Every 8-K that Chiron Real Estate Inc. (XRN) 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 XRN 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 XRN filings page.
Chiron Real Estate Inc. (XRN), through subsidiaries, closed the acquisition of The Pinnacle North Bethesda, a senior housing community in North Bethesda, Maryland, on October 1, 2026, for a purchase price of $173.2 million. The company said the purchase was funded with cash on hand and proceeds from its credit facility.
In connection with the acquisition, Chiron Real Estate LP, the company’s operating partnership, incurred approximately $171 million of additional indebtedness under the company’s Third Amended and Restated Credit Facility. Chiron will operate the property as a senior housing operating property asset. An affiliate of Greystone Communities, described as a third-party operator, entered into a management agreement on October 1 to manage day-to-day operations.
Affiliates of Silverstone Senior Living were the sellers. Chiron executive officer Robert Zeiller serves on Silverstone’s board and holds a minority equity interest in Silverstone. The company stated that the purchase price was determined through arm’s-length negotiations and customary real estate valuation and underwriting analyses. The acquired business’s financial statements and pro forma financial information are to be filed by amendment no later than 71 days after the date the initial report is required to be filed.
Chiron Real Estate Inc. acquired two senior housing communities in Alexandria, Virginia on June 1, 2026: The Landing for $130.0 million and The Riviera for $118.9 million, funded with borrowings under its credit facility. This amendment supplies audited financials for The Landing, an audited statement of assets and liabilities for The Riviera, and pro forma information.
The Riviera opened in March 2026 and was early in lease-up, with 9% occupancy at March 31, 2026 and 18% at June 1, 2026, comprising 23 leased units at an average monthly rent of $11,860 per unit and a $1.9 million operating loss for the five months ended June 1, 2026. Management expects a Riviera yield-on-cost of greater than 7% upon stabilization in the second half of 2028.
For The Landing, total assets were $85.2 million and notes payable $47.7 million as of March 31, 2026, with revenues of $5.2 million for the quarter and $18.1 million in 2025, both periods showing net losses. Pro forma statements reflect repayment of The Landing’s property-level debt, additional credit-facility borrowing of $249.4 million, higher interest expense, and more negative earnings per share for XRN.
Chiron Real Estate Inc. reported Q2 2026 revenue of $39.7 million and net income attributable to common stockholders of $63.3 million, or $4.78 per share, versus a prior-year loss, largely reflecting a $71.9 million gain on sale of investment properties. FFO was $0.88 per share and unit and Core FFO was $1.04 per share and unit, both below the year-ago quarter. Same-Property Cash NOI grew 0.8% year over year.
The company advanced its strategy by acquiring two luxury seniors housing communities for $249 million and selling seven inpatient rehabilitation facilities into a joint venture for $217 million while retaining a 15% stake. It also issued $100 million of 6.00% Series C convertible perpetual preferred stock. At June 30, consolidated debt was $633.1 million, leverage was 39.9% of total gross assets, 78% of debt was fixed-rate with a 4.56% weighted average interest rate, and there were no debt maturities in 2026 or 2027. Borrowing capacity under the credit facility was $245.5 million. Tenant White Rock Medical Center remained current on rent during its Chapter 11 process but future lease affirmation is not assured.
Chiron Real Estate Inc. appointed Matthew Whitlock as Chief Investment Officer of the company and Inter-American Management LLC effective August 3, 2026, replacing Alfonzo Leon, who became Strategic Advisor through a transition period ending no later than December 31, 2026.
Whitlock’s employment agreement runs for an initial three-year term and provides a $400,000 annual base salary, a target annual bonus equal to 100% of salary beginning in 2027, and eligibility for a pro rata 2026 bonus partly in LTIP Units. Severance for specified terminations equals 12 months of salary plus bonus, rising to 2x that amount for qualifying terminations around a change in control, along with equity vesting and up to 12 months of COBRA subsidy. As a material inducement to joining, he will receive LTIP Unit awards, including a time-based grant valued at $350,000 vesting over three years and a performance-based LTIP award, and is eligible for a 2027 LTIP award targeted at $700,000. The company states Leon’s transition was not due to any disagreement regarding operations, policies or practices.
Chiron Real Estate Inc. named Robert “Bobby” Zeiller Chief Development Officer and Head of Seniors Housing and Aaron Roseth Chief Operating Officer, effective July 16, 2026, and shifted Danica Holley from COO to Chief Administrative Officer. Inter-American Management LLC entered three-year, automatically renewable employment agreements with these executives and General Counsel Jamie Barber.
The agreements provide base salaries of $400,000 for Zeiller, $350,000 for Roseth, $325,000 for Holley and $290,000 for Barber, plus 2027 target annual bonuses of 75%–100% of salary. Qualifying terminations trigger cash severance equal to one year of salary and bonus, equity vesting and up to 12 months of COBRA support, rising to a two-times cash multiple around a change in control. Zeiller and Roseth also receive LTIP Unit inducement awards valued at $275,000 each and are eligible for 2027 LTIP awards targeted at $550,000 each.
