Statistiche di base
| LEI | T6IZ0MBEG5ACZDTR7D06 |
| CIK | 766704 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Welltower Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| June 1, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2026 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| June 1, 2026 |
Welltower Board of Directors Approves 15% Increase in Quarterly Dividend to $0.85 per Share EX-99.1 Exhibit 99.1 Welltower Board of Directors Approves 15% Increase in Quarterly Dividend to $0.85 per Share TOLEDO, Ohio, June 1, 2026 /PRNewswire/ — Welltower Inc. (NYSE: WELL) (“Welltower” or the “Company”) today announced that it expects to raise its quarterly common stock dividend to $0.85 per share, beginning with the second quarter of 2026. The declaration and payment of any future divi |
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| May 22, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2026 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| April 29, 2026 |
Calculation of Filing Fee Tables S-3 WELLTOWER INC. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effe |
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| April 29, 2026 |
Calculation of Filing Fee Tables S-3 WELLTOWER INC. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effe |
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| April 29, 2026 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 176,172 Shares Common Stock This prospectus supplement and the related prospectus relate to the possible issuance, from time to time, of up to 176,172 shares of our common stock in exchange for Class A common units of Welltower OP LLC (“Welltower OP”) tend |
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| April 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 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: 1-8923 WELLTOWER IN |
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| April 29, 2026 |
424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 138,740 Shares Common Stock This prospectus supplement and the related prospectus relate to the offer and resale by the selling stockholder identified in this prospectus supplement of up to 138,740 shares of our common stock, par value $1.00 per share (our |
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| April 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2026 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| April 28, 2026 |
Welltower Reports First Quarter 2026 Results FOR IMMEDIATE RELEASE April 28, 2026 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports First Quarter 2026 Results Toledo, Ohio, April 28, 2026…. |
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| April 28, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2026 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| April 28, 2026 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 9 Glossary 14 Supplemental Reporting Measures 15 Forward Looking Statements and Risk Factors 19 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute |
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| April 10, 2026 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) |
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| April 10, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin |
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| April 10, 2026 |
2025 Annual Repor l Report 025 Annu2025 marks a full decade since the current management team re-founded Welltower from a real estate deal shop called HCN to an operations and technolog\ ¿ rst compan\ in a real estate wrapper. |
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| March 10, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2026 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| March 10, 2026 |
EX-10.1 Exhibit 10.1 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 6, 2026 among WELLTOWER OP LLC, as Borrower, WELLTOWER INC., as Parent Guarantor, THE LENDERS PARTY HERETO FROM TIME TO TIME KEYBANK NATIONAL ASSOCIATION, as Administrative Agent and L/C Issuer BOFA SECURITIES, INC., JPMORGAN CHASE BANK, N.A. and WELLS FARGO SECURITIES LLC as Joint Book Runners for the Revolving A Facilit |
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| February 12, 2026 |
APPENDIX A WELLTOWER INC. SUMMARY OF TRADING RESTRICTIONS IN REVISED INSIDER TRADING POLICY EXHIBIT 19 INSIDER TRADING POLICY A. INTRODUCTION The purpose of this Insider Trading Policy (the “Policy”) is to promote compliance with all applicable federal and state securities laws by Welltower Inc. and its directors, officers and employees. Federal and state laws prohibit buying, selling or making other transfers of securities by persons who are in possession of material information that is |
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| February 12, 2026 |
Welltower Inc. Non-Employee Director Compensation Effective January 1, 2026 EXHIBIT 10.3 Welltower Inc. Non-Employee Director Compensation Effective January 1, 2026 For each calendar year, each non-employee member of the Board of Directors of Welltower Inc. (the “Company”) will receive an annual retainer of $110,000, payable in equal quarterly installments. If there is a non-employee director serving as the Chair of the Board, such individual will receive an additional re |
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| February 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ 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 1-8923 WELLTOWER INC. (Exact name of re |
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| February 12, 2026 |
WELLTOWER OP LLC TEN YEAR EXECUTIVE CONTINUITY AND ALIGNMENT PROGRAM LTIP UNIT AGREEMENT EXHIBIT 10.26 WELLTOWER OP LLC TEN YEAR EXECUTIVE CONTINUITY AND ALIGNMENT PROGRAM LTIP UNIT AGREEMENT Name of Participant (the “Participant”): Shankh Mitra No. of Time LTIP Units: 2,485,146 No. of Performance LTIP Units: 2,485,146 at target (the “Target Performance LTIP Units”) 6,212,866 at maximum (the “Maximum Performance LTIP Units”) Grant Date: October 30, 2025 RECITALS A.The Participant is a |
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| February 12, 2026 |
WELLTOWER OP LLC TEN YEAR EXECUTIVE CONTINUITY AND ALIGNMENT PROGRAM LTIP UNIT AGREEMENT EXHIBIT 10.27 WELLTOWER OP LLC TEN YEAR EXECUTIVE CONTINUITY AND ALIGNMENT PROGRAM LTIP UNIT AGREEMENT Name of Participant (the “Participant”): [] No. of Time LTIP Units: [●] No. of Performance LTIP Units: [●] at target (the “Target Performance LTIP Units”) [●] at maximum (the “Maximum Performance LTIP Units”) Grant Date: October 30, 2025 RECITALS A.The Participant is an executive officer (as such |
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| February 12, 2026 |
EXHIBIT 10.30 October 30, 2025 Dear [], The Board of Directors of Welltower, Inc. (the “Company”) and Welltower OP LLC (the “OP”) have approved an award of LTIP Units of the OP under the Ten Year Executive Continuity and Alignment Program as of October 30, 2025, subject to your acceptance of this letter and your continued employment through the date hereof (your “Executive LTIP Unit Award”). This |
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| February 12, 2026 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc. |
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| February 12, 2026 |
AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT EXHIBIT 10.29 AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT This Amendment No. 1 to Executive Employment Agreement (this “Amendment”) is entered into as of October 30, 2025, by and between Welltower, Inc., a Delaware corporation (the “Company”), and Shankh Mitra (the “Executive”). WHEREAS, the Company and the Executive are parties to that certain Executive Employment Agreement, dated as of May |
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| February 12, 2026 |
EXHIBIT 10.31 OMNIBUS AMENDMENT TO CERTAIN PERFORMANCE-BASED AWARDS GRANTED UNDER THE WELLTOWER, INC. 2022 AMENDED AND RESTATED LONG-TERM INCENTIVE PLAN This Omnibus Amendment (this “Amendment”), dated as of the date set forth on the signature page hereto, amends the terms of certain outstanding equity or equity-based awards granted to you by Welltower Inc., a Delaware corporation (the “Company”). |
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| February 12, 2026 |
