[8-K] Healthcare Realty Trust Incorporated Reports Material Event

Rhea-AI Filing Summary

YSX Tech. Co., Ltd, a Cayman-incorporated holding company that operates in mainland China through VIE structures, filed its FY 2025 Form 20-F for the year ended 31 Mar 2025. The company’s Class A ordinary shares trade on Nasdaq under ticker YSXT; 22,260,175 Class A and 1,177,325 Class B shares were outstanding at period-end. YSXT is a non-accelerated filer and an emerging-growth company preparing accounts under U.S. GAAP.

The filing contains no income-statement or cash-flow data but devotes extensive disclosure to PRC regulatory risks: potential government intervention, cybersecurity review, data-export controls, SAFE registration, capital controls, and uncertainties under the CSRC overseas-listing rules. Management details exposure to the HFCAA—while the current auditor is PCAOB-inspected, future access could change—plus constraints on dividend remittance from China or Hong Kong. Other highlighted risks include social-insurance shortfalls (≈US$0.11 m estimated), rising labor costs, and geopolitical trade tensions. The company confirms it currently does not qualify as a Critical Information Infrastructure Operator, has received no CAC review notice, and believes no PRC permissions are presently denied, but warns that requirements could emerge.

Positive

• None.

Negative

• Material PRC regulatory exposure—government intervention, CSRC filing regime, CAC data reviews could alter operations or block capital flows.
• HFCAA delisting risk if PCAOB loses access to inspect the auditor within two consecutive years.
• No financial performance data disclosed in the excerpt, preventing assessment of profitability or liquidity.
• Capital-return constraints due to SAFE, tax and currency-conversion limits; dividends not assured.
• Compliance gaps in social-insurance and housing-fund contributions (≈US$0.11 m outstanding plus potential fines).

Insights

China Regulatory Risk Analyst

TL;DR: Disclosure dominated by PRC policy risk; lack of financials limits valuation insight.

This 20-F emphasizes structural and regulatory uncertainty rather than operational performance. Investors gain clarity on share structure and listing status but receive no revenue, margin or cash-flow figures to gauge fundamentals. The narrative underscores heavy dependence on VIE contracts, potential CSRC filing mandates, capital-control barriers to dividend upstreaming, and HFCAA de-listing exposure if PCAOB access lapses. Social-insurance underfunding appears immaterial in absolute terms yet signals compliance gaps. Overall, risk profile is elevated and near-term catalysts remain opaque absent financial metrics.

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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): July 31, 2025 (July 25, 2025)

Healthcare Realty Trust Incorporated

(Exact name of registrant as specified in its charter)

Maryland

001-35568

20-4738467

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

3310 West End Avenue, Suite 700

Nashville,

Tennessee

37203

(615)

269-8175

(Address of Principal Executive Office and Zip Code)

(Registrant’s telephone number, including area code)

www.healthcarerealty.com

(Internet address)

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

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

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.01 par value per share

HR

New York Stock Exchange

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))

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 1.01 Entry into a Material Definitive Agreement.

Recast of Revolving Credit and Term Loan Facilities

On July 31, 2025, Healthcare Realty Trust Incorporated (the “Company”) announced that it and its operating partnership, Healthcare Realty Holdings, L.P. (the “OP”), entered into the Fifth Amended and Restated Revolving Credit and Term Loan Agreement, dated as of July 25, 2025 (the “New Credit Facility”) with Wells Fargo Bank, National Association, as Administrative Agent; Wells Fargo Securities, LLC and JPMorgan Chase Bank, N.A. as Joint Book Runners; Wells Fargo Securities, LLC, JPMorgan Chase Bank, N.A., PNC Capital Markets LLC, U.S. Bank National Association, The Bank of Nova Scotia, and BofA Securities, Inc., as Joint Lead Arrangers; and the other lenders named therein. The New Credit Facility provides for (i) a $1.5 billion unsecured revolving credit facility (the “Revolver”) and (ii) five individual unsecured term loan tranches totaling $1.115 billion. The OP is the borrower under the New Credit Facility (in such capacity, the “Borrower”). A summary of the principal terms of the New Credit Facility and the New Credit Facility's effect on the Company’s existing revolving credit and term loan facilities is as follows:

•The New Credit Facility replaces the Company’s existing revolving credit and term loan facilities evidenced by that certain Fourth Amended and Restated Revolving Credit and Term Loan Agreement dated as of July 20, 2022 by and among the Company, the OP, Wells Fargo Bank, National Association, as Administrative Agent, and the other lenders identified therein, as amended (the “Existing Credit Facility”). All revolving commitments and outstanding loans under the Existing Credit Facility were reallocated to the lenders under the New Credit Facility.

•The Company’s $1.5 billion Revolver was continued with a maturity extension from October 31, 2025 to July 25, 2029, with two six-month extension options. The Revolver includes a sublimit of $120 million for letters of credit.

