DOC files 8-K to update tax section in Feb 2025 shelf registration

Healthpeak Properties, Inc. (NYSE: DOC) filed an 8-K to report an administrative update to its February 5, 2025 shelf registration on Form S-3.

Rhea-AI Filing Summary

Healthpeak Properties, Inc. (NYSE: DOC) filed an 8-K to report an administrative update to its February 5, 2025 shelf registration on Form S-3. Exhibit 99.1—titled “United States Federal Income Tax Considerations”—is being added and expressly supersedes the tax discussion contained in the original prospectus that forms part of the registration statement (File Nos. 333-276954-00 through -03). No new securities are being registered, and the filing does not include operating results, guidance, or transaction details. The purpose is to ensure that future securities offerings made under the shelf reflect the most current federal income tax analysis applicable to investors in the company’s REIT structure. The report was signed by CFO Kelvin O. Moses on August 5, 2025.

Insights

REIT Securities Analyst

TL;DR A routine 8-K replaces tax language in Healthpeak’s shelf; no financial or operational impact.

The filing is strictly compliance-oriented. Updating the “U.S. Federal Income Tax Considerations” section keeps the S-3 prospectus accurate, a standard practice for REITs given evolving IRS guidance and case law. Because no capital raise, guidance change, or material event is disclosed, the impact on valuation, leverage, and cash flows is negligible. Investors should note that any future issuance off this shelf will reference the new tax language, but today’s disclosure neither signals intent to issue securities nor affects dividend capacity.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did Healthpeak Properties (DOC) file this 8-K on August 5, 2025?

To incorporate a new Exhibit 99.1 that replaces the federal income tax discussion in its February 5, 2025 S-3 shelf prospectus.

Does the filing indicate a new equity or debt offering by DOC?

No. The 8-K only updates disclosure; it does not register additional securities or announce an offering.

What is contained in Exhibit 99.1 of the 8-K?

A comprehensive United States Federal Income Tax Considerations section that supersedes the prior version in the shelf prospectus.

Are there any financial statements or earnings figures in this 8-K?

No. Item 9.01 lists only disclosure exhibits; no financial statements accompany the filing.

Who signed the 8-K for Healthpeak Properties?

Chief Financial Officer Kelvin O. Moses signed on behalf of the company.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/05/2025 - 08:26 AM Learn about SEC filing dates

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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 5, 2025

Healthpeak Properties, Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-08895	33-0091377
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4600 South Syracuse Street, Suite 500

Denver, CO 80237

(Address of principal executive offices) (Zip Code)

(720) 428-5050

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 par value	DOC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01 Other Events

On February 5, 2025, Healthpeak Properties, Inc., Healthpeak OP, LLC, DOC DR, LLC and DOC DR Holdco, LLC filed with the Securities and Exchange Commission a Post-Effective Amendment to a Registration Statement on Form S-3 (File Nos. Nos. 333-276954, 333-276954-01, 333-276954-02 and 333-276954-03) (as amended, the “Registration Statement”). The discussion under the heading “United States Federal Income Tax Considerations” in Exhibit 99.1 hereto (incorporated herein by reference) supersedes and replaces the discussion under the heading “United States Federal Income Tax Considerations” in the prospectus, dated February 5, 2025, which forms part of the Registration Statement.

Item 9.01 Financial Statements and Exhibits.

(d)           Exhibits. The following exhibits are being filed herewith:

No.		Description
99.1		United States Federal Income Tax Considerations.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HEALTHPEAK PROPERTIES, INC.
	(Registrant)
Date: August 5, 2025	By:	/s/ Kelvin O. Moses
	Name:	Kelvin O. Moses
	Title:	Chief Financial Officer