National Health Investors (NYSE: NHI) boosts profit, sells $560M NHC portfolio
Rhea-AI Filing Summary
National Health Investors, Inc. reported strong second quarter 2026 results, with net income attributable to common stockholders per diluted share rising 45.6% to $1.15 from $0.79 a year earlier, helped by $22.0 million of gains on real estate dispositions. For the first half of 2026, diluted EPS rose to $1.97 from $1.53.
NAREIT FFO per diluted share was $1.19 for both second quarters 2026 and 2025, while Normalized FFO per diluted share dipped to $1.19 from $1.22. Normalized FAD increased to $61.6 million from $56.0 million. SHOP segment NOI for the quarter expanded to $11.0 million from $3.8 million, driven by acquisitions and property transitions, while Same Store SHOP NOI declined modestly. The company completed and agreed to major portfolio transactions, including the $560.0 million sale of a 35‑property NHC skilled nursing and independent living portfolio, expected to generate an approximate $541.6 million gain and support Section 1031 exchanges into new senior housing investments.
As of June 30, 2026, consolidated net debt was $1.2 billion with a net debt to adjusted EBITDA ratio of 4.1x, within the stated 3.5x–4.5x target range, and the company remained in compliance with debt covenants. The board increased the quarterly dividend to $0.94 per share from $0.92. Full‑year 2026 guidance calls for net income attributable to common stockholders of $703.0–$705.2 million, NAREIT and Normalized FFO of $232.3–$234.9 million, and FAD of $240.6–$243.7 million, assuming approximately $665 million of disposition proceeds and $180 million of unidentified new investments.
Positive
- Diluted EPS up 45.6% year-over-year to $1.15, reflecting stronger profitability and gains on real estate dispositions.
- Normalized FAD rose to $61.6 million for Q2 2026, up from $56.0 million, improving dividend coverage and cash generation.
- SHOP segment NOI nearly tripled to $11.0 million from $3.8 million, driven by acquisitions and transitioned properties.
- $560.0 million NHC portfolio sale with an expected gain of about $541.6 million significantly strengthens capital for reinvestment.
- Net debt to adjusted EBITDA at 4.1x, within the 3.5x–4.5x target range, alongside investment-grade credit ratings from three agencies.
- Quarterly dividend increased to $0.94 per share from $0.92, signaling confidence in cash flow and capital position.
Negative
- Normalized FFO per diluted share declined 2.5% year-over-year for Q2 2026, to $1.19 from $1.22, indicating modest pressure on underlying earnings.
- Same Store SHOP NOI decreased by $0.2 million in the quarter, reflecting softer performance in the existing senior housing portfolio.
- General and administrative expenses rose 44.0%, up $2.7 million year-over-year, mainly from higher compensation and CFO transition costs.
Insights
Analyzing...
8-K Event Classification
2 items: 2.02, 9.01
2 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Q2 2026 diluted EPS: $1.15 per share
Q2 2026 NAREIT FFO: $57,784 thousand
Q2 2026 Normalized FAD: $61,620 thousand
+5 more
8 metrics
Q2 2026 diluted EPS
$1.15 per share
Net income attributable to common stockholders per diluted share, up 45.6% from $0.79
Q2 2026 NAREIT FFO
$57,784 thousand
NAREIT FFO attributable to common stockholders for the quarter ended June 30, 2026
Q2 2026 Normalized FAD
$61,620 thousand
Normalized FAD attributable to common stockholders for the quarter ended June 30, 2026
NHC portfolio sale price
$560.0 million
Cash consideration for the sale of 35 NHC-leased properties completed July 1, 2026
Expected gain on NHC sale
$541.6 million
Approximate gain expected on sale of the NHC leased portfolio
Consolidated net debt
$1.2 billion
Net debt outstanding as of June 30, 2026, including $438.0 million on the revolver
Net debt to adjusted EBITDA
4.1x
Leverage ratio as of June 30, 2026, within the 3.5x–4.5x target range
Quarterly dividend
$0.94 per share
Cash dividend declared for payment on November 6, 2026, up from $0.92
Key Terms
NAREIT Funds from Operations, Normalized Funds Available for Distribution, Section 1031 reverse exchange, ATM equity program, +2 more
6 terms
NAREIT Funds from Operations financial
"National Association of Real Estate Investment Trusts (“NAREIT”) Funds from Operations (“FFO”) per diluted share"
Nareit Funds From Operations (FFO) is a standardized measure of a real estate investment trust’s recurring cash earnings, calculated by adjusting reported net income to add back property depreciation and remove gains or losses from property sales. It matters to investors because it focuses on the trust’s core operating performance and dividend-paying ability, much like checking a retailer’s regular sales instead of one-off, unusual gains that can distort profit numbers.
Normalized Funds Available for Distribution financial
"Normalized Funds Available for Distribution (“FAD”) for the quarter ended June 30, 2026 increased"
Section 1031 reverse exchange financial
"The properties were acquired pursuant to a Section 1031 reverse exchange transaction"
ATM equity program financial
"the Company can sell up to $500.0 million in common stock under its ATM equity program"
An at‑the‑market (ATM) equity program is a way a company sells its own shares directly into the open market, bit by bit, at prevailing market prices instead of issuing a large block all at once. Think of it like a faucet the company can turn on when it needs cash; it provides flexible funding but can dilute existing shareholders and put downward pressure on the stock if used heavily, so investors watch size and timing closely.
