National Healthcare Properties (HLTC) 2025 results show FFO rebound

Rhea-AI Filing Summary

National Healthcare Properties, Inc. reported a 2025 net loss attributable to common stockholders of $71.1 million, or $2.51 per share, but cash-flow metrics improved sharply. Nareit FFO was $0.64 per diluted share and Normalized FFO rose to $0.83 per diluted share, both more than doubling year-over-year.

Same Store Cash NOI grew 9.0% for 2025, including 21.8% growth in senior housing and 2.9% in outpatient medical facilities. The company sold $202.5 million of non-core assets and lowered Net Leverage to 9.2x from 10.3x, supported by new $550 million unsecured credit facilities maturing in December 2028.

In Q4 2025, the company recorded a net loss of $0.92 per share, with Normalized FFO of $0.20 per diluted share and 9.8% Same Store Cash NOI growth. The board paid dividends on its Series A and B preferred stock and repurchased $8.6 million of preferred shares at a discount, modestly reducing leverage.

Insights

REIT and income-investor analyst

2025 showed a strong cash-flow rebound and de-risking despite a GAAP net loss.

National Healthcare Properties significantly improved cash earnings in 2025. Nareit FFO reached $0.64 per diluted share and Normalized FFO rose to $0.83, with increases of 116.7% and 162.7% year-over-year. Same Store Cash NOI grew 9.0%, driven by 21.8% growth in senior housing.

Asset quality and the balance sheet were actively managed. The company completed $202.5M of non-core dispositions and reduced Net Leverage from 10.3% to 9.2% using proceeds and new unsecured credit facilities totaling $550M that mature in December 2028. This shifts funding away from nearer-term secured debt.

Q4 2025 headline results remain a net loss of $0.92 per share, but Normalized FFO of $0.20 per diluted share and 9.8% Same Store Cash NOI growth show ongoing operating momentum. Preferred shareholders received regular dividends, and the $8.6M preferred repurchase at an 11.5% yield reduced leverage by about $3.2M.

FALSE000156103200015610322026-02-202026-02-200001561032hct:SeriesACumulativeRedeemablePerpetualPreferredStockMember2026-02-202026-02-200001561032hct:SeriesBCumulativeRedeemablePerpetualPreferredStockMember2026-02-202026-02-20

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 20, 2026

National Healthcare Properties, Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland

001-39153

38-3888962

(State or other jurisdiction of incorporation)

(Commission File Number)

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

540 Madison Ave., 27th Floor

New York, NY 10022

__________________________________________________________________________________________________________________________________________________________________________

(Address, including zip code, of Principal Executive Offices)

Registrant’s telephone number, including area code: (332) 258-8770

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

7.375% Series A Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share

NHPAP

The Nasdaq Global Market

7.125% Series B Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share

NHPBP

The Nasdaq Global Market

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.

National Healthcare Properties, Inc. (the “Company”) issued a press release on February 20, 2026 announcing its financial results for the quarter and year ended December 31, 2025. A copy of the press release is furnished herewith and attached hereto as Exhibit 99.1. The information in this Item 2.02 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section and shall not be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act except as set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Description
99.1						Press Release of National Healthcare Properties, Inc. dated February 20, 2026
104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL

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.

			NATIONAL HEALTHCARE PROPERTIES, INC.
Date: February 20, 2026			By:			/s/ Andrew T. Babin
						Andrew T. Babin Chief Financial Officer and Treasurer

National Healthcare Properties Reports Fourth Quarter and Full Year 2025 Results

NEW YORK, February 20, 2026 (GLOBE NEWSWIRE) -- National Healthcare Properties, Inc. (Nasdaq: NHPAP /

NHPBP) (the “Company”), a self-managed diversified healthcare real estate investment trust focusing on senior

housing and outpatient medical facilities, today announced results for the fourth quarter and full year ended

December 31, 2025.

Michael Anderson, Chief Executive Officer and President, commented, “We are very pleased with the exceptional

internal growth of our senior housing portfolio and the steady performance of our outpatient medical portfolio in

2025. We believe the fundamentals within the healthcare real estate industry, especially the senior housing sector,

remain robust. We are excited about the year ahead and are committed to delivering strong performance across our

business.”

