Every 8-K that Welltower Inc. (WELL) 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 WELL 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 WELL filings page.
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. 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. used this filing to share that it expects to raise its quarterly common stock dividend to $0.85 per share beginning with the second quarter of 2026. The company describes this as a roughly mid-teens percentage increase, following low double-digit dividend increases in each of the past two years.
Management links the larger dividend to a low payout ratio and strong cash flow per share growth, as well as confidence in future growth supported by what it calls extraordinary balance sheet strength. The CEO highlights approximately $11 billion of net investment activity in 2025 and $10.5 billion of closed or announced investment activity through the first four months of 2026, alongside expectations for attractive unlevered returns on acquisitions. The company also emphasizes its technology-enabled operating platform and significant free cash flow, while noting that any future dividend remains subject to further review and approval by the Board.
Welltower Inc. reported voting results from its 2026 Annual Meeting of Shareholders. All nine director nominees were elected, each receiving more votes for than against, with broker non-votes recorded on each director proposal.
Shareholders ratified Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, with 611,182,123 votes for, 50,179,748 against and 815,866 abstentions. However, shareholders did not approve, on an advisory basis, the compensation of the company’s named executive officers, which received 120,364,416 votes for, 515,585,650 against, 1,208,877 abstentions and 25,018,794 broker non-votes.
Welltower Inc. filed an 8-K describing two prospectus supplements tied to its automatic shelf registration statement. One supplement registers the offer and resale by a selling stockholder of up to 138,740 shares of common stock issued as part of a recent property acquisition.
The other supplement covers up to 176,172 shares of common stock that may be issued if holders of Class A common units of Welltower OP LLC redeem those units. The filing also adds Gibson, Dunn & Crutcher LLP legal and tax opinions as exhibits to the registration statement.
Welltower Inc. reported strong first quarter 2026 results, with net income attributable to common stockholders of $728.7 million, or $1.02 per diluted share. Normalized FFO attributable to common stockholders rose to $1.47 per diluted share, a 23% year-over-year increase, supported by 16.4% total same store NOI growth and 22.1% growth in its Seniors Housing Operating portfolio.
The company executed $3.3 billion of pro rata gross investments in the quarter and has $10.5 billion of investment activity closed or under contract year-to-date, while completing $2.8 billion of pro rata dispositions and loan repayments. Net debt to Adjusted EBITDA was 2.73x as of March 31, 2026, with approximately $11.1 billion of available liquidity, and the board declared a $0.74 per share quarterly dividend.
Guidance for 2026 was raised, with net income per diluted share now expected between $3.24 and $3.38 and normalized FFO per diluted share between $6.21 and $6.35. Management expects blended same store NOI growth of 12.25% to 16.00% for the year, led by double-digit growth in Seniors Housing Operating assets.
Welltower Inc. announced that subsidiary Welltower OP LLC entered into an Amended and Restated Credit Agreement providing a new $6,250,000,000 unsecured revolving credit facility. This replaces the prior $5,000,000,000 unsecured revolver plus $1,000,000,000 and CAD 250,000,000 unsecured term loan facilities.
The facility is split into a $4,250,000,000 Revolving A Tranche maturing on March 6, 2030, and a $2,000,000,000 Revolving B Tranche maturing on July 24, 2029. The Revolving A Tranche may be extended twice for six months each if no default exists and a 0.0625% extension fee is paid.
Subject to conditions and lender participation, the company may increase revolving capacity or add term loans by up to an additional $1,250,000,000. The agreement includes sublimits of up to $100,000,000 for letters of credit and up to $1,750,000,000 for alternative currency borrowings.
Borrowings bear interest at a base rate or SOFR plus an applicable margin tied to the company’s long-term unsecured debt ratings, with facility fees and certain pricing adjustments linked to sustainability metrics. The agreement contains customary representations, covenants and events of default, allowing acceleration of all outstanding amounts if a default continues.
Welltower Inc. reported strong fourth quarter and full-year 2025 results, highlighting rapid growth in seniors housing and an active capital recycling program. For Q4 2025, net income attributable to common stockholders was $0.14 per diluted share, while normalized FFO reached $1.45 per diluted share, up 28.3% year over year. Same store NOI grew 15.0%, led by 20.4% growth in the Seniors Housing Operating portfolio, supported by 9.6% organic same store revenue growth and higher occupancy and pricing.
For 2025, net income attributable to common stockholders was $1.39 per diluted share and normalized FFO was $5.29 per diluted share, an increase of 22.5% over 2024. The company completed $11 billion of pro rata net investments, focused on seniors housing in the U.S. and U.K., and executed $8.2 billion of dispositions, including a large outpatient medical portfolio. Net debt to Adjusted EBITDA was 3.03x as of December 31, 2025, with approximately $10.2 billion of liquidity.
The Board approved a 10.4% increase in the quarterly dividend to $0.74 per share. For 2026, Welltower expects net income attributable to common stockholders of $3.11 to $3.27 per diluted share and normalized FFO of $6.09 to $6.25, based on blended same store NOI growth of 11.25% to 15.75% and continued portfolio optimization.
Welltower Inc. (WELL) established a new at-the-market equity program allowing issuances and sales of common stock with an aggregate sales price of up to $7,500,000,000 through designated sales agents and forward sellers, and terminated its prior agreement dated March 28, 2025.
The company may also use forward sale agreements under which a forward purchaser (or affiliate) borrows and sells shares; Welltower will not receive proceeds from those borrowed-share sales. The company expects to physically settle individual forwards and receive per‑share cash equal to the forward price, but it may elect cash or net share settlement, which could result in owing cash or shares to the forward purchaser.
Separately, Welltower filed a resale prospectus supplement registering the offer and resale by a selling stockholder of up to 1,182,070 shares issued as acquisition consideration, and an OP unit prospectus supplement registering up to 4,542,926 shares that may be issued if holders of Welltower OP LLC Class A units redeem.
Welltower Inc. (WELL) adopted a Ten‑Year Executive Continuity and Alignment Program as its primary pay framework, featuring long‑term LTIP Units and minimal cash pay. Effective October 30, 2025, named executives receive LTIP Units; from 2026–2035 they forgo other compensation aside from $110,000 annual base salary.
Half of each award is time‑based; half is performance‑based over a five‑year period from October 6, 2025 to October 5, 2030. For the CEO, target totals 4,970,293 LTIP Units and maximum 8,698,012. Performance vesting ties to market capitalization milestones from $10,000,000,000 up to $100,000,000,000 and to relative TSR versus three indices, subject to a positive TSR requirement.
Redeemability begins no earlier than October 31, 2030 and then monthly through September 30, 2035. The company states shares available under the 2022 Plan are sufficient at target but not at maximum; exceeding target may require shareholder approval to increase the share reserve.
Welltower Inc. furnished an 8-K announcing it issued a press release with operating results for the third quarter ended September 30, 2025 and a separate press release on certain transactions closed or under contract to close across the U.K. and U.S.
Copies of the earnings press release, a supplemental information package, and the transactions press release were furnished as Exhibits 99.1, 99.2, and 99.3 and are incorporated by reference. The disclosures under Items 2.02 and 7.01, including these exhibits, are being furnished and are not deemed filed under the Exchange Act.