

based

on

the

level

of

Level

1

Level

2

Level

3

Total

Private

Real

Estate

Equity

$

–‌

$

–‌

$

130,453‌

$

130,453‌

Private

Real

Estate

Mezzanine

Debt

–‌

–‌

13,716‌

13,716‌

Private

Real

Estate

Preferred

Equity

–‌

–‌

129,483‌

129,483‌

Private

Real

Estate

Promissory

Notes

–‌

–‌

185,314‌

185,314‌

Private

Real

Estate

Senior

Debt

–‌

–‌

24,414‌

24,414‌

Commercial

Mortgage-Backed

Securities

–‌

63,890‌

–‌

63,890‌

Residential

Mortgage-Backed

Securities

–‌

44,333‌

–‌

44,333‌

Short-Term

Investments

22,785‌

–‌

–‌

22,785‌

Total

Investments

$

22,785‌

$

108,223‌

$

483,380‌

$

614,388‌

Fundrise

Income

Real

Estate

Fund,

LLC

Notes

to

Schedule

of

Investments

(UNAUDITED)(CONTINUED)

September

30,

2024

6

significance.

The

tables

are

not

intended

to

be

all-inclusive

but

instead

capture

the

significant

unobservable

inputs

relevant

to

the

Fund’s

determination

of

fair

value.

The

following

is

a

reconciliation

of

investments

in

which

significant

unobservable

inputs

(Level

3)

were

used

in

determining

fair

value

(amounts

in

thousands)

:

Affiliated

Investments

The

Fund

invests

in

one

or

more

affiliated

entities.

As

of

September

30,

2024,

the

investments

in

affiliates

consist

of

investments

in

real

estate

investment

vehicles

used

to

acquire,

hold,

and

finance

multifamily

properties

and

land

for

future

development.

The

affiliated

investment

vehicles

have

not

been

registered

under

the

Securities

Act

of

1933,

as

amended,

and

thus

are

subject

to

restrictions

on

resale.

As

defined

in

the

1940

Act,

an

investment

is

deemed

to

be

a

“Majority

Owned

Subsidiary”

of

a

fund

when

a

fund

owns,

either

directly

or

indirectly,

50%

or

more

of

the

affiliated

fund’s

outstanding

shares

or

has

the

power

to

exercise

control

over

management

or

policies

of

such

fund.

Investment

Fair

Value

Valuation

Technique

Unobservable

Input

Range

(Weighted

Average)

Impact

to

Valuation

from

an

Increase

in

Input

(1)

Private

Real

Estate

Equity

$

130,453

Direct

Capitalization

Capitalization

Rate

(2)

5.0%

-

6.0%

(5.4%)

Decrease

Discounted

Cash

Flow

Discount

Rate

(2)

8.5%

-

11.8%

(10.4%)

Decrease

Sales

Comparison

Approach

Price

Per

Unit

($)

$83

-

$156

($119)

Increase

Private

Real

Estate

Mezzanine

Debt

13,716

Discounted

Cash

Flow

Discount

Rate

15.5%

Decrease

Private

Real

Estate

Preferred

Equity

129,483

Discounted

Cash

Flow

Discount

Rate

9.9%

-

18.0%

(12.2%)

Decrease

Liquidation

Approach

Price

Per

Unit

($)

$102

-

$226

($161)

Increase

Recent

Transaction

Transaction

Price

N/A

Increase

Private

Real

Estate

Promissory

Notes

185,314

Discounted

Cash

Flow

Discount

Rate

8.5%

-

10.5%

(9.5%)

Decrease

Private

Real

Estate

Senior

Debt

24,414

Discounted

Cash

Flow

Discount

Rate

12.0%

-

15.0%

(12.3%)

Decrease

Total

Investments

$

483,380

(1)

Represents

the

expected

directional

change

in

the

fair

value

of

the

Level

3

investments

that

would

result

from

an

increase

in

the

corresponding

input.

A

decrease

to

the

unobservable

input

would

have

the

opposite

effect.

Significant

changes

in

these

inputs

could

result

in

significantly

higher

or

lower

fair

value

measurements.

(2)

Represents

the

significant

unobservable

inputs

used

to

fair

value

the

financial

instruments

of

the

joint

ventures.

The

fair

value

of

such

financial

instruments

is

the

largest

component

of

the

valuation

of

each

joint

venture

as

a

whole.