Financial Performance and Other Highlights

Fourth Quarter 2025

•Net loss attributable to common stockholders of $(0.92) per basic and diluted share. Nareit defined Funds

From Operations (“FFO”) of $0.07 per diluted share and Normalized Funds From Operations (“Normalized

FFO”) of $0.20 per diluted share.

•FFO per share decreased 49.1% year-over-year.

•Normalized FFO per share decreased 12.8% year-over-year.

•Fourth quarter portfolio Same Store Cash Net Operating Income (“NOI”) growth was 9.8% year-over-year.

•Senior Housing Operating Property (“SHOP”) segment Same Store Cash NOI growth was 26.5%.

•Outpatient Medical Facility (“OMF”) segment Same Store Cash NOI growth was 1.9%.

•Fourth quarter dispositions totaled $11.0 million, representing the sale of three Non-Core SHOPs and three

Non-Core OMFs.

Year Ended December 31, 2025

•Net loss attributable to common stockholders of $(2.51) per basic and diluted share. FFO of $0.64 per

diluted share and Normalized FFO of $0.83 per diluted share.

•FFO per share increased 116.7% year-over-year.

•Normalized FFO per share increased 162.7% year-over-year.

•Full year 2025 portfolio Same Store Cash NOI growth was 9.0% year-over-year.

•SHOP segment Same Store Cash NOI growth was 21.8%.

•OMF segment Same Store Cash NOI growth was 2.9%.

•Full year 2025 dispositions totaled $202.5 million, representing the sale of seven Non-Core SHOPs and 18

Non-Core OMFs.

Balance Sheet and Capital

As of December 31, 2025, total debt outstanding (net of discounts and unamortized debt issuance costs) was

approximately $1.0 billion with a weighted average economic interest rate of 5.75% (when giving effect to interest

rate swaps and caps) and an average remaining term of 3.9 years.

On December 11, 2025, the Company entered into a $400 million senior unsecured revolving credit facility

("Revolving Facility") and a $150 million senior unsecured term loan (together, the "Credit Facilities"), each

maturing in December 2028, with Wells Fargo Bank, National Association, as administrative agent. The Company

used borrowings under the Credit Facilities to pay off its previous $330 million secured term loan maturing in

December 2026.

Net Leverage (Net Debt as of December 31, 2025 to Annualized Adjusted EBITDA for the quarter ended December

31, 2025) was 9.2x as of December 31, 2025, representing an improvement of 1.1x from 10.3x as of December 31,

2024.

Preferred Stock

On December 19, 2025, the Board of Directors declared dividends on the Company’s outstanding preferred stock as

follows:

•A dividend of $0.4609375 per share on its 7.375% Series A Preferred Stock to holders of record at the

close of business on January 2, 2026. The dividend was paid on January 15, 2026.

•A dividend of $0.4453125 per share on its 7.125% Series B Preferred Stock to holders of record at the close

of business on January 2, 2026. The dividend was paid on January 15, 2026.

During the year ended December 31, 2025, the Company completed the repurchase of previously outstanding

preferred stock with an aggregate liquidation preference of approximately $8.6 million at a weighted average yield

of 11.5%, representing a $9.27 discount to the liquidation preference of $25 per share to face value and reducing

leverage by approximately $3.2 million.

Supplemental Information

Additional information regarding these results can be found in the Company’s supplemental financial package that

will be available on the Investor Relations section of the Company’s website at nhpreit.com.

About National Healthcare Properties

National Healthcare Properties is a self-managed real estate investment trust focusing on senior housing and

outpatient medical facilities. The Company’s preferred stocks are traded on the Nasdaq Exchange under the tickers

“NHPAP” and “NHPBP”. Additional information about the Company can be found on its website at nhpreit.com.

Investor & Media Contact

Email: ir@nhpreit.com

Forward-Looking Statements

This press release may contain “forward-looking” statements as defined in the Private Securities Litigation Reform

Act of 1995. All statements (other than statements of historical fact) in this press release regarding the Company's

prospects, expectations, intentions, plans, financial position and business strategy may constitute forward-looking

statements. Forward-looking statements generally can be identified by the use of terminology such as “believe,”

“expect,” “anticipate,” “intend,” “plan,” “estimate,” “seek,” “will,” “may,” “should,” “predict,” “project,”

