Innovative Industrial Properties Inc-A 2024年度报告

FORM 10-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From _______to ________ Commission File Number:001-37949 Innovative Industrial Properties, Inc. (Exact name of registrant as specified in its charter) Maryland81-2963381(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.) 1389 Center Drive, Suite 200, Park City, UT 84098(858) 997-3332(Address of principal executive offices)(Registrant’s telephone number) Securities registered pursuant to Section 12(b) of the Act: Common Stock, par value $0.001 per shareSeries A Preferred Stock, par value $0.001 per share Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES þ NO◻ Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during thepreceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days. YES þ NO◻ Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant wasrequired to submit such files). YES þ NO◻ Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and"emerging growth company" in Rule 12b-2 of the Exchange Act. Emerging growth company If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.◻ Indicate by check mark whether the Registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the Registrantincluded in the filing reflect the correction of an error to previously issued financial statements.◻ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the Registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).◻ Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YESNO The aggregate market value of the common stock held by non-affiliates of the Registrant was approximately $3.0 billion, based upon the lastreported sale price of $109.22 per share on the New York Stock Exchange on June 28, 2024, the last business day of the Registrant’s mostrecently completed second quarter. As of February 21, 2025, there were 28,331,833 shares of common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of Innovative Industrial Properties, Inc.’s Proxy Statement with respect to its 2025 Annual Meeting of Stockholders to be filed notlater than 120 days after the end of the Registrant’s fiscal year are incorporated by reference into Part III hereof. INNOVATIVE INDUSTRIAL PROPERTIES, INC. FORM 10-K – ANNUAL REPORTDECEMBER 31, 2024TABLE OF CONTENTS PART I Item 1.Business5Item 1A.Risk Factors23Item 1B.Unresolved Staff Comments59Item 1C.Cybersecurity59Item 2.Properties60Item 3.Legal Proceedings60Item 4.Mine Safety Disclosures60 Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities61Item 6.[Reserved]62Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations63Item 7A.Quantitative and Qualitative Disclosures About Market Risk79Item 8.Financial Statements and Supplementary Data80Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure80Item 9A.Controls and Procedures80Item 9B.Other Information82Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections82 Item 10.Directors, Executive Officers and Corporate Governance82Item 11.Executive Compensation83Item 12.Security Ownership of Certain Beneficial Owners and Managemen