Every 8-K that National Healthcare Properties, Inc. 7.375% Series A Cumulative Redeemable Perpetual Preferred Stock (NHPAP) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NHPAP and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NHPAP filings page.
National Healthcare Properties, Inc. (NHP) completed the first tranche of a previously announced sale of a portfolio of outpatient medical facilities. On September 10, 2026, the company, through subsidiaries of its operating partnership, closed on the sale of 30 properties out of an overall 86-facility portfolio to an unaffiliated buyer under a Purchase and Sale of Real Property Agreement dated May 4, 2026, as amended. The company received approximately $79 million in net cash proceeds at closing, before transaction expenses, property operating prorations and other adjustments. In connection with this transaction, it repaid approximately $119 million of outstanding secured indebtedness, including about $60 million of debt secured by other outpatient medical facilities that are not part of this portfolio. The company states that there are no material relationships between the seller entities and the buyer or their respective affiliates other than this sale.
National Healthcare Properties entered into a $1.2 billion amended and restated unsecured credit agreement with a $750 million revolving facility, $300 million term loan and $150 million delayed draw term loan, extended 2029–2030 maturities, an accordion of up to $1.0 billion and improved pricing, and used the recast to repay $332 million of Fannie Mae secured debt.
For Q2 2026, net loss attributable to common stockholders was $8.1 million, or $(0.13) per share, Nareit FFO was $0.19 per diluted share and Normalized FFO was $0.18 per diluted share, which decreased 18.2% year over year. Portfolio Same Store Cash NOI grew 6.8%, driven by the SHOP segment with 20.1% Same Store Cash NOI growth and 84.1% Same Store occupancy, while OMF Same Store Cash NOI decreased 0.4%.
Total debt was about $0.8 billion and Net Leverage improved to 4.9x from 9.2x a year earlier. The company completed or agreed to roughly $400 million of 2026 SHOP acquisitions, raised $531.3 million from its IPO of 44.3 million Class A shares, elected to redeem all 3,289,061 Series A and 2,850,427 Series B preferred shares at $25.32 and $25.47 per share including accrued dividends, and appointed experienced REIT executive Albert M. Campbell to its board and audit committee. Full-year 2026 guidance was updated, including higher expected SHOP Same Store Cash NOI growth of 15.0%–18.0%.
National Healthcare Properties, Inc. amended the executive employment agreement with its Chief Executive Officer and President, Michael Anderson. The amendment extends the agreement’s term from September 27, 2027 to September 27, 2030. After that date, the agreement will automatically renew for additional one-year periods unless either party gives written notice at least 90 days before the applicable term date. All other provisions, including compensatory terms, remain unchanged from those described in the company’s March 31, 2026 proxy statement.
National Healthcare Properties, Inc. (NHP) disclosed that MacKenzie Capital Management launched an unsolicited mini-tender offer to buy up to 150,000 common shares, about 0.2% of outstanding stock, at $7.27 per share. This price is approximately 47.2% below the $13.78 last reported sale price of NHP’s Class A common stock on Nasdaq as of June 15, 2026.
After consulting outside advisors, NHP’s board decided not to make a recommendation and to remain neutral on whether stockholders should tender. The company’s letter notes that tendering holders would give up rights to future distributions after March 31, 2026 and that the MacKenzie offer price will be reduced by any cash distributions made after that date. It also highlights that NHP insiders do not intend to tender and references SEC cautions about mini-tender offers.
National Healthcare Properties, Inc. launched concurrent cash tender offers of up to $100 million in aggregate to repurchase its 7.375% Series A and 7.125% Series B cumulative redeemable perpetual preferred stock.
Both series are offered at $22.50 per share, less any applicable withholding taxes and without interest. The offers commence on May 18, 2026 and are intended to expire at 5:00 p.m. New York City time on June 16, 2026, unless extended or terminated. The company plans to fund the repurchases with available cash.