“potential,” “continue” or the negatives of these terms or variations of them or similar expressions. Risks and

uncertainties, the occurrence of which could adversely affect the Company's business and cause actual results to

differ materially from those expressed or implied in the forward-looking statements, include, but are not limited to,

the following: changes in economic cycles generally and in the real estate and healthcare markets specifically; the

success of the Company's growth strategy, including its ability to successfully identify, complete and integrate new

acquisitions; changes to inflation and interest rates; competition in the real estate and healthcare markets; the

Company's ability to retain certain key personnel; legislative and regulatory changes in the healthcare and real estate

industries; reductions or changes in reimbursement from third-party payors, including Medicare and Medicaid;

discovery of previously undetected environmentally hazardous conditions; the Company's ability to pay down,

refinance, restructure or extend its indebtedness as it becomes due; system failures, cyber incidents or deficiencies in

the Company's cybersecurity systems; the availability of capital on favorable terms, or at all; the Company's ability

to remain qualified as a real estate investment trust for U.S. federal income tax purposes; and other risks and

uncertainties described in the section titled Risk Factors of the Company's most recent Annual Report on Form 10-K

and all other filings with the Securities and Exchange Commission. Finally, the Company assumes no obligation to

update or revise any forward-looking statements or to update the reasons why actual results could differ from those

projected in any forward-looking statements.

Financial Statements and Definitions

This press release includes certain non-GAAP financial measures, including FFO, Normalized FFO, Net Debt,

EBITDA, Adjusted EBITDA, NOI, Cash NOI and Same Store Cash NOI. While the Company believes that non-

GAAP financial measures are helpful in evaluating its operating performance, the use of non-GAAP financial

measures in this press release should not be considered in isolation from, or as an alternative for, a measure of

financial or operating performance as defined by GAAP. There are inherent limitations associated with the use of

each of these supplemental non-GAAP financial measures as an analytical tool. Additionally, the Company’s

computation of non-GAAP financial measures may not be comparable to those reported by other REITs. Definitions

of these non-GAAP financial measures and reconciliations to their most directly comparable GAAP measures are

provided below.

Nareit FFO and Normalized FFO

The Company calculates FFO consistent with the standards established over time by Nareit. Nareit defines FFO as

net income or loss (computed in accordance with GAAP), adjusted for (i) real estate-related depreciation and

amortization, (ii) impairment charges on depreciable real property, (iii) gains or losses from sales of depreciable real

property and (iv) similar adjustments for non-controlling interests and unconsolidated entities.

The Company calculates Normalized FFO by further adjusting FFO to reflect the performance of its portfolio for

items it believes are not directly attributable to its operations. The Company's adjustments to FFO to arrive at

Normalized FFO include removing the impacts of (i) acquisition and transaction related costs; (ii) termination fees

to related parties; (iii) severance and other related costs; (iv) mark-to-market gains and losses on non-designated

derivatives and amortization related to terminated derivatives; (v) casualty-related charges, net relating to

significantly disruptive events that are infrequent in nature; (vi) gains and losses on extinguishment of debt; (vii)

similar adjustments for non-controlling interests; and (viii) certain other items set forth in the Normalized FFO

reconciliation included therein.

The Company considers FFO and Normalized FFO to be useful supplemental measures for reviewing comparative

operating and financial performance because, by excluding the applicable items listed below, FFO and Normalized

FFO can help investors compare its operating performance between periods or as compared to other REITs.

Adjusted EBITDA

The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, excluding

(i) acquisition and transaction related costs; (ii) termination fees to related parties; (iii) impairment charges; (iv)

casualty-related charges; (v) gains and losses on sale of real estate investments; (vi) gains and losses on

extinguishment of debt; (vii) gains and losses on our derivatives; and (viii) non-cash items such as amortization of

intangibles and equity-based compensation. Annualized Adjusted EBITDA means Adjusted EBITDA for the

specified quarter, multiplied by four.

Cash NOI and NOI

Cash NOI is defined as NOI excluding non-cash items such as straight-line rent adjustments and amortization of

above and below market lease and lease intangibles that are included in GAAP revenue from tenants and property

operating and maintenance.

Cash NOI Margin

For the SHOP segment, Cash NOI divided by revenue from tenants or residents excluding net amortization of

above- and below-market lease and lease intangibles.

Net Debt

Net debt means total debt, net of deferred financing costs, mortgage discounts and premiums less cash and cash

equivalents.