Private

Real

Estate

Equity

Private

Real

Estate

Mezzanine

Debt

Private

Real

Estate

Preferred

Equity

Private

Real

Estate

Promissory

Notes

Private

Real

Estate

Senior

Debt

Total

Balance

as

of

December

31,

2023

$

113,047‌

$

29,175‌

$

106,723‌

$

194,225‌

$

36,750‌

$

479,920‌

Purchases

11,119‌

(1)

3,248‌

15,962‌

59,500‌

–‌

89,829‌

PIK

interest

–‌

2,370‌

8,499‌

–‌

–‌

10,869‌

Realized

gain

(loss)

–‌

–‌

–‌

–‌

(85‌)

(85‌)

Net

change

in

unrealized

appreciation/

depreciation

6,287‌

(18‌)

184‌

785‌

(8‌)

7,230‌

Sales

–‌

(21,059‌)

(1,885‌)

(69,196‌)

(12,243‌)

(1)

(104,383‌)

Transfers

into

Level

3

–‌

–‌

–‌

–‌

–‌

–‌

Transfers

out

of

Level

3

–‌

–‌

–‌

–‌

–‌

–‌

Balance

as

of

September

30,

2024

$

130,453‌

$

13,716‌

$

129,483‌

$

185,314‌

$

24,414‌

$

483,380‌

Net

change

in

unrealized

appreciation/

depreciation

for

the

nine

months

ended

September

30,

2024

related

to

Level

3

investments

held

at

September

30,

2024

$

6,287‌

$

(46‌)

$

184‌

$

505‌

$

(9‌)

$

6,921‌

(1)

Includes

in-kind

transactions.

Fundrise

Income

Real

Estate

Fund,

LLC

Notes

to

Schedule

of

Investments

(UNAUDITED)(CONTINUED)

September

30,

2024

7

During

the

nine

months

ended

September

30,

2024,

investments

in

affiliates

were

as

follows

(amounts

in

thousands)

:

Majority

Owned

Subsidiary

Investments

Balance

as

of

December

31,

2023

Purchases

at

Cost

Proceeds

from

Sales

Net

Realized

Gain

(Loss)

and

Capital

Gain

Distributions

PIK

Interest

Income

Change

in

Unrealized

Appreciation/

Depreciation

Balance

as

of

September

30,

2024

Total

Dividend

Income

Equity

Income

1

TRS,

LLC

$

69,848

$

5,600

$

–

$

–

$

–

$

4,182

$

79,630

$

–

FR

Fairfax,

LLC

–

$

3,787

(1)

–

–

–

(387)

3,400

–

Total

$

69,848

$

9,387

$

–

$

–

$

–

$

3,795

$

83,030

$

–

(1)

Includes

in-kind

transactions.

Non-Controlled

Affiliated

Investments

Balance

as

of

December

31,

2023

Purchases

at

Cost

Proceeds

from

Sales

Net

Realized

Gain

(Loss)

and

Capital

Gain

Distributions

PIK

Interest

Income

Change

in

Unrealized

Appreciation/

Depreciation

Balance

as

of

September

30,

2024

Total

Interest

Income

Equity

Fundrise

Insight

Two,

LLC

(1)

$

1

$

–

$

–

$

–

$

–

$

–

$

1

$

–

Mezzanine

Debt

RSE

Palomino

Investor,

LLC

(1)

802

1,912

–

–

216

(37)

2,893

219

RSE

Vista

Norte

Investor,

LLC

(1)

485

1,336

–

–

230

14

2,065

233

Preferred

Equity

Fort

Meyers

Reef

Holdings,

LLC

(1)

9,009

–

–

–

405

(3)

9,411

769

Fundrise

Busbee

Investor,

LLC

(1)

3,631

152

–

–

381

201

4,365

525

Fundrise

East

Village

Investor

I,

LLC

(1)

–

1,538

–

–

100

3

1,641

101

Fundrise

Highlands

Investor

I,

LLC

(1)

–

884

–

–

47

18

949

64

Fundrise

PB

Investor

I,

LLC

(1)

8,634

–

–

–

892

(4)

9,522

892

Fundrise

PSL

Investor

I,

LLC

(1)

11,152

–

–

–

1,152

(4)

12,300

1,152

Fundrise

VB

Investor

I,

LLC

(1)

7,414

–

–

–

767

(4)