Series A shares have higher purchase priority than Series B, and within each offer, holders of fewer than 100 shares who tender all their holdings receive “odd lot” priority. If tenders exceed the $100 million cap, Series B tenders may be prorated. The offers are not contingent on financing or any minimum number of shares, but remain subject to other conditions detailed in a forthcoming Offer to Purchase and related Schedule TO materials.
National Healthcare Properties, Inc. entered into a definitive purchase and sale agreement to sell a portfolio of 86 outpatient medical facilities for approximately $528 million, including about $278 million of secured debt to be defeased or assumed by the purchaser.
The agreement with an unaffiliated third party includes customary representations, covenants and post-closing obligations. The transaction is expected to close in the third or fourth quarter of 2026, subject to the purchaser’s due diligence, lender approval of loan assumptions and other customary closing conditions. This Form 8‑K/A amends the prior report solely to correct a typographical error.
National Healthcare Properties, Inc. reported results of its 2026 annual stockholder meeting. Stockholders present in person or by proxy held 14,327,574 common shares out of 28,412,183 entitled to vote, representing approximately 50.42% of voting power, which established a quorum.
All six director nominees — Leslie D. Michelson, Scott W. Humphrey, Elizabeth K. Tuppeny, B.J. Penn, Edward M. Weil, Jr. and Michael Anderson — were elected to serve until the 2027 annual meeting. Stockholders also ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2026.
In advisory votes, stockholders approved the resolution on the compensation of named executive officers and supported holding this advisory vote every year. Based on these results, the board determined that say-on-pay advisory votes will be held annually until at least the 2032 annual meeting.
National Healthcare Properties, Inc. reported first quarter 2026 results showing strong operating improvement but a GAAP net loss. Net loss attributable to common stockholders was $7.6 million, or $0.27 per share, while Nareit FFO reached $0.31 per diluted share and Normalized FFO was $0.26 per diluted share.
Same Store Cash NOI grew 12.0% year-over-year, led by 24.0% growth in the senior housing operating (SHOP) segment, where occupancy rose to 83.8% and margins expanded. The outpatient medical facility (OMF) segment delivered 5.5% Same Store Cash NOI growth with 94.0% ending occupancy.
The company is actively reshaping its portfolio, agreeing to acquire multiple senior living communities totaling over $125 million and to sell 86 outpatient medical facilities for about $528.2 million. Net leverage improved to 8.6x, and a subsequent IPO raised $531.3 million, with $186.0 million used to pay down the revolving credit facility.
National Healthcare Properties, Inc. closed a registered underwritten public offering of 38,500,000 shares of Class A common stock, followed by the underwriters’ exercise of an option for 5,775,000 additional shares to cover overallotments. The option shares closing completed on April 28, 2026.
In connection with the offering, the company entered into an Amended and Restated Agreement of Limited Partnership for its operating partnership. This reset the OP Unit exchange factor to 1.0, eliminated Class B Units, removed a crystallized special interest, and created new LTIP Unit classes.
The board also approved listing-related equity awards under the 2025 Omnibus Incentive Compensation Plan. Employees, including named executive officers, received an aggregate 995,994 shares and LTIP Units vesting in 25% annual increments from April 30, 2027. The CEO, CFO and CAO were granted 348,665, 149,428 and 25,000 LTIP Units, respectively, and each director was authorized 12,500 restricted shares and/or LTIP Units.
National Healthcare Properties, Inc. entered into an Underwriting Agreement and closed a registered underwritten public offering of 38,500,000 shares of its Class A common stock under an effective Form S-11 registration statement. On April 24, 2026, the underwriters exercised their option to purchase an additional 5,775,000 shares to cover overallotments, with that closing expected on April 28, 2026. The agreement with Wells Fargo Securities, Morgan Stanley, BMO Capital Markets and other underwriters includes customary representations, covenants, indemnification and termination provisions.
National Healthcare Properties, Inc. authorized up to 100,000,000 shares of Class A common stock, $0.01 par value, in connection with a proposed public offering. The Class A shares carry the same terms as existing common stock but will automatically convert into common stock on a one-for-one basis 180 days after the pricing of the offering, if completed.