AMENDMENT NO. 1 TO WELLTOWER INC. AMENDED AND RESTATED 2022 LONG-TERM INCENTIVE PLAN EXHIBIT 10.28 AMENDMENT NO. 1 TO WELLTOWER INC. AMENDED AND RESTATED 2022 LONG-TERM INCENTIVE PLAN This AMENDMENT NO. 1 (this “Amendment”) to the WELLTOWER INC. AMENDED AND RESTATED 2022 LONG-TERM INCENTIVE PLAN (as so amended, the “Plan”) is adopted by the Company’s Board of Directors (the “Board”) as of October 30, 2025. Capitalized terms not otherwise defined herein shall have the meanings set |
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| February 12, 2026 |
WELLTOWER OP LLC TEN YEAR EXECUTIVE CONTINUITY AND ALIGNMENT PROGRAM EXHIBIT 10.25 WELLTOWER OP LLC TEN YEAR EXECUTIVE CONTINUITY AND ALIGNMENT PROGRAM 1.Purpose. This Welltower OP LLC Ten Year Executive Continuity and Alignment Program, as it may be amended from time to time (the “Plan”) is adopted by Welltower OP LLC (the “Company”), a subsidiary of Welltower, Inc., a Delaware corporation, and constitutes an “Equity Incentive Plan” as defined in that that certain |
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| February 12, 2026 |
EXHIBIT 97 Clawback Policy A. Overview It is the policy of Welltower Inc. (the “Company”) that, in the event the Company is required to prepare an accounting restatement of the Company’s financial statements due to the Company’s material non-compliance with any financial reporting requirement under the federal securities laws (including any such correction that is material to the previously issued |
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| February 12, 2026 |
Subsidiary Name Jurisdiction 1 Farmstead Ln Propco LLC Delaware 10 Sterling Drive NJ Owner LLC Delaware 1000 E Sara Swamy Dr Property Owner LLC Delaware 105 15th St E FL Owner LLC Delaware 1059 Virginia St FL Owner LLC Delaware 10605 Jog Road FL Propco LLC Delaware 1061 Virginia St FL Owner LLC Delaware 10800 Potomac Tennis Lane LLC Delaware 10801 E Grand River Ave Propco LLC Delaware 11020 39th S |
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| February 12, 2026 |
EXHIBIT 4.11 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2025, Welltower Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $1.00 par value per share (“Common Stock”); (ii) guarant |
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| February 12, 2026 |
AMENDMENT No. 3 LIMITED LIABILITY COMPANY AGREEMENT WELLTOWER OP LLC December 31, 2025 EXHIBIT 3.6 AMENDMENT No. 3 TO LIMITED LIABILITY COMPANY AGREEMENT OF WELLTOWER OP LLC December 31, 2025 THIS AMENDMENT NO. 3 TO THE LIMITED LIABILITY COMPANY AGREEMENT (as so amended, and as amended prior to the date hereof, the “Agreement”) of Welltower OP LLC (the “Company”), dated as of December 31, 2025 (this “Amendment”), is entered into by and among Welltower Inc., a Delaware corporation, a |
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| February 10, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2026 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numb |
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| February 10, 2026 |
Welltower Reports Fourth Quarter 2025 Results FOR IMMEDIATE RELEASE February 10, 2026 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Fourth Quarter 2025 Results Toledo, Ohio, February 10, 2026…. |
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| February 10, 2026 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 10 Glossary 15 Supplemental Reporting Measures 16 Forward Looking Statements and Risk Factors 20 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| October 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Carr |
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| October 28, 2025 |
EX-5.3 Exhibit 5.3 October 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. 4,542,926 Shares of Common Stock Ladies and Gentlemen: We have acted as counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the preparation and filing with the Securities and Exchange Commission (the “Commission”) of the Prospectus Supplement dated October 2 |
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| October 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 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: 1-8923 WELLTOWE |
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| October 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numbe |
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| October 28, 2025 |
WELLTOWER INC. Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT EX-1.1 Exhibit 1.1 WELLTOWER INC. $7,500,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT October 28, 2025 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated October 28, 2025, is by and among Welltower Inc., a Delaware corporation (the “Company”), an |
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| October 28, 2025 |
424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 1,182,070 Shares Common Stock This prospectus supplement and the related prospectus relate to the offer and resale by the selling stockholder identified in this prospectus supplement of up to 1,182,070 shares of our common stock, par value $1.00 per share |
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| October 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(2) Carr |
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| October 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry |
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| October 28, 2025 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 4,542,926 Shares Common Stock This prospectus supplement and the related prospectus relate to the possible issuance, from time to time, of up to 4,542,926 shares of our common stock in exchange for Class A common units of Welltower OP LLC (“Welltower OP”) |
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| October 28, 2025 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Nos. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) $7,500,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) BofA Securities, Inc., BBVA Securities Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mell |
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| October 28, 2025 |
EX-8.3 Exhibit 8.3 October 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Ladies and Gentlemen: We have acted as special tax counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the prospectus supplement dated October 28, 2025 to the prospectus dated March 28, 2025 (collectively, the “Prospectus”) included in the Company’s Registration Statement on For |
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| October 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2025 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34- 1096634 (State or other jurisdiction of inco |
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| October 27, 2025 |
Welltower Reports Third Quarter 2025 Results FOR IMMEDIATE RELEASE October 27, 2025 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Third Quarter 2025 Results Toledo, Ohio, October 27, 2025…. |
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| October 27, 2025 |
Welltower Announces a Transformative New Era to Maximize Long-Term Shareholder Returns EX-99.1 Exhibit 99.1 Welltower Announces a Transformative New Era to Maximize Long-Term Shareholder Returns TOLEDO, Ohio, October 27, 2025 /PRNewswire/ — • “All-in” incentive structure encompassing all five Named Executive Officers to promote long-term continuity of Welltower management and alignment with shareholders • Intensifying Welltower’s focus on rental housing for a rapidly expanding senio |
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| October 27, 2025 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| October 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numbe |
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| October 27, 2025 |
Welltower Announces $23 Billion of Transactions and Intensified Focus on Seniors Housing to Amplify Long-Term Growth Profile •Closed or under contract to close $14 billion of pro rata gross investments as of October 27, 2025, spanning over 700 high-quality seniors housing communities and encompassing over 46,000 units across the UK, US, and Canada •Announced acquisition activity fueling growth of |
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| August 4, 2025 |
EX-1.1 Exhibit 1.1 WELLTOWER OP LLC $400,000,000 4.500% Notes due 2030 $600,000,000 5.125% Notes due 2035 UNDERWRITING AGREEMENT July 31, 2025 Wells Fargo Securities, LLC BofA Securities, Inc. Goldman Sachs & Co. LLC As Representatives of the Several Underwriters c/o Wells Fargo Securities, LLC 550 South Tryon Street Charlotte, North Carolina 28202 c/o BofA Securities, Inc. One Bryant Park New Yor |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2025 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State or other jurisdiction of incorpo |
