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Ventas, Inc. 8-K Filings

VTR NYSE

Every 8-K that Ventas, Inc. (VTR) 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 VTR 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 VTR filings page.

Rhea-AI Summary

Ventas, Inc. reported strong second-quarter 2026 operating performance driven by its senior housing business. Net income attributable to common stockholders was $70.6 million, or $0.14 per share, while Normalized FFO reached $0.97 per share, up 9% year-over-year. Nareit FFO per share was $0.99, a 15% increase.

Total revenues were $1.73 billion, and Total Company Net Operating Income grew 17% year-over-year. Same-Store Cash NOI rose 10%, including a 16% increase in SHOP Same-Store Cash NOI, supported by 9% Same-Store Cash Operating Revenue growth and 210 basis points of margin expansion.

Ventas accelerated senior housing investments, closing $2.2 billion in Q2 and $3.4 billion year to date, and raised its 2026 investment target to $4.5 billion. To fund growth, it settled 31.4 million shares under equity forwards for $2.6 billion in gross proceeds and has $1.6 billion of unsettled equity forwards, contributing to $4.9 billion of liquidity. Net Debt-to-Further Adjusted EBITDA improved to 4.7x. The company raised full-year 2026 guidance, now expecting Normalized FFO of $3.85–$3.90 per share, implying 8–10% year-over-year growth.

Rhea-AI Summary

Ventas, Inc. reported a leadership change in its legal department. Executive Vice President, General Counsel, Ethics & Compliance Officer and Corporate Secretary Carey S. Roberts has notified the company that she intends to resign effective June 26, 2026 to join Blackstone, Inc. as Senior Managing Director and General Counsel – Real Estate.

Through the effective date, Ms. Roberts will continue in her current role. As of that same date, Kevin M. Bohl, currently Senior Vice President, Deputy General Counsel and Assistant Corporate Secretary who has been with Ventas since 2011, will assume responsibilities as General Counsel, Ethics & Compliance Officer and Corporate Secretary on an interim basis.

Rhea-AI Summary

Ventas, Inc. amended its at-the-market equity program, increasing the aggregate gross sales price of common stock available for issuance under its Sales Agreement to $3,000,000,000, excluding shares previously sold. This allows the company to issue or sell additional shares through multiple agents and forward purchasers under an existing shelf registration.

The company also entered into a separation and release agreement with executive Peter J. Bulgarelli tied to his May 1, 2026 retirement, providing a prorated 2026 bonus in exchange for a release of claims and covenant compliance. At the 2026 Annual Meeting, all 12 director nominees were elected, executive compensation was approved on an advisory basis, and KPMG LLP was ratified as auditor with strong shareholder support.

Rhea-AI Summary

Ventas, Inc. reported strong first quarter 2026 results driven by its senior housing operating portfolio. Attributable net income was $55.9 million, or $0.11 per diluted share, up from $46.9 million or $0.10 per share a year earlier.

Nareit FFO per share rose to $0.90 from $0.85, and Normalized FFO per share increased to $0.94 from $0.86, a 9% gain. Total revenues grew to $1.66 billion from $1.36 billion, supported by a more than 15% increase in Same-Store Cash NOI in the SHOP segment and 8.7% growth in total Same-Store Cash NOI.

The company closed $1.7 billion of senior housing investments year to date and raised its 2026 investment target to $3 billion. Ventas improved its Net Debt-to-Further Adjusted EBITDA to 5.0x and reported $5.5 billion of liquidity. Based on the strong start to the year, it increased full-year 2026 guidance for Attributable Net Income, Nareit FFO and Normalized FFO per share.

Rhea-AI Summary

Ventas, Inc. reported that Gregory R. Liebbe, its Senior Vice President, Chief Accounting Officer and Controller, has resigned to pursue other opportunities, with his last day on February 27, 2026. The company states that his decision is not due to any disagreement regarding accounting practices or financial reporting.

Executive Vice President and Chief Financial Officer Robert F. Probst will take on the role of Chief Accounting Officer on an interim basis while Ventas conducts a comprehensive search for a permanent successor. The company highlighted Mr. Liebbe’s approximately 20 years of service, including 10 years as Chief Accounting Officer.