Management also provided preliminary same-store operating metrics for the quarter ended March 31, 2026. In the senior housing operating properties segment, average occupancy was about 83.8%, compared with 84.6% in the prior quarter and 81.0% a year earlier. Revenue per occupied room is expected between $6,275 and $6,325, versus $6,107 and $6,071 in the prior periods, with Cash NOI Margin between 21.0% and 22.0%, versus 20.8% and 19.4%. In the outpatient medical facility segment, ending occupancy was approximately 94.0%, matching December 31, 2025 and slightly above 93.5% a year earlier. Cash NOI Margin is presented as a non-GAAP measure based on cash net operating income divided by tenant or resident revenue excluding certain non-cash lease items.
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.
National Healthcare Properties, Inc. is making several governance changes and ending its shareholder rights plan early. The company amended its rights agreement so that the existing common share purchase rights now expire on January 12, 2026, removing this anti-takeover protection sooner than originally scheduled.
The board approved a move to a fully declassified structure so that all directors will stand for annual election beginning with the 2026 annual meeting. It also adopted amended and restated bylaws that address SEC universal proxy rules, tighten procedural and disclosure requirements for stockholder nominations and proposals, and add proxy access for qualifying long-term stockholders. The company elected independent director Scott Humphrey to the board and as chair of the Audit Committee, merged its nominating and compensation functions into a single Compensation and Corporate Governance Committee, and expanded its opt-out from Maryland’s business combination restrictions to cover business combinations with any person.
National Healthcare Properties, Inc. entered into a new unsecured credit agreement on December 11, 2025, for a $400 million revolving credit facility and a $150 million term loan. These credit facilities, guaranteed by the company and certain subsidiaries, replace a prior secured term loan that was paid off at closing.
The facilities mature on December 11, 2028, with options to extend for up to two additional one-year periods, and may be increased by up to $450 million subject to conditions. Borrowings will bear interest at either a base rate plus a margin of 0.55%–1.10% or Daily Simple SOFR/Term SOFR plus 1.55%–2.10%, based on consolidated leverage. The company plans to use the credit facilities for general corporate and working capital purposes, including debt repayment, real estate acquisitions, development costs and capital expenditures.
National Healthcare Properties, Inc. announced a leadership change in its finance organization. On November 18, 2025, the Board appointed Andrew T. Babin as Chief Financial Officer and Treasurer, replacing Scott M. Lappetito, who resigned the same day and whose resignation was stated not to result from any disagreement on management, operations or financial matters.
Under his employment agreement, Mr. Babin will receive an annual base salary of $400,000, a target annual bonus of $350,000 (prorated for 2025), and, for fiscal 2026, eligibility for long-term equity awards with a target grant date fair value of at least $600,000, split between time-based restricted shares and performance-based restricted stock units. He will also receive a one-time time-based restricted stock award with a grant date fair value of $200,000 that vests over three years.
If Mr. Babin resigns for Good Reason or is terminated without Cause outside a change in control period, he is entitled to base benefits plus a cash severance equal to 1.0x his then-current base salary paid over 24 months and up to 12 months of healthcare premium reimbursement; during a change in control period, the severance increases to 2.0x his then-current base salary plus target bonus, paid in a lump sum, with full vesting of time-based equity. Mr. Lappetito’s separation agreement provides cash equal to his 2025 base salary and target bonus plus his guaranteed 2025 target bonus, full vesting of time-based equity, continued vesting of a prorated portion of performance-based equity, and up to 18 months of COBRA premium payments, alongside non-compete and non-solicitation covenants.
National Healthcare Properties, Inc. furnished a current report announcing it issued a press release with financial results for the quarter ended September 30, 2025. The press release is attached as Exhibit 99.1.
The company stated the information under Item 2.02 and Exhibit 99.1 is being furnished, not filed, under the Securities Exchange Act of 1934. The filing also lists the company’s preferred stock listings: 7.375% Series A (NHPAP) and 7.125% Series B (NHPBP) on The Nasdaq Global Market.