8,177

767

RSE

Daytona

Investor

I,

LLC

(1)

2,880

1,473

–

–

468

(3)

4,818

468

RSE

Thompson

Reserve

Investor

I,

LLC

(1)

577

1,251

–

–

136

1

1,965

181

Promissory

Notes

FR

Arbor

Place,

LLC

3,577

–

(1,140)

–

–

6

2,443

214

FR

Beeson,

LLC

28,177

–

–

–

–

402

28,579

1,795

FR

Berry

Creek,

LLC

11,628

–

(3,475)

–

–

45

8,198

758

FR

Berry

Hills,

LLC

8,093

–

(8,135)

–

–

42

–

332

FR

Cade’s

Bluff,

LLC

5,732

5,500

–

–

–

(1)

11,231

419

FR

Castlewood,

LLC

1,278

6,400

–

–

–

(57)

7,621

409

FR

Clinton

Corner,

LLC

1,291

–

(1,288)

–

–

(3)

–

13

FR

Crescent

Mills,

LLC

11,398

4,200

(5,196)

–

–

32

10,434

796

FR

Eastwood,

LLC

9,689

–

(5,317)

–

–

31

4,403

486

FR

Holmes,

LLC

5,492

4,400

(5,000)

–

–

(6)

4,886

416

FR

Legacy

Hills,

LLC

7,611

9,300

–

–

–

(15)

16,896

700

FR

Meadow

Park,

LLC

11,367

–

–

–

–

30

11,397

817

FR

Providence

Gardens,

LLC

9,437

–

(3,627)

–

–

17

5,827

450

FR

Swope

LB,

LLC

16,937

–

(17,162)

–

–

225

–

828

FR

Swope

LH,

LLC

12,904

–

(12,920)

–

–

16

–

659

FR

Tom

Miller,

LLC

16,165

15,000

(2,000)

–

–

48

29,213

1,655

FR

Trailside,

LLC

4,207

7,400

–

–

–

(43)

11,564

380

FR

Vaughn

Farms,

LLC

2,127

–

(936)

–

–

(3)

1,188

128

FR

Washington

Street,

LLC

5,040

–

(1,400)

–

–

14

3,654

321

FR

Willow

Landing,

LLC

12,445

7,300

(1,600)

–

–

5

18,150

940

FR

Wilsons

Walk,

LLC

191

–

–

–

–

–

191

13

FR

Wong

Tract,

LLC

9,439

–

–

–

–

–

9,439

602

Senior

Debt

The

Station

East

Owner

III,

LLC

3,920

–

(1,790)

–

–

–

2,130

478

Total

$

242,730

$

68,046

$

(70,986)

$

–

$

4,794

$

967

$

245,551

$

18,980

Fundrise

Income

Real

Estate

Fund,

LLC

Notes

to

Schedule

of

Investments

(UNAUDITED)(CONTINUED)

September

30,

2024

8

(1)

Investment

represents

a

co-investment

arrangement,

in

which

the

Fund

co-invested

alongside

an

affiliate

of

the

Fund,

including

those

of

the

Adviser

(“Real

Estate

Co-Investment

Joint

Ventures”).

This

arrangement

is

pursuant

to

the

terms

and

conditions

of

the

exemptive

order

issued

by

the

SEC

to

the

Fund,

allowing

the

Fund

to

co-invest

alongside

certain

entities

affiliated

with

or

managed

by

the

Adviser.

The

Fund’s

investments

in

real

estate

through

the

securities

of

a

Real

Estate

Co-Investment

Joint

Ventures

with

its

affiliates

is

subject

to

the

requirements

of

the

1940

Act

and

terms

and

conditions

of

an

exemptive

order

the

Fund

received

from

the

SEC

allowing

the

Fund

and/or

the

Real

Estate

Co-Investment

Joint

Ventures

to

co-invest

alongside

certain

entities

affiliated

with

or

managed

by

the

Adviser

(REITs

(each,

an

“eREIT®”)

or

other

non-REIT

compliant

real

estate-related

funds).

The

exemptive

order

from

the

SEC

imposes

extensive

conditions

on

the

terms

of

any

co-investment

made

by

an

affiliate

of

the

Fund.

The

Fund

has

adopted

procedures

reasonably

designed

to

ensure

compliance

with

the

exemptive

order

and

the

Board

also

oversees

risk

relative

to

such

compliance.