[SCHEDULE 13D/A] Healthcare Realty Trust Inc SEC Filing

Rhea-AI Filing Summary

Starboard-affiliated funds report holding 14,492,496 shares of Healthcare Realty Trust Inc (HR), equal to 4.1% of the Class A common stock based on 351,606,597 shares outstanding as of July 25, 2025. The filing amends prior disclosures to specify that portions of these holdings were purchased in the open market using working capital and gives aggregate purchase-price amounts by fund: Starboard V&O Fund ~8,007,983 shares for $131,335,340; Starboard S LLC ~1,158,671 shares for $19,016,386; Starboard L Master ~485,662 shares for $7,963,596; Starboard X Master ~2,976,770 shares for $48,949,159; and 1,863,410 shares held in the Starboard Value LP account for ~$32,170,068, all excluding commissions.

The amendment also discloses that Starboard V&O Fund exercised forward purchase contracts with Bank of America to acquire 4,826,156 shares (the BA Forward Contracts) and is no longer a party to those contracts. The filing states that, as of September 23, 2025, the reporting persons ceased to beneficially own more than 5% of the issuer.

Positive

• Clear quantification of aggregate holdings: 14,492,496 shares representing 4.1% of Class A stock
• Disclosure of aggregate purchase prices by fund, providing transparency on capital deployed
• Exercise of BA Forward Contracts resulting in acquisition of 4,826,156 shares and termination of those forwards

Negative

• Holdings are below 5% as of September 23, 2025 (reporting persons ceased to own more than 5%)
• No operational or earnings information about Healthcare Realty Trust is provided in the filing

Insights

Financial Analyst

TL;DR: Starboard reports a disclosed 4.1% economic stake and exercised forwards to convert an additional 4.8M shares into ownership.

The disclosure quantifies positions across multiple Starboard vehicles and provides aggregate purchase prices, improving transparency about the economic exposure to Healthcare Realty Trust (HR). The conversion of 4,826,156 BA Forward Contracts into shares materially clarifies outstanding derivative exposure and increases disclosed beneficial ownership within the group. The aggregate holding of 14.49 million shares equals 4.1% of outstanding Class A shares, below the 5% reporting threshold as of September 23, 2025, which has regulatory and governance implications. From a capital deployment perspective, the filing shows meaningful cash deployed across funds but does not include operational or earnings-related detail for HR.

Corporate Governance Expert

TL;DR: The filing documents an organized multi-vehicle ownership with exercised forwards, and confirms the group is under the 5% beneficial-ownership level.

The Schedule 13D/A outlines the ownership structure across Starboard-controlled entities and confirms sole voting and dispositive power figures for each reporting person, which is important for assessing potential coordinated action. The elimination of the BA Forward Contracts through early settlement reduces outstanding contingent arrangements and clarifies actual share counts. The statement that the reporting persons ceased to beneficially own more than 5% as of September 23, 2025 is material for proxy and engagement expectations. The filing contains no additional arrangements, agreements or proposals regarding board representation or corporate actions.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Healthcare Realty Trust Inc

(Name of Issuer)

Class A Common Stock, $0.01 par value per share

(Title of Class of Securities)

42226K105

(CUSIP Number)

JEFFREY C. SMITH
STARBOARD VALUE LP, 777 Third Avenue, 18th Floor
New York, NY, 10017
212-845-7977

ANDREW FREEDMAN, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

MEAGAN REDA, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/23/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Value LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 14,492,496.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 14,492,496.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

14,492,496.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 8,007,983.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 8,007,983.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,007,983.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

2.3 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

STARBOARD VALUE & OPPORTUNITY S LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,158,671.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 1,158,671.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

1,158,671.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.3 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Value & Opportunity C LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Value R LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Value & Opportunity Master Fund L LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 485,662.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 485,662.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

485,662.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Value L LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 485,662.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 485,662.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

485,662.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Value R GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 485,662.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 485,662.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

485,662.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard X Master Fund Ltd

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,976,770.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,976,770.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,976,770.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.8 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Value GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 14,492,496.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 14,492,496.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

14,492,496.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Principal Co LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 14,492,496.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 14,492,496.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

14,492,496.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Starboard Principal Co GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 14,492,496.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 14,492,496.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

14,492,496.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Smith Jeffrey C

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,492,496.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,492,496.00

11

Aggregate amount beneficially owned by each reporting person

14,492,496.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 42226K105

1

Name of reporting person

Feld Peter A

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,492,496.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,492,496.00

