Innovative Industrial Properties Inc-A 2024年度报告

FORM10-K ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 ☑ For the FiscalYear EndedDecember 31,2024 OR TRANSITION REPORT PURSUANT TO SECTION13 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) Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.YESþNO◻ Indicate by check mark if the Registrant is not required to file reports pursuant to Section13 or 15(d)of the Exchange Act. YES◻NOþ Indicate by check mark whether the Registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Exchange Act during thepreceding 12months (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 90days.YESþNO◻ Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of Regulation S-T (Section232.405 of this chapter) during the preceding 12months (or for such shorter period that the Registrant wasrequired to submit such files).YESþNO◻ Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company,or emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerginggrowth company" in Rule12b-2 of the Exchange Act. Large accelerated filerþ Non-accelerated filer◻ Smaller reporting 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 Section13(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 Registrant includedin 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 Rule12b-2 of the Exchange Act). YES☐NO☑ The aggregate market value of the common stock held by non-affiliates of the Registrant was approximately $3.0billion, based upon the lastreported sale price of $109.22 per share on the New York Stock Exchange on June28, 2024, the last business day of the Registrant’s most recentlycompleted second quarter. As of February 21, 2025, there were28,331,833shares 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 120days after the end of the Registrant’s fiscalyear are incorporated by reference into PartIII hereof. INNOVATIVE INDUSTRIAL PROPERTIES,INC. FORM10-K– ANNUAL REPORTDECEMBER31, 2024TABLE OF CONTENTS PARTI Item1.Business5Item1A.Risk Factors23Item1B.Unresolved Staff Comments59Item 1C.Cybersecurity59Item2.Properties60Item3.Legal Proceedings60Item4.Mine Safety Disclosures60 PARTII Item5.Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities61Item 6.[Reserved]62Item7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations63Item7A.Quantitative and Qualitative Disclosures About Market Risk79Item8.Financial Statements and Supplementary Data80Item9.Changes in and Disagreements with Accountants on Accounting and FinancialDisclosure80Item9A.Controls and Procedures80Item9B.Other Information82Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections82 PARTIII Item10.Directors, Executive Officers and Corporate Governance82Item11.Executive Compensation83Item12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters83Item13.Certain Relationships and Related Transactions, and Director Independence83Item14.Principal Accounting Fees and Services83 Item15.Exhibit and Financial Statement Schedule84Item16.Form10-K Summary85SIGNATURESSignatures86 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS We make statements in thi