Same Store financial
"On a same store (“Same Store”) basis, resident fees and services, less senior housing"
Same store describes sales or revenue measured only at locations or outlets that have been open for a specified prior period, excluding new openings and closed units so performance is compared on an “apples-to-apples” basis. Investors use same-store figures to see whether existing operations are growing or shrinking on their own, like checking whether a long-standing shop is selling more or fewer items this year without the distortion of added or removed stores.
SHOP segment financial
"The Company operates through two reportable segments, Real Estate Investments and SHOP"
Earnings Snapshot
Diluted EPS (Q2 2026): $1.15 · Guidance included
Quarter and six months ended June 30, 2026
Diluted EPS (Q2 2026)
$1.15
Up 45.6% from $0.79 in Q2 2025
NAREIT FFO per diluted share (Q2 2026)
$1.19
Flat versus $1.19–$1.20 in Q2 2025 depending on share basis
Normalized FFO per diluted share (Q2 2026)
$1.19
Down from $1.22 in Q2 2025
Normalized FAD (Q2 2026)
$61.6 million
Up from $56.0 million in Q2 2025
Total NOI (Q2 2026)
$84.8 million
Up from $77.4 million in Q2 2025
Guidance
For full-year 2026, the company guides net income attributable to common stockholders to $703.0–$705.2 million, NAREIT and Normalized FFO to $232.3–$234.9 million, and FAD to $240.6–$243.7 million, assuming $665 million of dispositions and $180 million of new investments.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
How did National Health Investors (NHI) perform in Q2 2026 on an EPS basis?
National Health Investors reported diluted EPS of $1.15 for Q2 2026, up 45.6% from $0.79 a year earlier, aided by $22.0 million of gains on real estate dispositions and higher NOI, particularly from its expanding SHOP segment.
What were NHI’s key FFO and FAD metrics for Q2 2026?
For Q2 2026, NHI generated NAREIT FFO per diluted share of $1.19 (flat year-over-year), Normalized FFO per diluted share of $1.19, and Normalized FAD of $61.6 million, up from $56.0 million, primarily due to acquisition-driven cash flow growth.
What is significant about NHI’s NHC portfolio sale in 2026?
NHI completed the sale of a 35‑property NHC-leased portfolio on July 1, 2026 for $560.0 million in cash and expects to record an approximate $541.6 million gain, materially reshaping its portfolio and funding Section 1031 exchange reinvestments.
How is NHI’s balance sheet and leverage positioned after Q2 2026?
As of June 30, 2026, NHI had $1.2 billion in consolidated net debt, including $438.0 million drawn on its $700.0 million revolver, and reported a net debt to adjusted EBITDA ratio of 4.1x, within its 3.5x–4.5x target range and in compliance with all covenants.
Did National Health Investors (NHI) change its dividend in 2026?
Yes. On August 7, 2026, NHI’s board increased the quarterly cash dividend to $0.94 per share from $0.92. The dividend is payable on November 6, 2026, to stockholders of record as of September 30, 2026.
What guidance did NHI provide for full-year 2026 FFO and net income?
For 2026, NHI guided to net income attributable to common stockholders of $703.0–$705.2 million, NAREIT and Normalized FFO of $232.3–$234.9 million, and FAD of $240.6–$243.7 million, assuming about $665 million of disposition proceeds and $180 million of new investments.
How is NHI’s SHOP segment performing and growing in 2026?
In Q2 2026, SHOP segment NOI rose to $11.0 million from $3.8 million, supported by acquisitions and transitioned properties. Total SHOP NOI for the first half reached $19.9 million, while Same Store SHOP NOI declined slightly, and the company has $127.3 million of SHOP-focused LOIs.
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 10, 2026
(Exact name of Registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip code)
(615 ) 890-9100
(Registrant's telephone number, including area code)
Not Applicable
(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 | ||||||
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 2.02. Results of Operations and Financial Condition
On August 10, 2026 , National Health Investors, Inc. issued a press release announcing its earnings for the quarter ended June 30, 2026. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
| Exhibit | ||||||||
| Number | Description | |||||||
| 99.1 | Second Quarter of 2026 Earnings Press Release, dated August 10, 2026 | |||||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| National Health Investors, Inc. | |||||||||||
| Date: | /s/ Todd M. Siefert | ||||||||||
| Name: | Todd M. Siefert | ||||||||||
| Title: | Chief Financial Officer | ||||||||||
Exhibit 99.1
Contact: Todd M. Siefert, Chief Financial Officer
Phone: (615) 890-9100
NHI Announces Second Quarter 2026 Results
MURFREESBORO, Tenn. – (Monday, August 10, 2026) National Health Investors, Inc. (NYSE: NHI) announced today its results for the quarter ended June 30, 2026.
CEO Comments
“We continued to expand our Senior Housing Operating Portfolio (“SHOP”) with second quarter invested capital of $854.8 million, a 137% increase from the prior year period,” said Eric Mendelsohn, NHI’s President and CEO. “Our total SHOP NOI for the second quarter increased by approximately 188% year-over-year driven by our recent acquisitions while the same-store SHOP results were ahead of expectations.”