Net Debt to Annualized Adjusted EBITDA or Net Leverage

Net Debt to Annualized Adjusted EBITDA or Net Leverage means Net Debt divided by Annualized Adjusted

EBITDA.

Non-Core Properties

Non-Core properties are assets that have been deemed not essential to generating future economic benefit or value to

our day-to-day operations and/or are scheduled to be sold.

Leased % or Ending occupancy

Leased % or Ending occupancy for the OMF segment is presented as of the end of the period shown.

Same Store

Same Store means operational properties owned by the Company for the full duration of the applicable comparative

periods and that are not otherwise excluded. Properties are excluded from “same store” if they are (i) Non-Core

Properties, (ii) sold, classified as held for sale, or classified as discontinued operations in accordance with GAAP,

(iii) impacted by materially disruptive events, or (iv) undergoing, or intended to undergo, significant redevelopment.

Redeveloped properties in our OMF segment will be included in Same Store once substantial completion of work

has occurred for the full period in the periods presented.

Same Store Cash NOI

Same Store Cash NOI is defined as Cash NOI for our Same Store properties.

NATIONAL HEALTHCARE PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

(Unaudited)

		December 31,
		2025		2024
ASSETS
Real estate investments, at cost:
Land		$ 174,535		$ 190,082
Buildings, fixtures and improvements		1,785,952		2,012,401
Acquired intangible assets		246,544		284,447
Construction in progress		2,994		7,867
Total real estate investments, at cost		2,210,025		2,494,797
Less: accumulated depreciation and amortization		(691,200)		(725,831)
Total real estate investments, net		1,518,825		1,768,966
Cash and cash equivalents		57,620		21,652
Restricted cash		50,832		52,443
Derivative assets, at fair value		569		19,206
Straight-line rent receivable, net		21,486		22,841
Operating lease right-of-use assets		7,377		7,480
Prepaid expenses and other assets, net		23,019		26,316
Accounts receivable, net		9,252		5,850
Deferred costs, net		22,792		21,269
Total assets		$ 1,711,772		$ 1,946,023
LIABILITIES AND EQUITY
Liabilities
Mortgage notes payable, net		$ 367,629		$ 779,160
Fannie Mae and other secured debt		334,739		362,216
Revolving credit facility		186,000		—
Term loan, net		148,405		—
Market lease intangible liabilities, net		4,851		6,125
Derivative liabilities, at fair value		188		—
Accounts payable and accrued expenses		44,381		89,575
Operating lease liabilities		8,467		8,109
Deferred rent		9,247		7,217
Distributions payable		3,340		3,496
Total liabilities		1,107,247		1,255,898
Commitments and contingencies
Equity
7.375% Series A cumulative redeemable perpetual preferred stock, $0.01 par value, 4,608 authorized		38		40
7.125% Series B cumulative redeemable perpetual preferred stock, $0.01 par value, 3,467 authorized		35		36
Common stock, $0.01 par value, 300,000 shares authorized		1,132		1,132
Additional paid-in capital		2,531,315		2,533,706
Accumulated other comprehensive income		5,604		16,640
Distributions in excess of accumulated earnings		(1,938,060)		(1,866,994)
Total stockholders’ equity		600,064		684,560
Non-controlling interests		4,461		5,565
Total equity		604,525		690,125
Total liabilities and equity		$ 1,711,772		$ 1,946,023

NATIONAL HEALTHCARE PROPERTIES, INC.

CONSOLIDATED INCOME STATEMENTS

(In thousands, except per share data)

(Unaudited)