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| August 4, 2025 |
EX-4.4 Exhibit 4.4 AMENDMENT NO. 1 TO SUPPLEMENTAL INDENTURE NO. 24 BY AND AMONG WELLTOWER OP LLC as Issuer AND WELLTOWER INC. as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AS OF AUGUST 4, 2025 SUPPLEMENTAL TO THE INDENTURE DATED AS OF MARCH 15, 2010, AS AMENDED AND RESTATED BY THE SUPPLEMENTAL INDENTURE NO. 23, DATED AS OF APRIL 1, 2022 4.500% NOTES DUE 2030 5.125% N |
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| August 1, 2025 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) $1,000,000,000 Welltower OP LLC $400,000,000 4.500% Notes due 2030 $600,000,000 5.125% Notes due 2035 Fully and unconditionally guaranteed by Welltower Inc. Welltower OP LLC (the “issuer” or “Welltower OP”) is offering and selling $400,000,000 aggregate pr |
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| August 1, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Welltower OP LLC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt 4. |
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| July 31, 2025 |
FWP Issuer Free Writing Prospectus, dated July 31, 2025 Filed Pursuant to Rule 433 Relating to the Preliminary Prospectus Supplement, dated July 31, 2025 and Registration Statement Nos. |
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| July 31, 2025 |
Subject to Completion Preliminary Prospectus Supplement dated July 31, 2025 424B5 Table of Contents The information in this prospectus supplement is not complete and may be changed. |
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| July 29, 2025 |
424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 949,412 Shares Common Stock This prospectus supplement and the related prospectus relate to the offer and resale by the selling stockholder identified in this prospectus supplement of up to 949,412 shares of our common stock, par value $1.00 per share (our |
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| July 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 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: 1-8923 WELLTOWER INC |
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| July 29, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry |
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| July 29, 2025 |
Amendment No. 2 to Limited Liability Company Agreement of Welltower OP LLC dated as of June 4, 2025. Exhibit 3.1 AMENDMENT No. 2 TO LIMITED LIABILITY COMPANY AGREEMENT OF WELLTOWER OP LLC June 4, 2025 THIS AMENDMENT NO. 2 TO THE LIMITED LIABILITY COMPANY AGREEMENT (as so amended, and as amended prior to the date hereof, the “Agreement”) of Welltower OP LLC (the “Company”), dated as of June 4, 2025 (this “Amendment”), is entered into by and among Welltower Inc., a Delaware corporation, as the init |
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| July 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| July 28, 2025 |
Welltower Reports Second Quarter 2025 Results FOR IMMEDIATE RELEASE July 28, 2025 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Second Quarter 2025 Results Toledo, Ohio, July 28, 2025…. |
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| July 28, 2025 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| July 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| June 27, 2025 |
Exhibit 1.1 WELLTOWER OP LLC $600,000,000 4.500% Notes due 2030 $650,000,000 5.125% Notes due 2035 UNDERWRITING AGREEMENT June 25, 2025 Wells Fargo Securities, LLC J.P. Morgan Securities LLC PNC Capital Markets LLC As Representatives of the Several Underwriters c/o Wells Fargo Securities, LLC 550 South Tryon Street Charlotte, North Carolina 28202 c/o J.P. Morgan Securities LLC 383 Madison Avenue N |
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| June 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2025 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State or other jurisdiction of incorpor |
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| June 27, 2025 |
Exhibit 4.3 Execution Version SUPPLEMENTAL INDENTURE NO. 24 BY AND BETWEEN WELLTOWER OP LLC as Issuer AND WELLTOWER INC. as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AS OF JUNE 27, 2025 SUPPLEMENTAL TO THE INDENTURE DATED AS OF MARCH 15, 2010 WELLTOWER INC. 4.500% NOTES DUE 2030 5.125% NOTES DUE 2035 This SUPPLEMENTAL INDENTURE NO. 24 (this “Supplemental Indenture”) |
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| June 26, 2025 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) $1,250,000,000 Welltower OP LLC $600,000,000 4.500% Notes due 2030 $650,000,000 5.125% Notes due 2035 Fully and unconditionally guaranteed by Welltower Inc. Welltower OP LLC (the “issuer” or “Welltower OP”) is offering and selling $600,000,000 aggregate principal amount of its 4. |
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| June 26, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Welltower OP LLC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt 4. |
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| June 25, 2025 |
Subject to Completion Preliminary Prospectus Supplement dated June 25, 2025 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 The information in this prospectus supplement is not complete and may be changed. This prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities, in any jurisdiction where the offer or sale is not permitted. Subject to Comple |
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| June 25, 2025 |
FWP Issuer Free Writing Prospectus, dated June 25, 2025 Filed Pursuant to Rule 433 Relating to the Preliminary Prospectus Supplement, dated June 25, 2025 and Registration Statement Nos. |
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| May 27, 2025 |
May 27, 2025 Timothy G. McHugh Co-President & Chief Financial Officer Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. Form 10-K for Fiscal Year Ended December 31, 2024 File No. 001-08923 Dear Timothy G. McHugh: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notw |
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| May 23, 2025 |
Welltower Inc. Amended and Restated 2022 Long-Term Incentive Plan Exhibit 10.1 WELLTOWER INC. AMENDED AND RESTATED 2022 LONG-TERM INCENTIVE PLAN Adoption Date: April 7, 2025; Termination Date: April 6, 2035 I. PURPOSE The purpose of this Welltower Inc. Amended and Restated 2022 Long-Term Incentive Plan is to promote the growth and profitability of Welltower Inc. (the “Company”) by providing officers, key employees and non-employee directors of the Company with i |
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| May 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 13, 2025 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| May 12, 2025 |
CORRESP Welltower Inc. 4500 Dorr Street Toledo, OH 43615 419 247 2800 May 12, 2025 Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Benjamin Holt and Jeffrey Gabor VIA EDGAR Re: Welltower Inc. Form 10-K for Fiscal Year Ended December 31, 2024 File No. 001-08923 Dear Messrs. Holt and Gabor, This letter is |
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| April 29, 2025 |
EXHIBIT 10.1 WELLTOWER INC. 2025-2027 LONG-TERM INCENTIVE PROGRAM 1.PURPOSE. This 2025-2027 Long-Term Incentive Program (the “Program”) is adopted pursuant to the Welltower Inc. 2022 Long-Term Incentive Plan (the “Equity Plan”) and any successor equity plan and is intended to provide an incentive for superior work and to motivate executives and employees of Welltower Inc. (the “Company “) toward e |
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| April 29, 2025 |
Form of Welltower Inc. 2022 Long-Term Incentive Plan Restricted Stock Unit Grant Agreement.* EXHIBIT 10.4 WELLTOWER INC. 2022 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT AGREEMENT FOR NON-EMPLOYEE DIRECTOR THIS RESTRICTED STOCK UNIT GRANT AGREEMENT (the "Agreement"), made as of [](the "Grant Date"), between Welltower Inc., a Delaware corporation (the "Corporation"), and [] (the "Director"). RECITALS: A. The Director serves as a member of the Board of Directors of the Corporation. |
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| April 29, 2025 |
Form of Welltower OP LLC Profits Interests Plan Option Unit Agreement.* EXHIBIT 10.3 FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN OPTION UNIT AGREEMENT This OPTION UNIT AGREEMENT (the “Award Agreement”) is made as of the Grant Date set forth below hereto between Welltower Inc., a Delaware corporation (the “Parent Member”), its subsidiary Welltower OP LLC, a Delaware limited liability company (the “Company”), and the individual identified below (the “Participant”). |
