[SCHEDULE 13G/A] Welltower Inc. SEC Filing

Rhea-AI Filing Summary

Norges Bank (the central bank of Norway) filed Amendment No. 1 to Schedule 13G regarding its holdings in Welltower Inc. (ticker WELL, CUSIP 95040Q104) for the event date 30 June 2025. The filing discloses:

• Beneficial ownership: 32,249,762 shares.
• Percent of class: 4.9%, positioning the holder just under the 5 % large-shareholder threshold.
• Voting power: Sole voting & dispositive power over 31,897,184 shares; no shared voting power.
• Dispositive power: Shared over 352,578 shares.

The stake is held on behalf of the Government of Norway and is certified as acquired in the ordinary course of business with no intent to influence control. Because ownership now stands at ≤5 %, Norges Bank is no longer classified as a “5 % holder,” potentially reducing future filing obligations. No financial metrics or strategic intentions are provided beyond the regulatory disclosure.

Insights

Financial Analyst

TL;DR: Norges Bank reports a 4.9 % passive stake in WELL; regulatory but not strategic.

Norges Bank’s amended Schedule 13G shows a sizeable yet purely passive position of 32.25 M shares (4.9 %). Falling below the 5 % threshold removes it from the “large shareholder” category, meaning future reporting may be less frequent. The disclosure offers no insight into buy/sell timing or valuation, so market impact is likely minimal. Still, the presence of a sovereign wealth manager underscores continued institutional support for Welltower’s REIT structure.

Corporate Governance Expert

TL;DR: Passive holding, no governance influence signalled.

The certification states the shares were acquired in the ordinary course of business with no intent to influence control, and Item 5 confirms ownership ≤5 %. Consequently, Welltower’s board composition and governance dynamics remain unaffected. The filing is chiefly compliance-driven; investors should not expect activism or board nominations from Norges Bank based on this stake.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Welltower Inc

(Name of Issuer)

Other Listed Funds/Trusts

(Title of Class of Securities)

95040Q104

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 95040Q104

1

Names of Reporting Persons

Norges Bank

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NORWAY

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 31,897,184.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 31,897,184.00
8	Shared Dispositive Power 352,578.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

32,249,762.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.9 %

12

Type of Reporting Person (See Instructions)

FI, OO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Welltower Inc
(b)	Address of issuer's principal executive offices: 4500 Dorr Street Toledo, OH 43615-4040
Item 2.
(a)	Name of person filing: Norges Bank
(b)	Address or principal business office or, if none, residence: Bankplassen 2, PO Box 1179 Sentrum, Oslo, NO-0107, Oslo, Norway
(c)	Citizenship: Norway
(d)	Title of class of securities: Other Listed Funds/Trusts
(e)	CUSIP No.: 95040Q104
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
	investment adviser
Item 4.	Ownership
(a)	Amount beneficially owned: 32,249,762
(b)	Percent of class: 4.9 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 31,897,184
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 31,897,184
	(iv) Shared power to dispose or to direct the disposition of: 352,578
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The shares reported herein are invested on behalf of the Government of Norway.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Norges Bank

Signature:	Aya Sobhy
Name/Title:	Business and Regulatory Compliance
Date:	07/28/2025

FAQ

How many Welltower (WELL) shares does Norges Bank currently own?

The filing lists 32,249,762 shares beneficially owned.

What percentage of Welltower’s outstanding shares does this represent?

Norges Bank’s position equals 4.9 % of the class.

Does Norges Bank have sole voting power over its Welltower shares?

Yes, it has sole voting power for 31,897,184 shares; it reports no shared voting power.

Why is this Schedule 13G/A being filed?

Ownership reached or fell below the 5 % threshold, triggering an amendment under SEC Rule 13d-2.

Is Norges Bank seeking to influence Welltower’s control or governance?

No. The certification states the stake is held in the ordinary course of business with no control intent.