WELLTOWER INC. (WELL) SEC Filings

WELLTOWER INC. (WELL) reported that director Dennis G. Lopez acquired 73 shares of common stock on 2026-08-20 through a grant/award acquisition. A footnote explains these shares represent dividend equivalent rights accrued on outstanding deferred stock units that may only be settled in common stock. Following this award, Lopez directly holds 18,597.57 shares of WELL common stock at a referenced value of $237.40 per share.

Cohen & Steers and affiliates report institutional ownership in Welltower, Inc. The group, led by Cohen & Steers, Inc., reports that it beneficially owns 35,296,808 shares of Welltower common stock, representing 4.90% of the class.

Cohen & Steers Capital Management, Inc. holds the majority of these shares, with 29,078,015 shares having sole voting power and 34,806,740 shares subject to sole dispositive power. Across all reporting entities, there is sole voting power over 29,375,604 shares and sole dispositive power over 35,296,808 shares, with no shared voting or dispositive power reported. The securities are held for the benefit of the investment advisers’ account holders, who are entitled to dividends and sale proceeds on their respective holdings.

Welltower Inc. established an at-the-market common stock offering program for shares having an aggregate sales price of up to $7,500,000,000 under a new equity distribution agreement with multiple sales agents and related forward purchasers.

The program permits sales through brokers’ transactions, block trades and other market methods, including sales of borrowed shares in connection with forward sale agreements, from which the company does not receive proceeds; it expects to receive cash only upon any physical settlement of such forwards. The new agreement replaces a prior equity distribution agreement dated October 28, 2025. Separately, a resale prospectus supplement registers the offer and resale by a selling stockholder of up to 261,753 common shares previously issued as consideration for a lease amendment, and the company provides related legal and tax opinions as exhibits.

Welltower Inc. is registering for resale up to 261,753 shares of its $1.00 par value common stock held by two selling stockholders. These shares will be issued to the selling stockholders upon exchange of securities provided as consideration in a recent lease amendment relating to certain properties. Welltower will not receive any proceeds from subsequent sales; all proceeds go to the selling stockholders, who may sell through brokers, negotiated transactions, or other permitted methods. Welltower, a healthcare-focused REIT with over 2,500 seniors and wellness communities, had 720,744,765 shares of common stock outstanding as of July 24, 2026, and its stock trades on the NYSE under the symbol WELL, with a last reported price of $248.34 on July 27, 2026. The company highlights REIT-related ownership limits, including a 9.8% cap on ownership of its common stock or overall capital stock to protect REIT status.

Welltower Inc., a healthcare-focused REIT, has established a new at-the-market equity distribution program to offer and sell shares of its common stock with an aggregate offering price of up to $7,500,000,000. Sales may be made from time to time through a large syndicate of banks acting as sales agents and, in some cases, as forward sellers, as well as through related forward purchasers.

The company may enter into forward sale agreements under which a forward purchaser (or affiliate) borrows and sells shares now, with Welltower later choosing physical, cash or net share settlement. Welltower will not receive proceeds from the initial sale of borrowed shares, but expects to receive cash upon physical settlement at the applicable forward sale price, adjusted daily for interest and expected dividends. Cash or net share settlement could instead create cash payment obligations or share deliveries by Welltower, and physical or net share settlement would dilute earnings per share and return on equity.

Net proceeds from direct issuances through sales agents and, if any, from physical settlement of forward sales are expected to be used for general corporate purposes, including debt repayment and funding investments in healthcare and seniors housing properties, with temporary investment in short-term, investment grade instruments. Sales agents and forward sellers earn up to 1.50% of gross sales prices as commissions. Welltower’s common stock trades on the NYSE under the symbol WELL and last traded at $248.34 per share on July 27, 2026. The company remains subject to a 9.8% ownership cap in its governing documents to support REIT status.

Welltower Inc., a senior-housing focused REIT, reported sharply higher results for the six months ended June 30, 2026. Total revenues were $6.90 billion versus $4.97 billion a year earlier, and net income attributable to common stockholders was $1.17 billion versus $559.8 million. Diluted EPS increased to $1.63 from $0.85.

Growth reflected extensive portfolio activity. The company invested $7.08 billion of cash in real property, including the $2.95 billion Amica Canadian seniors housing acquisition and additional skilled nursing portfolios, while integrating the 2025 Barchester and HC-One U.K. acquisitions, which contributed a combined $1.08 billion of revenue in the period.

Welltower generated $1.67 billion of operating cash flow but used $6.07 billion in investing, funded in part by $4.45 billion of common stock issuances under its ATM program and property sales. An outpatient medical portfolio sale produced $1.69 billion of sales proceeds and substantial gains. Total assets reached $69.9 billion, with debt carrying value of $17.7 billion and no balance on the revolving credit facility or commercial paper.

Welltower Inc. reported second-quarter 2026 net income attributable to common stockholders of $445.0 million, or $0.61 per diluted share, compared with $301.9 million, or $0.45 per diluted share, a year earlier. Quarterly normalized FFO attributable to common stockholders was $1.60 per diluted share, a 25.0% increase over the prior year. Total portfolio same store NOI (SSNOI) grew 15.5% year over year, led by the Seniors Housing Operating portfolio with 20.5% SSNOI growth and 9.2% organic same store revenue growth, driven by approximately 330 basis points of occupancy improvement and 5.2% growth in revenue per occupied room.

Year-to-date, Welltower closed or had under contract $15.5 billion of pro rata gross investments, including $6.3 billion in the second quarter, and completed $843 million of pro rata dispositions and loan repayments in the quarter, or $3.6 billion year-to-date. As of June 30, 2026, net debt to Adjusted EBITDA was 2.99x and available liquidity was approximately $9.5 billion. In July, the company issued C$1.15 billion of senior unsecured notes with a weighted-average coupon of 3.95%.

The Board of Directors approved a 15% increase in the quarterly dividend to $0.85 per share, payable August 20, 2026. For full-year 2026, net income guidance was revised to $3.11–$3.19 per diluted share, while normalized FFO guidance was increased to $6.36–$6.44 per diluted share, based on expected blended SSNOI growth of 13.75% to 16.00% and planned dispositions of $1.1 billion over the next twelve months.

Welltower OP LLC issued C$750,000,000 aggregate principal amount of 3.850% Notes due 2031 and C$400,000,000 aggregate principal amount of 4.150% Notes due 2033 on July 13, 2026. The Notes are fully and unconditionally guaranteed on a senior unsecured basis by Welltower Inc.

Interest on both series is payable semiannually in arrears on February 15 and August 15 of each year, commencing February 15, 2027. The 2031 Notes mature on August 15, 2031 and the 2033 Notes mature on August 15, 2033. The Company intends to use the net proceeds for general corporate purposes, including repayment of debt and funding a pipeline of investment opportunities in healthcare and seniors housing properties, with temporary investment in short-term, investment grade, interest-bearing securities, certificates of deposit or indirect or guaranteed obligations of the United States.

Welltower Inc. through its subsidiary Welltower OP LLC is offering C$750,000,000 of 3.850% notes due 2031 and C$400,000,000 of 4.150% notes due 2033, with a full unconditional senior unsecured guarantee by Welltower Inc.

The offering price is approximately C$1,149,719,000 before expenses, expected net proceeds are approximately C$1.142 billion, and settlement is expected on or about July 13, 2026. Net proceeds are intended for general corporate purposes, including repayment of debt and funding investments in healthcare and seniors housing.