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| April 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 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: 1-8923 WELLTOWER IN |
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| April 29, 2025 |
EXHIBIT 10.2 AWARD AGREEMENT WELLTOWER INC. 2025-2027 LONG-TERM INCENTIVE PROGRAM THIS LONG-TERM INCENTIVE PROGRAM AWARD AGREEMENT (the “Agreement”), made this [], 2025, between Welltower Inc., a Delaware corporation (the “Corporation”), and [] (the “Participant”). WHEREAS, the Participant is an employee of the Corporation; and WHEREAS, the Corporation adopted the Welltower Inc. 2022 Long-Term Inc |
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| April 28, 2025 |
Welltower Reports First Quarter 2025 Results FOR IMMEDIATE RELEASE April 28, 2025 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports First Quarter 2025 Results Toledo, Ohio, April 28, 2025…. |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| April 28, 2025 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 10 Glossary 15 Supplemental Reporting Measures 16 Forward Looking Statements and Risk Factors 20 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| April 28, 2025 |
April 28, 2025 Timothy G. McHugh Co-President & Chief Financial Officer Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. Form 10-K for Fiscal Year Ended December 31, 2024 File No. 001-08923 Dear Timothy G. McHugh: We have reviewed your filing and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise |
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| April 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin |
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| April 11, 2025 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) |
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| April 11, 2025 |
2024 Annual ReportDear Fellow Shareholders, 2024 marked another year of strong growth and satisfactory returns for our existing investors, as we continue to execute across all facets of our business. |
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| March 28, 2025 |
Exhibit 4.1 WELLTOWER INC., as Issuer, WELLTOWER OP LLC, as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 SENIOR DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a)(3) Not Appli |
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| March 28, 2025 |
Opinion of Gibson, Dunn & Crutcher LLP regarding the Resale Shares. EX-5.5 Exhibit 5.5 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. Registration Statement on Form S-3 (File No. 333-286204) Ladies and Gentlemen: We have examined the Registration Statement on Form S-3 (File No. 333-286204) (the “Registration Statement”), of Welltower Inc., a Delaware corporation (the “Company”), filed with the Securities and Exchange Commissio |
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| March 28, 2025 |
Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| March 28, 2025 |
Exhibit 4.2 WELLTOWER INC., as Issuer, WELLTOWER OP LLC, as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 SENIOR SUBORDINATED DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a) |
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| March 28, 2025 |
Exhibit 1.1 WELLTOWER INC. $7,500,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT March 28, 2025 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated March 28, 2025, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Welltower |
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| March 28, 2025 |
Opinion of Gibson, Dunn & Crutcher LLP regarding the OP Shares. EX-5.4 Exhibit 5.4 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. 238,868 Shares of Common Stock Ladies and Gentlemen: We have acted as counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the preparation and filing with the Securities and Exchange Commission (the “Commission”) of the Prospectus Supplement dated March 28, 2025 |
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| March 28, 2025 |
Form of Enrollment Form for Welltower Inc. Dividend Reinvestment & Stock Purchase Plan. EX-99.1 Exhibit 99.1 Computershare Trust Company, N. A. PO Box 43006 Providence, Rl 02940-3006 Within USA, US territories & Canada 888 216 7206 Outside USA, US territories & Canada 201 680 6578 www. computershare. com/investor Name Address City, State, Zip Holder Account Number — — — — — — — — — — — Use a black pen. Print in CAPITAL letters inside the grey areas as shown in this example. Dire |
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| March 28, 2025 |
Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc., a Delaware corporation (the “Company”), or Welltower OP LLC, a Delaware limited liability company (“Welltower OP”), that contemplates filing a Registration Statement on Form S-3 (“Form S-3”) with the Securities and Exchange Commission under the provisions of the |
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| March 28, 2025 |
EX-99.3 Exhibit 99.3 Computershare Trust Company, N. A. PO Box 43006 Providence, Rl 02940-3006 Within USA US territories & Canada 888 216 7206 Outside USA US territories & Canada 201 680 6578 www. computershare. com/investor Name Address City, State, Zip Holder Account Number — — — — — — — — — — — Use a black pen. Print in CAPITAL letters inside the grey areas as shown in this example. This fo |
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| March 28, 2025 |
Tax Opinion of Gibson, Dunn & Crutcher LLP regarding the OP Shares. EX-8.4 Exhibit 8.4 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Ladies and Gentlemen: We have acted as special tax counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the prospectus supplement dated March 28, 2025 to the prospectus dated March 28, 2025 (collectively, the “Prospectus”) included in the Company’s Registration Statement on Form S- |
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| March 28, 2025 |
Exhibit 4.7 WELLTOWER OP LLC, as Issuer, WELLTOWER INC., as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 JUNIOR SUBORDINATED DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a) |
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| March 28, 2025 |
Exhibit 25.5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| March 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) WELLTOWER INC. WELLTOWER OP LLC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Regis |
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| March 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Ca |
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| March 28, 2025 |
Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc., a Delaware corporation (the “Company”), that contemplates filing a Registration Statement on Form S-3 (“Form S-3”) with the Securities and Exchange Commission under the provisions of the Securities Act of 1933, as amended, for the purpose of registering under su |
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| March 28, 2025 |
Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-3 Welltower Inc. Table 1 – Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with U |
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| March 28, 2025 |
Exhibit 4.5 WELLTOWER OP LLC, as Issuer, WELLTOWER INC., as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 SENIOR DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a)(3) Not Appli |
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| March 28, 2025 |
Exhibit 4.6 WELLTOWER OP LLC, as Issuer, WELLTOWER INC., as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 SENIOR SUBORDINATED DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a) |
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| March 28, 2025 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| March 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Carr |
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| March 28, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(7) Registration Nos. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 1,563,904 Shares Common Stock This prospectus supplement and the related prospectus relate to the offer and resale by the selling stockholder identified in this prospectus supplement of up to 1,563,904 shares of our common stock, par value $1.00 per share (our |