		Three months ended					Year ended December 31,
		Q4 2025		Q4 2024			2025		2024
Revenue from tenants		$ 84,478		$ 87,738			$ 342,279		$ 353,794
Operating expenses:
Property operating and maintenance		53,018		54,895			218,898		221,452
Impairment charges		11,162		13,383			44,914		24,881
Termination fees to related parties		—		—			—		106,650
Operating fees to related parties		—		22			—		19,203
Acquisition and transaction related		(123)		2,263			516		7,949
General and administrative		8,548		5,502			24,190		22,440
Depreciation and amortization		17,987		20,681			78,261		84,067
Total expenses		90,592		96,746			366,779		486,642
Operating (loss) income before gain on sale of real estate investments		(6,114)		(9,008)			(24,500)		(132,848)
(Loss) gain on sale of real estate investments		(467)		7,953			27,800		9,307
Operating (loss) income		(6,581)		(1,055)			3,300		(123,541)
Other income (expense):
Interest expense		(15,856)		(17,305)			(61,281)		(69,447)
Interest and other (expense) income, net		(238)		(26)			272		1,051
Gain on extinguishment of debt		—		392			257		392
(Loss) gain on non-designated derivatives		(26)		1,095			(72)		1,544
Total other expense, net		(16,120)		(15,844)			(60,824)		(66,460)
Loss before income taxes		(22,701)		(16,899)			(57,524)		(190,001)
Income tax (expense) benefit		(101)		(127)			(161)		(262)
Net loss		(22,802)		(17,026)			(57,685)		(190,263)
Net loss (income) attributable to non-controlling interest		108		38			64		567
Allocation for preferred stock		(3,284)		(3,449)			(13,446)		(13,799)
Net loss attributable to common stockholders		(25,978)		(20,437)			(71,067)		(203,495)
Other comprehensive loss:
Unrealized (loss) gain on designated derivatives		(1,956)		2,339			(11,036)		(6,824)
Comprehensive loss attributable to common stockholders		$ (27,934)		$ (18,098)			$ (82,103)		$ (210,319)
Weighted-average shares outstanding — Basic and Diluted		28,328		28,296			28,304		28,286
Net loss per share attributable to common stockholders — Basic and Diluted		$ (0.92)		$ (0.72)			$ (2.51)		$ (7.19)

(1) See the Company's Annual Report on Form 10-K for the year ended December 31, 2025, Part IV - Note 2 — Summary of

Significant Accounting Policies" for additional details on reclassifications.

NATIONAL HEALTHCARE PROPERTIES, INC.

NON-GAAP FINANCIAL MEASURES RECONCILIATION

(In thousands, except per share data)

(Unaudited)

		Three Months Ended					Year ended December 31,
		Q4 2025		Q4 2024			2025		2024
Net loss attributable to common stockholders		$ (25,978)		$ (20,437)			$ (71,067)		$ (203,495)
Adjustments:
Impairment charges		11,162		13,383			44,914		24,881
Operating fees to related parties		—		22			—		19,203
Termination fees to related parties		—		—			—		106,650
Acquisition and transaction related		(123)		2,263			516		7,949
General and administrative		8,548		5,502			24,190		22,440
Depreciation and amortization		17,987		20,681			78,261		84,067
Loss (gain) on sale of real estate investments		467		(7,953)			(27,800)		(9,307)
Interest expense		15,856		17,305			61,281		69,447
Interest and other expense (income), net		238		26			(272)		(1,051)
Gain on extinguishment of debt		—		(392)			(257)		(392)
Loss (gain) on non-designated derivatives		26		(1,095)			72		(1,544)
Income tax expense (benefit)		101		127			161		262
Net loss (income) attributable to non-controlling interest		(108)		(38)			(64)		(567)
Allocation for preferred stock		3,284		3,449			13,446		13,799
NOI		$ 31,460		$ 32,843			$ 123,381		$ 132,342
NOI by Segment
OMF		$ 20,109		$ 24,322			$ 80,800		$ 97,812
SHOP		11,351		8,521			42,581		34,530
Total NOI		$ 31,460		$ 32,843			$ 123,381		$ 132,342

(1)  See the Company's Annual Report on Form 10-K for the year ended December 31, 2025, Part IV - Note 2 — Summary of

Significant Accounting Policies" for additional details on reclassifications.

NATIONAL HEALTHCARE PROPERTIES, INC.

NON-GAAP FINANCIAL MEASURES RECONCILIATION

(In thousands, except per share data)

(Unaudited)