"We also completed the sale of the NHC portfolio, one of the largest transactions in the Company's history, reducing balance sheet leverage to well below our target range and providing significant financial flexibility to pursue additional private-pay senior housing investments. In addition, we recently appointed a Chief Operating Officer to further strengthen our asset management and business development capabilities as we navigate the current operating environment and position the Company to capitalize on the long-term demographic tailwinds supporting our industry. With a strengthened balance sheet, substantial liquidity, and a growing SHOP portfolio, we believe NHI is well positioned to execute on attractive investment opportunities and create long-term value for stockholders," concluded Mr. Mendelsohn.
Second Quarter Highlights
•Net income attributable to common stockholders per diluted share for the quarter ended June 30, 2026 increased 45.6% to $1.15 per share compared to $0.79 per share for the same period in the prior year. Net income attributable to common stockholders per diluted share for the six months ended June 30, 2026 increased 28.7% to $1.97 per share compared to $1.53 per share for the same period in the prior year. Net income attributable to common stockholders for the three and six months ended June 30, 2026 included gains on dispositions of real estate properties of $22.0 million and $24.6 million, respectively. In the six months ended June 30, 2026, the Company disposed of five real estate properties in the Real Estate Investments segment for aggregate net proceeds of $98.5 million. The Company did not have any dispositions of real estate properties in the prior year period.
•National Association of Real Estate Investment Trusts (“NAREIT”) Funds from Operations (“FFO”) per diluted share for each of the quarters ended June 30, 2026 and 2025 was $1.19 per share. NAREIT FFO per diluted share for the six months ended June 30, 2026 increased 3.4% to $2.42 per share compared to $2.34 per share for the same period in the prior year. NAREIT FFO for the three and six months ended June 30, 2025 included proxy contest and related expenses of $1.3 million and $1.6 million, respectively, related to the Company’s response to a proxy campaign associated with the Company’s 2025 annual stockholders meeting. Additionally, NAREIT FFO for the six months ended June 30, 2025 included $1.2 million of transaction costs related to an acquisition in the SHOP segment that did not materialize.
•Normalized FFO per diluted share for the quarter ended June 30, 2026 decreased 2.5% to $1.19 per share compared to $1.22 per share for the same period in the prior year. Normalized FFO per diluted share for the six months ended June 30, 2026 increased 2.1% to $2.42 per share compared to $2.37 per share for the same period in the prior year. Normalized FFO for the three and six months ended June 30, 2025 included $1.5 million and $1.9 million, respectively, of gains from an equity method investment. Both the quarter and six months ended June 30, 2026 included $1.1 million of compensation costs related to the CFO transition and $0.7 million of deferred income tax expense. Normalized FFO for the six months ended June 30, 2025 included the transaction costs described above.
NHI Reports Second Quarter 2026 Results
Page 2
•Normalized Funds Available for Distribution (“FAD”) for the quarter ended June 30, 2026 increased $5.7 million to $61.6 million compared to $56.0 million for the same period in the prior year. Normalized FAD for the six months ended June 30, 2026 increased $12.1 million to $124.1 million compared to $112.0 million for the same period in the prior year. These increases primarily resulted from the net impact of the Company’s acquisitions activity. In addition, the Company had $0.5 million in compensation costs in the quarter and six months ended June 30, 2026 related to the CFO transition.
Quarterly Financial Results
Results for the quarter ended June 30, 2026 compared to the same period in the prior year were impacted by the following:
•Rental income increased $1.1 million, or 1.6%, which primarily included a $3.0 million increase from 11 properties acquired since April 1, 2025, partially offset by a $1.9 million decrease from seven properties transitioned to the SHOP segment in August 2025.
•Resident fees and services, less senior housing operating expenses, increased $7.2 million which included a $4.7 million increase from acquisitions of 20 properties since April 1, 2025 and a $2.7 million increase from the seven transitioned properties discussed above.
•On a same store (“Same Store”) basis, resident fees and services, less senior housing operating expenses, declined $0.2 million.
•Interest income from mortgage and other notes receivable decreased $1.0 million, or 16.1%, primarily due to a net reduction in the principal amounts of mortgage and other notes receivable outstanding in the current period compared to the prior year period.
•Depreciation and amortization increased $5.6 million, or 28.3%, primarily due to a $5.4 million increase from acquisitions activity since April 1, 2025.
•Interest expense increased $0.8 million, or 5.4%, primarily due to a $4.7 million increase from the 2033 Senior Notes issued in September 2025, partially offset by repayments of the bank term loan and a private placement note and also partially offset by the impact of lower interest rates on the Company’s variable rate debt.
•Legal expense decreased $0.7 million, or 59.4%, primarily due to costs incurred in the prior year period related to the transitioning of seven properties into the SHOP segment in August 2025.
•General and administrative expenses increased $2.7 million, or 44.0%, primarily due to higher compensation costs and costs incurred in the current period related to the Company’s CFO transition.
•Proxy contest and related expenses of $1.3 million for the quarter ended June 30, 2025 consisted of proxy advisory costs related to the response to a proxy campaign associated with the Company’s 2025 annual meeting of stockholders.
•Loan and realty gains, net, of $1.4 million for the quarter ended June 30, 2025 included a $1.8 million reduction in the Company’s credit loss reserves as a result of a non-performing loan repayment received in the period.
•Gains on dispositions of real estate properties of $22.0 million for the quarter ended June 30, 2026 primarily related to the sale of four properties in the Real Estate Investments segment.