11

Aggregate amount beneficially owned by each reporting person

14,492,496.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock, $0.01 par value per share
(b)	Name of Issuer: Healthcare Realty Trust Inc
(c)	Address of Issuer's Principal Executive Offices: 3310 WEST END AVENUE, SUITE 700, NASHVILLE, TENNESSEE , 37203.
Item 1 Comment: The following constitutes Amendment No. 2 to the Schedule 13D filed by the undersigned ("Amendment No. 2"). This Amendment No. 2 amends the Schedule 13D as specifically set forth herein. Unless otherwise defined herein, all capitalized terms used herein shall have the meanings given to them in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated to read as follows: The securities of the Issuer purchased by each of Starboard V&O Fund, Starboard S LLC, Starboard L Master, Starboard X Master and held in the Starboard Value LP Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted. The aggregate purchase price of the 8,007,983 Shares beneficially owned by Starboard V&O Fund is approximately $131,335,340, excluding brokerage commissions. The aggregate purchase price of the 1,158,671 Shares beneficially owned by Starboard S LLC is approximately $19,016,386, excluding brokerage commissions. The aggregate purchase price of the 485,662 Shares beneficially owned by Starboard L Master is approximately $7,963,596, excluding brokerage commissions. The aggregate purchase price of the 2,976,770 Shares beneficially owned by Starboard X Master is approximately $48,949,159, excluding brokerage commissions. The aggregate purchase price of the 1,863,410 Shares held in the Starboard Value LP Account is approximately $32,170,068, excluding brokerage commissions.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The percentages used in this Schedule 13D are based upon 351,606,597 Shares outstanding, as of July 25, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 1, 2025. See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.
(b)	Item 5(b) is hereby amended and restated to read as follows: See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and the sole or shared power to dispose or to direct the disposition.
(c)	Item 5(c) is hereby amended and restated to read as follows: Information concerning transactions in the securities of the Issuer effected by the Reporting Persons during the past sixty days is set forth in Exhibit 1 attached hereto and is incorporated herein by reference. Except as otherwise noted, all of the transactions in the securities of the Issuer listed therein were effected in the open market through various brokerage entities.
(e)	Item 5(e) is hereby amended and restated to read as follows: As of September 23, 2025, the Reporting Persons ceased to beneficially own more than 5% of the outstanding Shares of the Issuer.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended to add the following: As previously disclosed, Starboard V&O Fund entered into forward purchase contracts with Bank of America as the counterparty providing for the purchase of an aggregate of 4,826,156 Shares (the "BA Forward Contracts"). The BA Forward Contracts had a final valuation date of November 10, 2025, however, Starboard V&O Fund had the ability to elect early settlement after serving notice to the counterparty of such intention at least two scheduled trading days in advance of the desired early final valuation date. Starboard V&O Fund exercised the BA Forward Contracts and thereby acquired 4,826,156 Shares. Accordingly, Starboard V&O Fund is no longer a party to the BA Forward Contracts.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibit: 1 - Transactions in the Securities.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Starboard Value LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value GP LLC, its general partner
Date:	09/25/2025

STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its investment manager
Date:	09/25/2025

STARBOARD VALUE & OPPORTUNITY S LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its manager
Date:	09/25/2025

Starboard Value & Opportunity C LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value R LP, its general partner
Date:	09/25/2025

Starboard Value R LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value R GP LLC, its general partner
Date:	09/25/2025

Starboard Value & Opportunity Master Fund L LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value L LP, its general partner
Date:	09/25/2025

Starboard Value L LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value R GP LLC, its general partner
Date:	09/25/2025

Starboard Value R GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory
Date:	09/25/2025

Starboard X Master Fund Ltd

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its investment manager
Date:	09/25/2025

Starboard Value GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Principal Co LP, its member
Date:	09/25/2025

Starboard Principal Co LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Principal Co GP LLC, its general partner
Date:	09/25/2025

Starboard Principal Co GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory
Date:	09/25/2025

Smith Jeffrey C

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Attorney-in-Fact for Jeffrey C. Smith
Date:	09/25/2025

Feld Peter A

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Attorney-in-Fact for Peter A. Feld
Date:	09/25/2025

FAQ

How many shares of Healthcare Realty (HR) do Starboard entities report owning?

The filing reports an aggregate of 14,492,496 shares, equal to 4.1% of Class A common stock based on 351,606,597 shares outstanding.

Did Starboard convert any forward contracts into HR shares?

Yes. Starboard V&O Fund exercised BA Forward Contracts and acquired 4,826,156 shares, and is no longer a party to those forward contracts.

What were the aggregate purchase prices disclosed by fund?

Starboard V&O Fund ~$131,335,340; Starboard S LLC ~$19,016,386; Starboard L Master ~$7,963,596; Starboard X Master ~$48,949,159; Starboard Value LP account holdings ~$32,170,068 (all excluding brokerage commissions).

As of what date is the ownership percentage calculated?

Percentages are based on 351,606,597 shares outstanding as of July 25, 2025, per the issuer's quarterly report filed August 1, 2025.

Does the filing indicate any agreements to change Healthcare Realty’s board or operations?

No. The amendment adds details on purchases and forward-contract exercises but does not disclose any agreements regarding board representation or operational changes.