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| March 28, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 390,590 Shares Common Stock This prospectus supplement and the related prospectus relate to the possible issuance, from time to time, of up to 390,590 shares of our common stock in exchange for Class A units of HCN G&L DownREIT II, LLC (the “DownREIT”) tendered |
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| March 28, 2025 |
Exhibit 25.3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| March 28, 2025 |
Tax Opinion of Gibson, Dunn & Crutcher LLP regarding the Resale Shares. EX-8.5 Exhibit 8.5 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Ladies and Gentlemen: We have acted as special tax counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the prospectus supplement dated March 28, 2025 to the prospectus dated March 28, 2025 (collectively, the “Prospectus”) included in the Company’s Registration Statement on Form S- |
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| March 28, 2025 |
Form of Initial Enrollment Form for Welltower Inc. Dividend Reinvestment & Stock Purchase Plan. EX-99.2 Exhibit 99.2 Computershare Trust Company, N. A. PO Box 43006 Providence, Rl 02940-3006 Within USA US territories & Canada 888 216 7206 Outside USA US territories & Canada 201 680 6578 www. computershare. com/investor Name Address City, State, Zip Joint - Will be presumed to be joint tenants with rights of survivorship unless restricted by applicable state law or otherwise indicated. Custod |
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| March 28, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Nos. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) $7,500,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) BofA Securities, Inc., BBVA Securities Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Cap |
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| March 28, 2025 |
Exhibit 25.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| March 28, 2025 |
Opinion of Gibson, Dunn & Crutcher LLP regarding the DownREIT Shares. EX-5.3 Exhibit 5.3 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. 390,590 Shares of Common Stock Ladies and Gentlemen: We have acted as counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the preparation and filing with the Securities and Exchange Commission (the “Commission”) of the Prospectus Supplement dated March 28, 2025 |
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| March 28, 2025 |
As filed with the Securities and Exchange Commission on March 28, 2025 Table of Contents As filed with the Securities and Exchange Commission on March 28, 2025 Registration No. |
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| March 28, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 238,868 Shares Common Stock This prospectus supplement and the related prospectus relate to the possible issuance, from time to time, of up to 238,868 shares of our common stock in exchange for Class A common units of Welltower OP LLC (“Welltower OP”) tendered f |
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| March 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(2) Carr |
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| March 28, 2025 |
Up to 23,471,419 Shares Common Stock Table of Contents File Pursuant to Rule 424(b)(7) Registration Nos. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) Up to 23,471,419 Shares Common Stock Welltower OP LLC (“Welltower OP”), the operating company through which Welltower Inc. (“Welltower”) conducts its business, issued $1,035,000,000 principal amount of its 2.750% Exchangeable Senior Notes due 2028 (the “2028 not |
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| March 28, 2025 |
As filed with the Securities and Exchange Commission on March 28, 2025 Table of Contents As filed with the Securities and Exchange Commission on March 28, 2025 Registration No. |
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| March 28, 2025 |
Tax Opinion of Gibson, Dunn & Crutcher LLP regarding the DownREIT Shares. EX-8.3 Exhibit 8.3 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Ladies and Gentlemen: We have acted as special tax counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the prospectus supplement dated March 28, 2025 to the prospectus dated March 28, 2025 (collectively, the “Prospectus”) included in the Company’s Registration Statement on Form S- |
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| March 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry |
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| March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| March 28, 2025 |
Exhibit 25.6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| March 28, 2025 |
Exhibit 4.3 WELLTOWER INC., as Issuer, WELLTOWER OP LLC, as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 JUNIOR SUBORDINATED DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a) |
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| March 28, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Carr |
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| March 28, 2025 |
Exhibit 25.7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| February 12, 2025 |
List of Subsidiary Issuers and Guaranteed Securities EXHIBIT 22 List of Subsidiary Issuers and Guaranteed Securities Welltower Inc. fully and unconditionally guarantees all of the notes issued by Welltower OP LLC. |
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| February 12, 2025 |
EXHIBIT 3.4 AMENDMENT No. 1 TO LIMITED LIABILITY COMPANY AGREEMENT OF WELLTOWER OP LLC June 1, 2022 THIS AMENDMENT NO. 1 TO THE LIMITED LIABILITY COMPANY AGREEMENT (as so amended, the “Agreement”) of Welltower OP LLC (the “Company”), dated as of June 1, 2022 (this “Amendment”), is entered into by and among Welltower Inc., a Delaware corporation, as the initial member of the Company (the “Initial M |
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| February 12, 2025 |
EXHIBIT 4.11 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, Welltower Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $1.00 par value per share (“Common Stock”); (ii) guarant |
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| February 12, 2025 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc. |
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| February 12, 2025 |
EXHIBIT 19 INSIDER TRADING POLICY A. INTRODUCTION The purpose of this Insider Trading Policy (the “Policy”) is to promote compliance with all applicable federal and state securities laws by Welltower Inc. and its directors, officers and employees. Federal and state laws prohibit buying, selling or making other transfers of securities by persons who are in possession of material information that is |
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| February 12, 2025 |
Summary of Director Compensation EXHIBIT 10.3 Welltower Inc. Non-Employee Director Compensation Effective January 1, 2025 For each calendar year, each non-employee member of the Board of Directors of Welltower Inc. (the “Company”) will receive an annual retainer of $100,000, payable in equal quarterly installments. If there is a non-employee director serving as the Chair of the Board, such individual will receive an additional re |
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| February 12, 2025 |
Exhibit 21 Subsidiary Name Jurisdiction of Organization 10 Sterling Drive NJ Owner LLC Delaware 10 Terracina Boulevard Owner LLC Delaware 100 Dublin Road Opco LLC Delaware 100 Trich Drive LLC Delaware 100 Washington Commons Drive Owner LLC Delaware 100 West Queen Street PA Owner LLC Delaware 1001 W Golden Landlord LLC Delaware 10040 Hillview Rd FL Owner LLC Delaware 101 Clyde Morris Boulevard OpCo |
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| February 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ 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 1-8923 WELLTOWER INC. (Exact name of re |
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| February 12, 2025 |
Recovery of Incentive-Based Compensation from Executive Officers in Event of Accounting Restatement EXHIBIT 97 CLAWBACK POLICY A.OVERVIEW It is the policy of Welltower Inc. (the “Company”) that, in the event the Company is required to prepare an accounting restatement of the Company’s financial statements due to material non-compliance with any financial reporting requirement under the federal securities laws (including any such correction that is material to the previously issued financial stat |
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| February 11, 2025 |