•The previously funded $175 million term loan was continued with a maturity date of January 31, 2026 and three extension options totaling 16 months.

•The previously funded $150 million term loan was continued with a maturity date of June 1, 2026, with two extension options of six months each.

•The previously funded $290 million term loan was continued with a maturity date of October 31, 2025, with four extension options totaling 24 months.

•The previously funded $200 million term loan was continued with a maturity date of July 20, 2027, with two extension options of 12 months each.

•The previously funded $300 million term loan was continued with a maturity date of January 20, 2028, with one extension option of 12 months.

Revolving loans outstanding under the New Credit Facility bear interest at a floating rate equal to the daily simple SOFR, term SOFR or base rate, as applicable, plus an applicable margin. The applicable margin is determined based on the Borrower’s credit ratings and ranges from 0.725% per annum to 1.40% per annum (currently 0.85% per annum). Term loans outstanding under the New Credit Facility currently bear interest at a rate equal to the term SOFR rate plus an applicable margin. The applicable margin is determined based on the Borrower’s credit ratings and ranges from 0.80% per annum to 1.60% per annum (currently 0.95% per annum). SOFR loans bear interest at the secured overnight financing rate as determined by the Federal Reserve Bank of New York, subject to a floor of 0%, and, in the case of certain term loans, include a SOFR adjustment equal to 0.10% per annum. Term SOFR loans may have a one-, three-, or six-month interset period. Base rate loans bear interest at a rate per annum equal to the greatest of (a) the prime rate as publically announced by the Administrative Agent, (b) the federal funds rate plus 0.50%, and (c) adjusted daily simple SOFR plus 1.00%, in each case, subject to a floor of 1.00%. In addition, the Borrower pays a facility fee on the Revolver commitments at a rate per annum determined based on the Borrower’s credit ratings and ranging from 0.125% per annum to 0.30% per annum (currently 0.20% per annum).

Extensions of the maturity of the Revolver and each of the term loans are subject to satisfaction of certain conditions and the payment of applicable extension fees.

Except as set forth above, the principal terms of the New Credit Facility are substantially consistent with the terms of the Existing Credit Facility. The New Credit Facility contains representations and warranties and affirmative and negative covenants that are customary for facilities of this size and type. The covenants include, among others: limitations on the incurrence of additional indebtedness; limitations on mergers, investments and acquisitions; limitations on dividends and redemptions of capital stock; limitations on transactions with affiliates; and requirements to comply with certain financial covenants, including a maximum consolidated leverage ratio, a maximum consolidated secured leverage ratio, a maximum consolidated unencumbered leverage ratio, a minimum fixed charge coverage ratio and a minimum unsecured coverage ratio.

The New Credit Facility contains events of default that are customary for agreements of this size and type. These events of default include, among others: nonpayment of any outstanding principal, interest, fees or amounts due under the New Credit Facility; the failure to perform or observe covenants in the loan documents; the occurrence of certain bankruptcy and insolvency events; the occurrence of a default under the terms of certain other material indebtedness of the Borrower and certain of its subsidiaries and affiliates; and the occurrence of a change of control.

The foregoing description of the New Credit Facility does not purport to be complete and is qualified in its entirety by reference to the full text of the New Credit Facility, a copy of which is attached hereto as Exhibit 10 and is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

10			Fifth Amended and Restated Credit and Term Loan Agreement, dated as of July 25, 2025, by and among Healthcare Realty Holdings, L.P., as borrower, Healthcare Realty Trust Incorporated, as parent, Wells Fargo Bank, National Association, as administrative agent, the other lenders named therein and the other parties thereto.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Certain schedules and exhibits have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request.

SIGNATURES

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

			Healthcare Realty Trust Incorporated
Date: July 31, 2025			By:			/s/ Austen B. Helfrich
						Name: Austen B. Helfrich
						Title: Executive Vice President and Chief Financial Officer

FAQ

What exchange does YSXT trade on?

Nasdaq Stock Market LLC under ticker YSXT.

How many YSXT shares are outstanding as of 31 Mar 2025?

22,260,175 Class A shares and 1,177,325 Class B shares.

Does YSXT currently require a PRC cybersecurity review?

The company states it has not been identified as a CIIO and has received no notice requiring a CAC cybersecurity review.

Why is the HFCAA mentioned?

If the PCAOB cannot inspect YSXT’s auditor for two consecutive years, Nasdaq may delist the shares under the HFCAA.

Are dividends from China to U.S. investors unrestricted?

No. SAFE approvals, tax and currency controls could delay or block dividend remittance from PRC subsidiaries.

What social-insurance liability does the filing note?

Estimated unpaid premiums and late fees total about US$0.11 million; further fines could apply.

Which accounting standards does YSXT use?

The company prepares its financial statements under U.S. GAAP.