•Gains from equity method investment of $1.5 million for the quarter ended June 30, 2025 related to cash distributions received from this investment.
•Income tax expense of $0.7 million for the quarter ended June 30, 2026 consisted of deferred income tax expense primarily resulting from the changes in the operations and investments within the Company’s TRS during the period.
NHI Reports Second Quarter 2026 Results
Page 3
National HealthCare Corporation (“NHC”) Leased Portfolio Disposition
In April 2026, the Company executed a purchase and sale agreement with NHC/Op, L.P., a wholly owned subsidiary of NHC, and certain of its affiliates (collectively, the “NHC Purchaser”) related to the sale of a portfolio of 35 properties in the Real Estate Investments segment that were leased to NHC. These properties consisted of 32 SNFs and three ILFs which were initially acquired by the Company in 1991. As of June 30, 2026, these properties were classified as assets held for sale and had an aggregate net carrying value of $13.6 million. The Company completed the sale of this portfolio on July 1, 2026 for cash consideration of $560.0 million and expects to recognize a gain of approximately $541.6 million on the sale.
Contemporaneously with the closing of the sale of the NHC leased portfolio, the Company executed a partial master lease termination and partial assignment and assumption of the master lease agreement terminating the master lease agreement with NHC with respect to all properties, except four subleased properties located in Florida. The Company assigned to the NHC Purchaser, and the NHC Purchaser assumed from the Company, the master lease for the subleased properties. In July 2026, the Company recognized a reversal of deferred income of $0.5 million related to the lease termination as part of the gain on the sale of these properties.
Other Portfolio Activity
•In April 2026, the Company amended the four master lease agreements with Bickford Senior Living (“Bickford”) increasing the combined annual base rent for the portfolio of 37 properties to $38.4 million with annual rent escalators ranging between 2.0% and 3.0%. As a result of these amendments, Bickford is also required to pay contingent rent based on a percentage of the combined monthly revenues for all of the properties leased to Bickford that exceeds a base amount.
•In May 2026, the Company acquired a portfolio of seven senior housing properties located in Colorado with a combined total of 532 units. The total purchase price was $106.9 million, including closing costs. The properties were acquired pursuant to a Section 1031 reverse exchange transaction which was completed on July 1, 2026 when the NHC properties were sold. The properties are included in the SHOP segment and managed by Generations, LLC.
•In June 2026, the Company acquired two senior housing properties located in Georgia. The total purchase price was $17.5 million, including closing costs. The properties were acquired pursuant to a Section 1031 reverse exchange transaction which was completed on July 1, 2026 when the NHC properties were sold. The properties are included in the Real Estate Investments segment and leased pursuant to a triple-net lease with an initial annual lease rate of 8.0% and annual rent escalators of 2.0%.
•In the quarter ended June 30, 2026, the Company completed dispositions of four properties for aggregate net proceeds of $91.8 million. The aggregate net carrying amounts of these properties was $70.0 million. The Company recognized an aggregate gain of $21.8 million on the sale of these properties. The Company received a $5.5 million mortgage note from an affiliate of the buyer related to one of these properties as part of the consideration. These properties were included in the Real Estate Investments segment.
•In addition to the sale of the NHC properties previously discussed, the Company completed the sale of two properties located in Texas for $19.0 million in cash consideration. These properties were included in the Real Estate Investments segment and classified as assets held for sale as of June 30, 2026.
Recent Pipeline Developments
•The Company currently has approximately $127.3 million of investment opportunities under signed Letters of Intent (“LOI”) primarily in the SHOP segment with an average initial NOI yield of approximately 6.8%. The Company expects to utilize the proceeds from the Section 1031 exchange transaction initiated by the NHC portfolio sale for these opportunities.
•In addition to the signed LOIs, the Company is currently evaluating a pipeline of approximately $420 million of investments which include SHOP, sale-leasebacks and loans with purchase options primarily for senior housing properties. The pipeline excludes portfolio deals.
NHI Reports Second Quarter 2026 Results
Page 4
Balance Sheet and Liquidity
As of June 30, 2026, the Company had $1.2 billion of consolidated net debt, including $438.0 million outstanding on its $700.0 million revolving credit facility. During the quarter ended June 30, 2026, the Company repaid the remaining $125.0 million outstanding on its bank term loan upon maturity.
The Company continues to maintain a strong financial profile with a consolidated net debt to adjusted EBITDA ratio of 4.1x, which is currently well within the Company’s target range of 3.5x to 4.5x. The Company is in compliance with all debt covenants and has investment grade credit ratings from Moody’s, S&P Global and Fitch Ratings.
ATM Equity Program
Concurrently with the renewal of its shelf registration statement in March 2026, the Company entered into a new equity distribution agreement whereby the Company can sell up to $500.0 million in common stock under its ATM equity program. During the quarter ended June 30, 2026, the Company settled the remaining $44.9 million of ATM forward equity sales agreements that were outstanding under the previous ATM equity program. As of June 30, 2026, the Company had $500.0 million available under its ATM equity program.
Dividend
On August 7, 2026, the Board of Directors declared an increase in the quarterly cash dividend to $0.94 per share from $0.92 per share. The dividend is payable on November 6, 2026 to common stockholders of record as of September 30, 2026.