Welltower Reports Fourth Quarter 2024 Results FOR IMMEDIATE RELEASE February 11, 2025 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Fourth Quarter 2024 Results Toledo, Ohio, February 11, 2025…. |
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| February 11, 2025 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| February 11, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numb |
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| January 2, 2025 |
EX-99.1 Exhibit 99.1 TOLEDO, Ohio, January 2, 2025 /PRNewswire/ — Welltower Inc. (NYSE: WELL) today announced executive and senior leadership team promotions to further solidify its best-in-class team and to strengthen the Company’s long-term growth prospects. “The transformation of Welltower and the progress we have made over the past decade would not have been possible without the dedication, co |
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| January 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 14, 2024 |
WELL / Welltower Inc. / COHEN & STEERS, INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 4)* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Fili |
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| November 13, 2024 |
WELL / Welltower Inc. / Capital International Investors - SEC SCHEDULE 13G Passive Investment SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa |
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| November 7, 2024 |
WELL / Welltower Inc. / NORGES BANK Passive Investment SC 13G 1 efc24-0930formsc13g.txt UNITED STATES SECURITIES EXCHANGE COMMISSION Washington, D.C. 20549 - SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Welltower Inc. - (Name of Issuer) Common Stock - (Title of Class of Securities) 95040Q104 - (CUSIP Number) September 30, 2024 - (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| October 29, 2024 |
Form 424(b)(5) Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $5,000,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) BofA Securities, Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, BOK Financial Securities, |
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| October 29, 2024 |
Exhibit 1.1 WELLTOWER INC. $5,000,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT October 29, 2024 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated October 29, 2024, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Wellt |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 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: 1-8923 WELLTOWE |
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| October 29, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of |
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| October 28, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numbe |
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| October 28, 2024 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| October 28, 2024 |
Welltower Reports Third Quarter 2024 Results FOR IMMEDIATE RELEASE October 28, 2024 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Third Quarter 2024 Results Toledo, Ohio, October 28, 2024…. |
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| October 8, 2024 |
Exhibit 107 Ex-Filing Fees Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. |
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| October 8, 2024 |
Up to 23,471,419 Shares Common Stock File Pursuant to Rule 424(b)(7) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) Up to 23,471,419 Shares Common Stock Welltower OP LLC (“Welltower OP”), the operating company through which Welltower Inc. (“Welltower”) conducts its business, issued $1,035,000,000 principal amount of its 2.750% Exchangeable Senior Notes due 2028 (the “2028 notes”) in a private t |
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| October 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number |
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| July 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 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: 1-8923 WELLTOWER INC |
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| July 30, 2024 |
EXHIBIT 10.3 AMENDMENT NO. 3 TO CREDIT AGREEMENT AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of June 14, 2024 (this “Amendment”), by and among WELLTOWER OP LLC, a Delaware limited liability company (the “Borrower”), WELLTOWER INC., a Delaware corporation (the “Parent Guarantor”), and KEYBANK NATIONAL ASSOCIATION, as administrative agent for each of the Lenders (defined below) (in such capacity, |
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| July 29, 2024 |
EXHIBIT 10.1 AMENDMENT NO. 4 TO CREDIT AGREEMENT This AMENDMENT NO. 4 TO CREDIT AGREEMENT, dated as of July 24, 2024 (this “Amendment”), is made by and among WELLTOWER OP LLC, a Delaware limited liability company (, the “Borrower”), WELLTOWER INC., a Delaware corporation (the “Parent Guarantor”), the several banks and other parties from time to time parties hereto (the “Lenders”) and KEYBANK NATIO |
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| July 29, 2024 |
Welltower Reports Second Quarter 2024 Results ' FOR IMMEDIATE RELEASE July 29, 2024 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Second Quarter 2024 Results Toledo, Ohio, July 29, 2024…. |
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| July 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2024 (July 11, 2024) Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State |
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| July 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| July 29, 2024 |
Welltower Announces Addition of Andrew Gundlach to Board of Directors EXHIBIT 99.3 Welltower Announces Addition of Andrew Gundlach to Board of Directors TOLEDO, Ohio, July 29, 2024 /PRNewswire/ - Welltower Inc. (NYSE: WELL) announced today the appointment of Andrew Gundlach to its Board of Directors. Mr. Gundlach, 53, is the President and Co-CEO of Bleichroeder LP, a registered investment advisor serving ultra-high-net-worth families. He has extensive experience in |
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| July 29, 2024 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| July 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2024 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State or other jurisdiction of incorpor |
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| July 11, 2024 |
Exhibit 4.1 WELLTOWER OP LLC as Issuer WELLTOWER INC. as REIT and Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of July 11, 2024 3.125% Exchangeable Senior Notes due 2029 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01. Definitions 1 Section 1.02. References to Interest 12 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE O |
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| July 11, 2024 |
Welltower Announces Closing of $1.035 Billion of Exchangeable Senior Notes Exhibit 99.1 Welltower Announces Closing of $1.035 Billion of Exchangeable Senior Notes TOLEDO, Ohio, July 11, 2024 /PRNewswire/ — Welltower® Inc. (NYSE: WELL) (“Welltower” or the “Company”) announced today that its operating company, Welltower OP LLC (“Welltower OP”), has closed the previously announced offering (the “Offering”) of $1.035 billion aggregate principal amount of 3.125% exchangeable |
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| July 11, 2024 |
Exhibit 10.1 WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) $1,035,000,000 (including the Additional Notes (as defined in the Purchase Agreement)) 3.125% Exchangeable Senior Notes due 2029 REGISTRATION RIGHTS AGREEMENT Dated: July 11, 2024 WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) 3.125% Exchange |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| June 3, 2024 |
Exhibit 99.1 Business Update June 3, 2024 Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to his |
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| May 24, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 24, 2024 |
Exhibit 3.2 RESTATED CERTIFICATE OF INCORPORATION OF WELLTOWER INC. The present name of the corporation is Welltower Inc. (the “Corporation”). The Corporation was incorporated under the name “WELL Merger Holdco Inc.” by the filing of its original Certificate of Incorporation with the Secretary of State of the State of Delaware on February 15, 2022. This Restated Certificate of Incorporation of the |
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| May 24, 2024 |
Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Welltower Inc. Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WELLTOWER INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware Welltower Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “GCL”), does hereby certify that: 1. The Amended and Restated Certificate of Incorpora |
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| April 30, 2024 |
Table of Contents File Pursuant to Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $3,500,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, BofA |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) |
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| April 30, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Ca |
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| April 30, 2024 |
Form of Welltower Inc. 2022 Long-Term Incentive Plan Restricted Stock Unit Grant Agreement.* EXHIBIT 10.4 WELLTOWER INC. 2022 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT AGREEMENT FOR NON-EMPLOYEE DIRECTOR THIS RESTRICTED STOCK UNIT GRANT AGREEMENT (the "Agreement"), made as of #GrantDate# (the "Grant Date"), between Welltower Inc., a Delaware corporation (the "Corporation"), and #ParticipantName# (the "Director"). RECITALS: A. The Director serves as a member of the Board of Dire |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| April 30, 2024 |
Exhibit 1.1 WELLTOWER INC. $3,500,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT April 30, 2024 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated April 30, 2024, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Welltower |
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| April 30, 2024 |
EXHIBIT 10.1 WELLTOWER INC. 2024-2026 LONG-TERM INCENTIVE PROGRAM 1.PURPOSE. This 2024-2026 Long-Term Incentive Program (the “Program”) is adopted pursuant to the Welltower Inc. 2022 Long-Term Incentive Plan (the “Equity Plan”) and any successor equity plan and is intended to provide an incentive for superior work and to motivate executives and employees of Welltower Inc. (the “Company “) toward e |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 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: 1-8923 WELLTOWER IN |
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| April 30, 2024 |
Form of Welltower OP LLC Profits Interests Plan Option Unit Agreement.* EXHIBIT 10.3 FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN OPTION UNIT AGREEMENT This OPTION UNIT AGREEMENT (the “Award Agreement”) is made as of the Grant Date set forth below hereto between Welltower Inc., a Delaware corporation (the “Parent Member”), its subsidiary Welltower OP LLC, a Delaware limited liability company (the “Company”), and the individual identified below (the “Participant”). |
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| April 30, 2024 |
Form of Welltower Inc. 2024-2026 LTIP Form Award Agreement.* EXHIBIT 10.2 AWARD AGREEMENT WELLTOWER INC. 2024-2026 LONG-TERM INCENTIVE PROGRAM THIS LONG-TERM INCENTIVE PROGRAM AWARD AGREEMENT (the “Agreement”), made this #GrantDate#, between Welltower Inc., a Delaware corporation (the “Corporation”), and #ParticipantName# (the “Participant”). WHEREAS, the Participant is an employee of the Corporation; and WHEREAS, the Corporation adopted the Welltower Inc. |
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| April 29, 2024 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 10 Glossary 15 Supplemental Reporting Measures 16 Forward Looking Statements and Risk Factors 20 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| April 29, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| April 29, 2024 |
Welltower Reports First Quarter 2024 Results ' FOR IMMEDIATE RELEASE April 29, 2024 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports First Quarter 2024 Results Toledo, Ohio, April 29, 2024…. |
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| April 12, 2024 |
I would be lying if I told you that we didn’t have moments of doubt over the last decade in this long, arduous journey of reaching the promised land. |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: þ Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) |
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| February 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ 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 1-8923 WELLTOWER INC. (Exact name of re |
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| February 15, 2024 |
Exhibit 1.1 WELLTOWER INC. $3,500,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT February 15, 2024 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated February 15, 2024, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Wel |
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| February 15, 2024 |
EXHIBIT 4.10 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, Welltower Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $1.00 par value per share (“Common Stock”); (ii) guarant |
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| February 15, 2024 |
Table of Contents File Pursuant to Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $3,500,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, BofA |
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| February 15, 2024 |
EXHIBIT 21 Subsidiary Name Jurisdiction of Organization 10 Sterling Drive NJ Owner LLC Delaware 100 Trich Drive LLC Delaware 100 West Queen Street PA Owner LLC Delaware 10040 Hillview Rd FL Owner LLC Delaware 1010 Carpenters Way FL Owner LLC Delaware 1010-1090 Old Des Peres Road LLC Delaware 10225 Old Ardrey Kell NC PropCo, LLC Delaware 1026 Albee Farm Rd FL Owner LLC Delaware 10475 Wilshire Boule |
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| February 15, 2024 |
February 15, 2024 (File No. 001-08923), and incorporated herein by reference thereto) EXHIBIT 10.13(d) WELLTOWER INC. 2022 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT AGREEMENT (TIME-BASED) GRANT NOTICE 1.Grant of Restricted Stock Units. Welltower Inc., a Delaware corporation (the “Corporation”), hereby grants (the “Grant”) to #ParticipantName# (the “Participant”) a total of #GrantCustom1# restricted stock units with respect to shares of the Corporation’s common stock, $1. |
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| February 15, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Ca |
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| February 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numb |
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| February 15, 2024 |
Summary of Director Compensation.* EXHIBIT 10.3 Welltower Inc. Non-Employee Director Compensation Effective January 1, 2024 For each calendar year, each non-employee member of the Board of Directors of Welltower Inc. (the “Company”) will receive an annual retainer of $100,000, payable in equal quarterly installments. If there is a non-employee director serving as the Chair of the Board, such individual will receive an additional re |
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| February 15, 2024 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc. |
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| February 15, 2024 |
Recovery of Incentive-Based Compensation from Executive Officers in Event of Accounting Restatement. EXHIBIT 97 CLAWBACK POLICY A.OVERVIEW It is the policy of Welltower Inc. (the “Company”) that, in the event the Company is required to prepare an accounting restatement of the Company’s financial statements due to material non-compliance with any financial reporting requirement under the federal securities laws (including any such correction that is material to the previously issued financial stat |
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| February 14, 2024 |
WELL / Welltower Inc. / COHEN & STEERS, INC. Passive Investment SC 13G/A 1 well13gbody-123123.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 3)* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) December 31, 2023 ( |
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| February 13, 2024 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| February 13, 2024 |
Welltower Reports Fourth Quarter 2023 Results ' FOR IMMEDIATE RELEASE February 13, 2024 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Fourth Quarter 2023 Results Toledo, Ohio, February 13, 2024…. |
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| February 13, 2024 |
WELL / Welltower Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv02268-welltowerinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 18)* Name of issuer: Welltower Inc Title of Class of Securities: Common Stock CUSIP Number: 95040Q104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the ru |