		Three months ended					Year ended December 31,
		Q4 2025		Q4 2024			2025		2024
Net loss attributable to common stockholders		$ (25,978)		$ (20,437)			$ (71,067)		$ (203,495)
Depreciation and amortization on real estate assets		16,560		19,287			72,615		79,231
Impairment charges		11,162		13,383			44,914		24,881
Gain on sale of real estate		467		(7,953)			(27,800)		(9,307)
Depreciation on real estate assets related to non-controlling interests		(119)		(181)			(394)		(466)
FFO attributable to common stockholders		2,092		4,099			18,268		(109,156)
Acquisition and transaction related (1)		(123)		2,263			516		7,949
Termination fees to related parties (2)		—		—			—		106,650
Severance and other related costs (3)		2,907		—			2,907		—
Derivatives mark-to-market and terminations (4)		365		310			1,558		4,048
Casualty-related charges, net		627		412			864		489
Gain on extinguishment of debt		—		(392)			(257)		(392)
Normalizing items related to noncontrolling interests		(19)		—			(61)		(540)
Normalized FFO		$ 5,849		$ 6,692			$ 23,795		$ 9,048
FFO and Normalized FFO weighted-average shares outstanding — Diluted		28,598		28,530			28,555		28,520
FFO per common share — Diluted		$ 0.07		$ 0.14			$ 0.64		$ (3.83)
Normalized FFO per common share — Diluted		$ 0.20		$ 0.23			$ 0.83		$ 0.32
Other Items:
(Accretion) amortization of market lease and other intangibles, net		$ (165)		$ (606)			$ 1,857		$ (1,428)
Straight-line rent adjustments		(418)		(434)			(2,829)		(794)
Equity-based compensation		682		—			2,585		613
Depreciation and amortization on non-real estate assets		1,428		1,394			5,646		4,836
Amortization of deferred financing costs and mortgage discounts or premiums		1,653		879			4,753		3,465
Recurring Capital Expenditures		(8,854)		(10,570)			(30,535)		(27,587)

(1) Includes certain professional and other non-recurring employee transition expenses that were directly related to the Company’s

internalization and reverse stock split.

(2) Represents the closing payments paid in connection with the Company’s internalization.

(3) Represents cash severance, acceleration of equity vesting and other related expenses in connection with the Company's transition

of chief financial officer role in 2025.

(4) For Q1 2025, includes $1.5 million of gain reclassified from OCI to earnings (reduced interest expense) from a partial unwind of a

hedge.

Note: See "Reclassification" in the Appendix for details regarding reclassification of prior period amounts.

NATIONAL HEALTHCARE PROPERTIES, INC.

NON-GAAP FINANCIAL MEASURES RECONCILIATION

(In thousands, except per share data)

(Unaudited)

		Three months ended
		Q4 2025		Q3 2025		Q2 2025		Q1 2025		Q4 2024
Net loss (in accordance with GAAP)		$ (22,802)		$ (12,534)		$ (20,834)		$ (1,515)		$ (17,025)
Interest expense		15,856		15,060		15,836		14,529		17,305
Income tax expense (benefit)		101		66		—		(6)		127
Depreciation and amortization		17,987		18,029		18,539		23,706		20,681
EBITDA		11,142		20,621		13,541		36,714		21,088
Acquisition and transaction related		(123)		91		497		51		2,263
Equity-based compensation		682		1,333		570		—		—
Severance and related costs		2,907		—		—		—		—
Impairment charges		11,162		6,641		15,212		11,899		13,383
Loss (gain) on sale of real estate investments		467		(626)		(2,652)		(24,989)		(7,953)
Loss (gain) on non-designated derivatives		26		77		(32)		1		(1,095)
Gain on extinguishment of debt		—		—		(257)		—		(392)
(Accretion) amortization  of market lease and other intangibles, net		(165)		(174)		(135)		2,331		(606)
Casualty-related charges, net		627		115		7		115		412
Adjusted EBITDA		26,725		28,078		26,751		26,122		27,100
Adjustment for current period activity		429
Further Adjusted EBITDA		$ 27,154
Net Leverage (Net debt / Annualized Adjusted EBITDA)		9.2 x		8.8 x		9.2 x		9.6 x		10.3 x
Net debt / Annualized Further Adjusted EBITDA		9.0 x

(1) See the Company's Annual Report on Form 10-K for the year ended December 31, 2025, Part IV - Note 2 — Summary of

Significant Accounting Policies" for additional details on reclassifications.

NATIONAL HEALTHCARE PROPERTIES, INC.