NHI Reports Second Quarter 2026 Results
Page 5
2026 Full-Year Guidance
The Company’s 2026 full-year guidance range, including information on the underlying assumptions and timing of certain transactions, is set forth below (in millions, except per share amounts):
2026 Guidance Range | |||||||||||
| Low | High | ||||||||||
| Net income attributable to common stockholders | $ | 703.0 | $ | 705.2 | |||||||
| Adjustments to NAREIT FFO: | |||||||||||
Depreciation, net1 | 94.4 | 95.0 | |||||||||
| Gains on dispositions and impairments of real estate properties | (565.9) | (566.3) | |||||||||
| Participating securities | 0.8 | 1.0 | |||||||||
| NAREIT FFO attributable to common stockholders | 232.3 | 234.9 | |||||||||
| Adjustments to Normalized FFO attributable to common stockholders: | |||||||||||
| Other | — | — | |||||||||
| Normalized FFO attributable to common stockholders | 232.3 | 234.9 | |||||||||
| Adjustments to FAD attributable to common stockholders: | |||||||||||
Straight-line rent revenue and lease incentives amortization, net1 | (0.1) | (0.3) | |||||||||
| Equity method investment adjustments | (1.7) | (1.5) | |||||||||
| Equity method investment non-refundable fees received | 1.6 | 1.8 | |||||||||
| Non-cash share-based compensation expense | 7.5 | 7.2 | |||||||||
SHOP1 and equity method investment recurring capital expenditures | (4.0) | (3.8) | |||||||||
Other1,2 | 5.0 | 5.4 | |||||||||
| FAD attributable to common stockholders | $ | 240.6 | $ | 243.7 | |||||||
| Weighted average common shares outstanding - diluted | 49.0 | 49.0 | |||||||||
| NAREIT FFO per diluted share | $ | 4.74 | $ | 4.79 | |||||||
| Normalized FFO per diluted share | $ | 4.74 | $ | 4.79 | |||||||
1 Net of amounts attributable to noncontrolling interests
2 Includes credit loss reserves, non-real estate depreciation, net, amortizations associated with debt facilities and participating securities
The Company’s 2026 full-year guidance includes the following assumptions:
•$180 million in unidentified new investments;
•Approximately $665 million in expected proceeds from dispositions resulting in a gain ranging between $565.9 million - $566.3 million;
•Continued fulfillment of existing commitments;
•Same Store SHOP NOI growth on 15 properties ranging between 1% - 3% year over year; and
•Total SHOP NOI on 42 properties, before the assumption for unidentified new SHOP investments, ranging between $44.1 million - $45.1 million.
In addition to the assumptions listed above, the Company’s guidance range is based on several other assumptions, many of which are outside the Company’s control and all of which are subject to change. The Company’s guidance range may change if actual results vary from these assumptions.
NHI Reports Second Quarter 2026 Results
Page 6
Investor Conference Call and Webcast
The Company will host a conference call on Tuesday, August 11, 2026, at 8:30 a.m. ET, to discuss its second quarter 2026 results. The number to call for this interactive teleconference is (888) 506-0062, with the confirmation number 813991. The live broadcast of the Company’s second quarter conference call will be available online at www.nhireit.com. The online replay will follow shortly after the call and remain available for one year.
About National Health Investors, Inc.
National Health Investors, Inc. (NYSE: NHI), established in 1991 as a Maryland corporation, is a self-managed real estate investment trust (“REIT”). The Company owns, leases, operates and finances the development of high-quality real estate properties in the United States, focusing on senior housing communities and medical facilities. The Company operates through two reportable segments, Real Estate Investments and SHOP. The Company’s real estate property investments include independent living facilities, assisted living facilities, entrance fee communities, senior living campuses, skilled nursing facilities and hospitals. For more information, visit www.nhireit.com.
NHI Reports Second Quarter 2026 Results
Page 7
Reconciliations of FFO, Normalized FFO and Normalized FAD
(unaudited and $ in thousands, except per share amounts)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net income attributable to common stockholders | $ | 55,576 | $ | 36,938 | $ | 95,600 | $ | 71,051 | |||||||||||||||
| Real estate depreciation and amortization | 24,583 | 19,477 | 47,415 | 38,241 | |||||||||||||||||||
| Real estate depreciation attributable to noncontrolling interests | (404) | (414) | (806) | (827) | |||||||||||||||||||
| Gains on dispositions of real estate properties | (21,967) | (110) | (24,579) | (224) | |||||||||||||||||||
| Adjustments attributable to holders of participating securities | (4) | — | (24) | — | |||||||||||||||||||
| NAREIT FFO attributable to common stockholders | 57,784 | 55,891 | 117,606 | 108,241 | |||||||||||||||||||
| Proxy contest and related expenses | — | 1,308 | — | 1,572 | |||||||||||||||||||
| Normalized FFO attributable to common stockholders | 57,784 | 57,199 | 117,606 | 109,813 | |||||||||||||||||||
| Non-cash rent revenue adjustments, net | 90 | (459) | (58) | (1,283) | |||||||||||||||||||
| Non-real estate depreciation and amortization, net | 888 | 377 | 1,673 | 715 | |||||||||||||||||||
| Amortization of debt issuance costs and discounts | 854 | 940 | 1,708 | 1,914 | |||||||||||||||||||