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| February 13, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numb |
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| February 8, 2024 |
WELL / Welltower Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi |
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| January 30, 2024 |
WELL / Welltower Inc. / STATE STREET CORP Passive Investment SC 13G/A 1 WelltowerInc.txt ssssUNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 AMENDED FILING WELLTOWER INC (NAME OF ISSUER) REIT (TITLE OF CLASS OF SECURITIES) 95040Q104 (CUSIP NUMBER) 12/31/2023 (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE PURSUANT TO WHICH T |
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| January 24, 2024 |
WELL / Welltower Inc. / BlackRock Inc. Passive Investment SC 13G/A 1 us95040q1040012424.txt us95040q1040012424.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) WELLTOWER INC. - (Name of Issuer) Common Stock - (Title of Class of Securities) 95040Q104 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| January 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| January 22, 2024 |
Exhibit 99.1 Business Update January 22, 2024 Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to |
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| December 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34- 1096634 (State or other jurisdiction of incorporation) (Commission File Num |
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| November 30, 2023 |
Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF WELLTOWER INC. Set forth below are the Amended and Restated By-Laws (“By-Laws”) of Welltower Inc., a Delaware corporation (the “Corporation”), as adopted by the Board of Directors of the Corporation effective as of November 28, 2023. ARTICLE I OFFICES Section 1. Registered Office. The registered office of the Corporation shall be in the City of Wilmingto |
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| November 9, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 9, 2023 |
Exhibit 1.1 WELLTOWER INC. UNDERWRITING AGREEMENT November 6, 2023 BofA Securities, Inc. Goldman Sachs & Co. LLC As Representatives of the several Underwriters named in Schedule A hereto c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 Ladies and Gentlemen: Welltower Inc., a Delaware corporation (the “Compa |
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| November 8, 2023 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule(1) Amount Registered(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee C |
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| November 8, 2023 |
17,500,000 Shares Common Stock Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) 17,500,000 Shares Common Stock Welltower Inc. is offering and selling 17,500,000 shares of its common stock, par value $1.00 per share. Our common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “WELL.” On November 6, 2023, the last repor |
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| November 6, 2023 |
Subject to Completion Preliminary Prospectus Supplement dated November 6, 2023 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264093 The information in this prospectus supplement is not complete and may be changed. This prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities, in any jurisdiction where the offer or sale is not permitted. Subject to Comple |
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| October 31, 2023 |
List of Subsidiary Issuers and Guaranteed Securities. EXHIBIT 22 List of Subsidiary Issuers and Guaranteed Securities Welltower Inc. fully and unconditionally guarantees all of the notes issued by Welltower OP LLC. |
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| October 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 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: 1-8923 WELLTOWE |
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| October 30, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numbe |
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| October 30, 2023 |
Welltower Reports Third Quarter 2023 Results FOR IMMEDIATE RELEASE October 30, 2023 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Third Quarter 2023 Results Toledo, Ohio, October 30, 2023…. |
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| October 30, 2023 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| September 11, 2023 |
Exhibit 99.1 Business Update September 11, 2023 Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely |
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| September 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Num |
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| August 9, 2023 |
Up to 13,559,535 Shares Common Stock 424B7 Table of Contents File Pursuant to Rule 424(b)(7) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) Up to 13,559,535 Shares Common Stock Welltower OP LLC (“Welltower OP”), the operating company through which Welltower Inc. (“Welltower”) conducts its business, issued $1,035,000,000 principal amount of its 2.750% Exchangeable Senior Notes due 2028 (the “not |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 9, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. |
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| August 1, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 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: 1-8923 WELLTOWER INC |
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| August 1, 2023 |
Exhibit 1.1 WELLTOWER INC. $4,000,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT August 1, 2023 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated August 1, 2023, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Welltower |
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| August 1, 2023 |
Table of Contents File Pursuant to Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $4,000,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, BofA |
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| August 1, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. |
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| July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| July 31, 2023 |
Welltower Reports Second Quarter 2023 Results FOR IMMEDIATE RELEASE July 31, 2023 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Second Quarter 2023 Results Toledo, Ohio, July 31, 2023…. |
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| July 31, 2023 |
Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut |
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| June 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| June 6, 2023 |
EX-99.1 Exhibit 99.1 Business Update June 6, 2023 Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solel |
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| May 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMM I SSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Delaware Welltower Inc. 1-8923 34-1096634 (State or other jurisdiction of incorpo |
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| May 11, 2023 |
Welltower Announces Closing of $1.035 Billion of Exchangeable Senior Notes EX-99.1 Exhibit 99.1 Welltower Announces Closing of $1.035 Billion of Exchangeable Senior Notes TOLEDO, Ohio, May 11, 2023 /PRNewswire/ — Welltower® Inc. (NYSE: WELL) (“Welltower” or the “Company”) announced today that its operating company, Welltower OP LLC (“Welltower OP”), has closed the previously announced offering (the “Offering”) of $1.035 billion aggregate principal amount of 2.750% exchan |
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| May 11, 2023 |
EX-4.1 Exhibit 4.1 Execution Version WELLTOWER OP LLC as Issuer WELLTOWER INC. as REIT and Guarantor Execution Version AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of May 11, 2023 2.750% Exchangeable Senior Notes due 2028 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTI |
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| May 11, 2023 |
EX-10.1 Exhibit 10.1 WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) $1,035,000,000 (including the Additional Notes (as defined in the Purchase Agreement)) 2.750% Exchangeable Senior Notes due 2028 REGISTRATION RIGHTS AGREEMENT Dated: May 11, 2023 WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) 2.750% E |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) (I |