NON-GAAP FINANCIAL MEASURES RECONCILIATION

(In thousands, except share,  per share and property data)

(Unaudited)

		Three months ended					Year ended December 31,
OMF Segment		Q4 2025		Q4 2024			2025		2024
OMF segment - Revenue from tenants		$ 28,149		$ 33,744			$ 117,058		$ 137,317
OMF segment - Property operating and maintenance		(8,040)		(9,422)			(36,258)		(39,505)
OMF segment NOI		$ 20,109		$ 24,322			$ 80,800		$ 97,812
Straight line rent adjustments		(420)		(437)			(2,829)		(794)
(Accretion) amortization of market lease and other intangibles, net		(170)		(541)			1,834		(1,365)
OMF segment Cash NOI		$ 19,519		$ 23,344			$ 79,805		$ 95,653
Dispositions		132		(3,748)			(1,066)		(17,851)
Redevelopment		119		(196)			463		(802)
OMF segment Same Store Cash NOI		$ 19,770		$ 19,400			$ 79,202		$ 77,000

		Three months ended					Year ended December 31,
SHOP Segment		Q4 2025		Q4 2024			2025		2024
SHOP segment - revenue from tenants		$ 56,328		$ 53,994			$ 225,221		$ 216,477
SHOP segment - property operating and maintenance		(44,977)		(45,473)			(182,640)		(181,947)
SHOP segment NOI		$ 11,351		$ 8,521			$ 42,581		$ 34,530
Non-cash adjustments		4		(62)			23		(63)
SHOP segment Cash NOI		$ 11,355		$ 8,459			$ 42,604		$ 34,467
Dispositions		306		759			2,231		2,333
SHOP segment Same Store Cash NOI		$ 11,661		$ 9,218			$ 44,835		$ 36,800

		OMF		SHOP		Land		Total
Total properties as of September 30, 2025		133		40		1		174
Dispositions		(3)		(3)		—		(6)
Total properties as of December 31, 2025		130		37		1		168
Redevelopments		(1)		—		—		(1)
Same Store properties as of December 31, 2025		129		37		1		167

(1) See the Company's Annual Report on Form 10-K for the year ended December 31, 2025, Part IV - Note 2 — Summary of

Significant Accounting Policies" for additional details on reclassifications.

FAQ

How did National Healthcare Properties (HLTC) perform financially in 2025?

National Healthcare Properties posted a 2025 net loss attributable to common stockholders of $71.1 million, or $2.51 per share. However, cash-based performance improved, with Nareit FFO of $0.64 per diluted share and Normalized FFO of $0.83, both rising sharply year-over-year.

What were 2025 FFO and Normalized FFO for National Healthcare Properties (HLTC)?

In 2025, National Healthcare Properties generated Nareit-defined FFO of $0.64 per diluted share and Normalized FFO of $0.83 per diluted share. FFO per share increased 116.7% year-over-year, while Normalized FFO per share increased 162.7%, reflecting substantial improvement in recurring cash earnings.

How did National Healthcare Properties’ (HLTC) same store performance look in 2025?

For 2025, portfolio Same Store Cash NOI grew 9.0% year-over-year. Senior Housing Operating Properties posted Same Store Cash NOI growth of 21.8%, while the Outpatient Medical Facility segment delivered 2.9% growth, highlighting particularly strong momentum in the senior housing portfolio.

How did National Healthcare Properties (HLTC) manage its portfolio and leverage in 2025?

National Healthcare Properties completed $202.5 million of dispositions in 2025, selling seven non-core senior housing properties and 18 non-core outpatient medical facilities. Net Leverage improved to 9.2x from 10.3x, aided by asset sales and new unsecured credit facilities replacing near-term secured debt.

What new credit facilities did National Healthcare Properties (HLTC) secure in 2025?

On December 11, 2025, the company entered into a $400 million senior unsecured revolving credit facility and a $150 million senior unsecured term loan, both maturing in December 2028. Borrowings were used to repay a $330 million secured term loan maturing in 2026.

What were National Healthcare Properties’ (HLTC) Q4 2025 results?

In Q4 2025, National Healthcare Properties reported a net loss attributable to common stockholders of $0.92 per basic and diluted share. Nareit FFO was $0.07 per diluted share, Normalized FFO was $0.20, and Same Store Cash NOI grew 9.8% year-over-year.

How did National Healthcare Properties (HLTC) treat its preferred stock in 2025?

The board declared 2025 dividends of $0.4609375 per share on its 7.375% Series A and $0.4453125 per share on its 7.125% Series B preferred stock. The company also repurchased preferred shares with $8.6 million liquidation preference at an 11.5% yield, modestly reducing leverage.

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