| Adjustments attributable to equity method investment, net | (324) | (1,907) | (723) | (2,587) | |||||||||||||||||||
| Equity method investment non-refundable fees received | 500 | 623 | 627 | 933 | |||||||||||||||||||
| Recurring capital expenditures, net | (1,198) | (494) | (1,954) | (933) | |||||||||||||||||||
| Credit loss benefit | (59) | (1,393) | (109) | (1,407) | |||||||||||||||||||
| Share-based compensation expense | 2,360 | 1,071 | 4,600 | 3,629 | |||||||||||||||||||
| Deferred income tax expense | 732 | — | 732 | — | |||||||||||||||||||
| Transaction costs | — | — | — | 1,164 | |||||||||||||||||||
| Adjustments attributable to holders of participating securities | (7) | — | (11) | — | |||||||||||||||||||
| Normalized FAD attributable to common stockholders | $ | 61,620 | $ | 55,957 | $ | 124,091 | $ | 111,958 | |||||||||||||||
| Basic: | |||||||||||||||||||||||
| Weighted average common shares outstanding | 48,435,914 | 46,691,953 | 48,379,930 | 46,206,225 | |||||||||||||||||||
| NAREIT FFO attributable to common stockholders per share | $ | 1.19 | $ | 1.20 | $ | 2.43 | $ | 2.34 | |||||||||||||||
| Normalized FFO attributable to common stockholders per share | $ | 1.19 | $ | 1.23 | $ | 2.43 | $ | 2.38 | |||||||||||||||
| Diluted: | |||||||||||||||||||||||
| Weighted average common shares outstanding | 48,498,181 | 46,822,465 | 48,523,038 | 46,350,498 | |||||||||||||||||||
| NAREIT FFO attributable to common stockholders per share | $ | 1.19 | $ | 1.19 | $ | 2.42 | $ | 2.34 | |||||||||||||||
| Normalized FFO attributable to common stockholders per share | $ | 1.19 | $ | 1.22 | $ | 2.42 | $ | 2.37 | |||||||||||||||
See the accompanying notes to the reconciliations of FFO, Normalized FFO, Normalized FAD and NOI.
NHI Reports Second Quarter 2026 Results
Page 8
The following table reconciles net income, the most directly comparable generally accepted accounting principles (“GAAP”) financial measure, to NOI (unaudited and $ in thousands):
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net income | $ | 55,357 | $ | 36,689 | $ | 95,109 | $ | 70,506 | |||||||||||||||
| Depreciation and amortization | 25,548 | 19,918 | 49,239 | 39,075 | |||||||||||||||||||
| Interest expense | 15,814 | 15,001 | 30,854 | 29,338 | |||||||||||||||||||
| Legal expense | 445 | 1,095 | 750 | 2,521 | |||||||||||||||||||
| Franchise, excise and other taxes | 213 | 243 | 428 | 512 | |||||||||||||||||||
| General and administrative expenses | 8,823 | 6,125 | 16,674 | 12,954 | |||||||||||||||||||
| Proxy contest and related expenses | — | 1,308 | — | 1,572 | |||||||||||||||||||
| Loan and realty gains, net | (59) | (1,393) | (109) | (1,407) | |||||||||||||||||||
| Gains on dispositions of real estate properties | (21,967) | (110) | (24,579) | (224) | |||||||||||||||||||
| Other non-operating income | (86) | — | (121) | — | |||||||||||||||||||
| Income tax expense | 732 | — | 732 | — | |||||||||||||||||||
| Gains from equity method investment | — | (1,524) | — | (1,939) | |||||||||||||||||||
| NOI | $ | 84,820 | $ | 77,352 | $ | 168,977 | $ | 152,908 | |||||||||||||||
The following table provides a summary of the Company’s NOI by segment (unaudited and $ in thousands):
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Real Estate Investments segment | $ | 73,798 | $ | 73,531 | $ | 149,064 | $ | 146,001 | |||||||||||||||
| SHOP segment | 11,022 | 3,821 | 19,913 | 6,907 | |||||||||||||||||||
| Total NOI | $ | 84,820 | $ | 77,352 | $ | 168,977 | $ | 152,908 | |||||||||||||||
The following table provides additional information on the Company’s SHOP segment NOI (unaudited and $ in thousands):
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
Same Store properties1 | $ | 3,582 | $ | 3,821 | $ | 6,594 | $ | 6,907 | |||||||||||||||
| Acquisitions | 4,724 | — | 7,701 | — | |||||||||||||||||||
| Transitioned properties | 2,716 | — | 5,618 | — | |||||||||||||||||||
| Total SHOP segment NOI | $ | 11,022 | $ | 3,821 | $ | 19,913 | $ | 6,907 | |||||||||||||||
1 Same Store is defined in the notes below.
See the accompanying notes to the reconciliations of FFO, Normalized FFO, Normalized FAD and NOI.
NHI Reports Second Quarter 2026 Results
Page 9
Notes to the Reconciliations of FFO, Normalized FFO, Normalized FAD and NOI
The supplemental performance measures described below may not be comparable to similarly titled measures used by other REITs. Consequently, funds from operations (“FFO”), Normalized FFO, Normalized FAD and NOI, as presented herein, may not provide a meaningful measure of the Company’s performance as compared to that of other REITs. Since other REITs may not use a similar definition of these performance measures, caution should be exercised when comparing FFO, Normalized FFO, Normalized FAD and NOI, as presented herein, to that of other REITs. These performance measures do not represent cash generated from operating activities in accordance with GAAP as they exclude the changes in operating assets and liabilities, and therefore should not be considered an alternative to net income as an indication of performance or as an alternative to net cash flows from operating activities, as determined in accordance with GAAP as a measure of liquidity, and are not necessarily indicative of cash available to fund cash needs.