Rhea-AI Summary

Ventas, Inc. amended its existing at-the-market equity program, increasing the aggregate gross sales price of common stock that may be issued under its Sales Agreement to $2,500,000,000, excluding shares previously sold.

The amendment also adds M&T Securities, Inc. as an additional sales agent. Shares that Ventas or forward purchasers may offer and sell under this program will be issued pursuant to an effective Form S-3 shelf registration statement and a related prospectus supplement. The company also filed a legal opinion from Davis Polk & Wardwell LLP regarding the validity of the common stock issuable under the program.

Rhea-AI Summary

Ventas, Inc. reported strong fourth quarter and full-year 2025 results driven by its senior housing portfolio and announced an 8% dividend increase. In Q4 2025, net income attributable to common stockholders was $0.15 per share, while Nareit FFO was $0.91 and Normalized FFO was $0.89 per share, up 10% from 2024. For 2025, net income per share rose to $0.54, with Nareit FFO of $3.50 and Normalized FFO of $3.48 per share, reflecting 11% and 9% growth, respectively. Same-store Cash NOI grew 8% for the year, with the SHOP segment exceeding 15% growth, supported by higher occupancy and rate gains. Ventas completed $2.5 billion of senior housing investments in 2025, raised $3.2 billion of equity, and ended the year with $5.3 billion of liquidity and Net Debt-to-Further Adjusted EBITDA of 5.2x. The quarterly dividend was raised to $0.52 per share, payable April 16, 2026. For 2026, the company guides to midpoints of $0.57 in net income per share, $3.68 in Nareit FFO per share, and $3.83 in Normalized FFO per share, implying 8% year-over-year Normalized FFO growth on a comparable basis.

Rhea-AI Summary

Ventas, Inc. amended its main credit agreement on January 7, 2026 through its subsidiary Ventas Realty, Limited Partnership. The change increases the company’s existing unsecured term loan facility from $500 million to $700 million and adds a new unsecured delayed draw term loan facility with a principal amount of $550 million.

After this amendment, total borrowing capacity under the credit agreement can be raised, at the borrower’s option, to $1.75 billion, subject to conditions and additional lender commitments. The company plans to use the increased term loan proceeds to repay in full all outstanding debt under a separate 2023 Credit and Guaranty Agreement, which, along with the related company guarantee, will be terminated once that repayment is completed.

Rhea-AI Summary

Ventas, Inc., through its wholly owned subsidiary Ventas Realty, Limited Partnership, issued and sold $500,000,000 of 5.000% Senior Notes due 2036 in a registered public offering. The notes are senior unsecured obligations of Ventas Realty and are fully guaranteed on a senior unsecured basis by Ventas, Inc., meaning investors have a direct claim on the parent company if the issuer cannot pay.

Ventas plans to use the cash raised for general corporate purposes, which may include paying down other debt, as well as covering related fees and expenses. The notes were issued under an existing base indenture from 2018, as updated by an eleventh supplemental indenture, and were sold to underwriters under a new underwriting agreement.

Rhea-AI Summary

Ventas, Inc. reported that Peter J. Bulgarelli, Executive Vice President, Outpatient Medical & Research, and President and CEO of Lillibridge Healthcare Services, Inc., is expected to retire effective May 1, 2026. He will remain in his current roles until that date, giving the company time to run a comprehensive search for his replacement. The advance notice is also intended to support an orderly transition of responsibilities to his successor. The company issued a press release on November 17, 2025, to formally announce his planned retirement.

Rhea-AI Summary

Ventas, Inc. (VTR) furnished an 8-K announcing it issued a press release with results of operations for the quarter ended September 30, 2025. The press release is included as Exhibit 99.1 and is incorporated by reference into Item 2.02.

The company states the information in Item 2.02, including Exhibit 99.1, is being furnished and not deemed “filed” for purposes of Section 18 of the Exchange Act. Exhibits include 99.1 and the Inline XBRL cover page (104).