Funds From Operations - FFO
FFO and Normalized FFO are important supplemental performance measures for REITs. These performance measures are useful in that the historical cost accounting convention under GAAP requires real estate assets, other than land, to be depreciated over their estimated useful lives implying that the realizable values of real estate assets diminish predictably over time. Since real estate asset values typically rise and fall with market conditions, presentations of operating results of REITs using the historical cost accounting convention could be considered less informative to investors and should be supplemented with a measure such as FFO. FFO was designed by the REIT industry as a supplemental performance measure to address this issue.
The Company defines FFO, or NAREIT FFO, as net income attributable to common stockholders excluding gains on dispositions of real estate properties, impairments of real estate properties and real estate depreciation and amortization expense. These exclusions are adjusted to remove the impact of amounts that are attributable to noncontrolling interests and holders of participating securities. The Company’s computation of FFO may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or have a different interpretation of the current NAREIT definition from that of the Company, and therefore caution should be exercised when comparing the Company’s FFO to that of other REITs.
Normalized FFO excludes from FFO certain items which, due to their infrequent or unpredictable nature, may create some difficulty in comparing FFO for the current periods to similar prior periods. These adjustments may include, but are not limited to including, impairments of non-real estate assets, gains or losses on non-real estate assets and liabilities and recoveries of previous write-downs on mortgage and other notes receivable.
Funds Available for Distribution - FAD
Normalized FAD is also an important supplemental performance measure for REITs. It is a useful measure of liquidity and serves as an indicator of the Company’s ability to distribute dividends to its stockholders each period. GAAP requires a lessor to recognize contractual lease payments as income on a straight-line basis over the expected term of the lease. This straight-line rent adjustment has the effect of reporting rental income that is significantly more or less than the contractual cash flows received pursuant to the terms of the lease agreements. GAAP also requires any discount or premium related to indebtedness and debt issuance costs to be amortized as non-cash adjustments to earnings. Normalized FAD includes adjustments for these types of non-cash items of a recurring nature typical to REITs and is further adjusted to reflect the cash outflows for recurring capital expenditures. Certain other costs that fluctuate that are not related to the recurring business are also excluded from Normalized FAD.
The Company defines Normalized FAD as Normalized FFO excluding straight-line rent revenue adjustments, amortization of lease incentives, non-real estate depreciation and amortization expense and amortization of debt issuance costs and discounts. The Company also adjusts Normalized FAD for the net change in its credit loss reserves, share-based compensation expense, SHOP capital expenditures, deferred income tax expense, as well as certain non-cash items related to the Company’s equity method investment, such as straight-line lease expense and amortization of purchase accounting adjustments. The Company removes the impact of the above adjustments that are attributable to noncontrolling interests and holders of participating securities. Normalized FAD for the six months ended June 30, 2025 included an adjustment for transaction costs incurred related to a large transaction in the SHOP segment that did not materialize.
NHI Reports Second Quarter 2026 Results
Page 10
Net Operating Income - NOI
NOI is a non-GAAP supplemental financial measure used to evaluate the operating performance of real estate assets. The Company defines NOI as total revenues, less tenant reimbursements of property operating expenses and senior housing operating expenses. The Company believes NOI provides investors relevant and useful information to investors as it measures the operating performance of real estate assets at the property level on an unleveraged basis. The Company uses NOI in making decisions on resource allocations to its operating segments.
Same Store
The Company defines Same Store as real estate properties owned, consolidated and operational for the full period in both comparative periods and that are not otherwise excluded; provided, however, that the Company may include selected properties that otherwise meet the Same Store criteria if they are included in substantially all of, but not a full, period for one or both of the comparative periods, and in management’s judgment such inclusion provides a more meaningful presentation of the Company’s segment performance.
Newly acquired properties, recently developed or redeveloped properties and properties undergoing an operator transition will be included in Same Store after five full quarters from the date of acquisition, transition or being placed into service. SHOP properties and properties with triple-net leases that have undergone operator or business model transitions will be included in Same Store once operating under consistent operating structures for the full period in both periods presented.
Properties are excluded from Same Store if they are: (i) sold, classified as assets held for sale or properties whose operations were classified as discontinued operations in accordance with GAAP; (ii) impacted by significant disruptive events such as flood or fire; (iii) those properties that are currently undergoing a significant disruptive redevelopment; or (iv) those properties that are scheduled to undergo operator or business model transitions, or have transitioned operators or business models after the start of the prior comparison period.
NHI Reports Second Quarter 2026 Results
Page 11
Condensed Consolidated Statements of Income
(unaudited and $ in thousands, except per share amounts)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Revenues: | |||||||||||||||||||||||
| Rental income | $ | 71,390 | $ | 70,270 | $ | 144,540 | $ | 139,136 | |||||||||||||||
| Resident fees and services | 44,779 | 14,217 | 81,839 | 28,156 | |||||||||||||||||||
| Interest and other income | 5,150 | 6,175 | 10,070 | 12,666 | |||||||||||||||||||
| Total revenues | 121,319 | 90,662 | 236,449 | 179,958 | |||||||||||||||||||
| Expenses: | |||||||||||||||||||||||
| Depreciation and amortization | 25,548 | 19,918 | 49,239 | 39,075 | |||||||||||||||||||
| Interest expense | 15,814 | 15,001 | 30,854 | 29,338 | |||||||||||||||||||
| Senior housing operating expenses | 33,757 | 10,396 | 61,926 | 21,249 | |||||||||||||||||||
| Legal expense | 445 | 1,095 | 750 | 2,521 | |||||||||||||||||||
| Franchise, excise and other taxes | 213 | 243 | 428 | 512 | |||||||||||||||||||
| General and administrative expenses | 8,823 | 6,125 | 16,674 | 12,954 | |||||||||||||||||||
| Proxy contest and related expenses | — | 1,308 | — | 1,572 | |||||||||||||||||||
| Taxes and insurance on leased properties | 2,742 | 2,914 | 5,546 | 5,801 | |||||||||||||||||||
| Loan and realty gains, net | (59) | (1,393) | (109) | (1,407) | |||||||||||||||||||
| Total expenses | 87,283 | 55,607 | 165,308 | 111,615 | |||||||||||||||||||
| Gains on dispositions of real estate properties | 21,967 | 110 | 24,579 | 224 | |||||||||||||||||||
| Other non-operating income | 86 | — | 121 | — | |||||||||||||||||||
| Income before income taxes and equity | |||||||||||||||||||||||
| method investment | 56,089 | 35,165 | 95,841 | 68,567 | |||||||||||||||||||
| Income tax expense | (732) | — | (732) | — | |||||||||||||||||||
| Gains from equity method investment | — | 1,524 | — | 1,939 | |||||||||||||||||||
| Net income | 55,357 | 36,689 | 95,109 | 70,506 | |||||||||||||||||||
| Add: Net loss attributable to noncontrolling interests | 314 | 298 | 664 | 646 | |||||||||||||||||||
| Net income attributable to stockholders | 55,671 | 36,987 | 95,773 | 71,152 | |||||||||||||||||||
| Less: Net income allocated to participating securities | (95) | (49) | (173) | (101) | |||||||||||||||||||
| Net income attributable to common stockholders | $ | 55,576 | $ | 36,938 | $ | 95,600 | $ | 71,051 | |||||||||||||||
| Weighted average common shares outstanding: | |||||||||||||||||||||||
| Basic | 48,435,914 | 46,691,953 | 48,379,930 | 46,206,225 | |||||||||||||||||||
| Diluted | 48,498,181 | 46,822,465 | 48,523,038 | 46,350,498 | |||||||||||||||||||
| Earnings per share: | |||||||||||||||||||||||
| Basic | $ | 1.15 | $ | 0.79 | $ | 1.98 | $ | 1.54 | |||||||||||||||
| Diluted | $ | 1.15 | $ | 0.79 | $ | 1.97 | $ | 1.53 | |||||||||||||||
NHI Reports Second Quarter 2026 Results
Page 12
Selected Condensed Consolidated Balance Sheet Data
($ in thousands)
| June 30, | December 31, | ||||||||||
| 2026 | 2025 | ||||||||||
| (unaudited) | |||||||||||
| Real estate properties, net | $ | 2,566,472 | $ | 2,472,272 | |||||||
| Mortgage and other notes receivable, net | 209,273 | 203,296 | |||||||||
| Cash and cash equivalents | 30,388 | 19,624 | |||||||||
| Straight-line rents receivable | 74,997 | 78,891 | |||||||||
| Assets held for sale, net | 30,929 | 3,562 | |||||||||
| Other assets, net | 52,143 | 19,242 | |||||||||
| Debt, net | 1,274,522 | 1,163,814 | |||||||||
| National Health Investors, Inc. stockholders’ equity | 1,571,426 | 1,521,543 | |||||||||
NHI Reports Second Quarter 2026 Results
Page 13
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements regarding the Company’s expected future financial positions, results of operations, cash flows, funds from operations, dividend and dividend plans, financing opportunities and plans, capital market transactions, business strategy, budgets, projected costs, operating metrics, capital expenditures, competitive positions, acquisitions, investment opportunities, dispositions, acquisition integration, growth opportunities, expected rental income, continued qualification as a REIT, plans and objectives of management for future operations, continued performance improvements, ability to service and refinance debt obligations, ability to finance growth opportunities, and similar statements including, without limitation, those containing words such as “may”, “will”, “should”, “believes”, “anticipates”, “expects”, “intends”, “estimates”, “plans”, “projects”, “target”, “likely” and other similar expressions are forward-looking statements. Forward-looking statements involve known and unknown risks and uncertainties that may cause the actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements. Such risks and uncertainties include those risks and uncertainties which are described under the heading “Risk Factors” in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and the Company’s the Quarterly Report on Form 10-Q for the quarter ended June 30, 2026. Many of these factors are beyond the control of the Company and its management. The Company assumes no obligation to update any forward-looking statements, except as required by law, and these statements speak only as of the date on which they are made. Investors are urged to carefully review and consider the various disclosures made by the Company in its periodic reports filed with the Securities and Exchange Commission (“SEC”), including the risk factors and other information in the above referenced Annual Report on Form 10-K and Quarterly Report on Form 10-Q. Copies of these filings are available at no cost on the SEC’s website at https://www.sec.gov or on the Company’s website at www.nhireit.com.