Chiron Real Estate Inc. furnished an updated investor presentation outlining an active portfolio repositioning strategy toward higher-return senior housing operating properties. The company highlighted completed inaugural SHOP acquisitions, including the Riviera and the Landing in Alexandria, and a pending acquisition of the Pinnacle in North Bethesda.
Chiron reported the sale of a seven-asset Inpatient Rehab Facility portfolio into a new joint venture, generating approximately $200 million of capital to redeploy at higher unlevered internal rates of return. The IRF joint venture has total capitalization of $217 million, funded by $96 million of third-party investor equity, $17 million of Chiron equity, and $104 million of mortgage debt.
Operating metrics in the update show the Landing at 93% occupancy, the Riviera at 23% occupancy, and the Pinnacle at 36% occupancy as of June 30, 2026, with stabilized yields for these SHOP assets expected around 7.0–7.5%. The presentation also reconciles net income to NOI and Cash NOI and discusses implied portfolio cap rates based on a share price of $37.52 and enterprise value of $1.337 billion.
Chiron Real Estate Inc. is selling a major asset portfolio and retaining a minority stake. The company sold seven inpatient rehabilitation hospital properties for an aggregate purchase price of $217.0 million, then rolled into a joint venture where a U.S. public pension fund holds 85% and Chiron holds 15% and serves as managing member.
After closing, Chiron received estimated net cash proceeds of $194.871 million and recorded an estimated gain on sale of $70.748 million. Pro forma for the year ended December 31, 2025, net income attributable to common stockholders becomes $43.593 million, or $3.26 per share, compared with a historical net loss attributable to common stockholders of $12.116 million, or $(0.91) per share.
Chiron Real Estate Inc. expanded its senior housing portfolio by closing two acquisitions in Alexandria, Virginia. It bought The Landing Alexandria for $130 million and The Riviera Alexandria for $118.9 million, and will operate both as senior housing operating property assets under third‑party management by Greystone Communities.
To support these deals, the company completed a private placement of 1,000,000 shares of 6.00% Series C Convertible Preferred Stock at $100.00 per share for gross proceeds of about $100,000,000, and incurred approximately $147 million of additional borrowings under its Third Amended and Restated Credit Facility. It designated 1,000,000 shares as Series C Convertible Preferred Stock and created economically similar Series C Convertible Preferred Units at the operating partnership level, with new distribution restrictions applying if preferred distributions are not declared.
Chiron Real Estate Inc. reported several governance and capital actions from its 2026 annual meeting. The Board expanded from six to seven members and appointed Charles Fitzgerald as a director, with service through the 2027 annual meeting and committee roles on Compensation and Nominating and Corporate Governance.
Stockholders approved an amendment to the 2016 Equity Incentive Plan, extending its term to May 20, 2036 and increasing shares reserved for issuance by 300,000. They also approved, on an advisory basis, executive compensation and ratified Deloitte & Touche LLP as independent auditor for 2026.
In a related press release, Chiron highlighted that Mr. Fitzgerald holds 97,293 shares of its common stock via affiliated entities, and announced second quarter 2026 preferred dividends: $0.46875 per share on Series A and $0.50 per share on Series B, both payable July 31, 2026 to holders of record on July 15, 2026.
Chiron Real Estate Inc. entered into an investment agreement with Maewyn XRN LP and other purchasers for a private placement of up to $100.0 million of new 6.00% Series C Convertible Perpetual Preferred Stock.
The company may sell up to 1,000,000 Series C shares at $100.00 per share in tranches, with an initial funding of at least $25.0 million expected to close on or before June 20, 2026. The preferred stock carries a 6.00% cash dividend that can step up over time, ranks senior to common stock, and is convertible into common stock at an initial implied price of $43.00 per share, subject to anti-dilution and 19.9% ownership caps before stockholder approval.
Chiron will pay a 3% commitment fee on the $100.0 million commitment and reimburse up to $250,000 of investor legal fees, and expects to use proceeds for general business, working capital and potential acquisitions. Maewyn receives board nomination, consent and standstill rights, while holders gain registration rights and warrants in certain redemption scenarios.
Chiron Real Estate Inc. is reshaping itself into a growth-focused healthcare REIT, pairing large senior housing investments with new strategic capital and a lower dividend. The company agreed to acquire three luxury seniors housing communities from Silverstone for an aggregate $425 million, to be operated as seniors housing operating properties (SHOP) and managed by Greystone. It also entered into a $100 million delayed-draw 6.00% Series C convertible preferred equity facility with Maewyn Capital Partners, with an initial conversion price of $43.00 per common share.
To retain more cash for growth, the Board reset the monthly common dividend to $0.16 per share for July–September 2026, a quarterly total of $0.48 versus $0.75 for April–June, an approximate 36% reduction. For the quarter ended March 31, 2026, rental revenue was $38.0 million, net income was $1.7 million and net loss attributable to common stockholders was $0.7 million, or $(0.06) per share. Core FFO was $16.0 million, or $1.11 per share and unit, flat year over year, while same-property cash NOI rose 3.2% and leased occupancy was 95.4%. Net consolidated debt was about $664.9 million and the company reported no debt maturities in 2026 or 2027, with $220.5 million of credit facility borrowing capacity as of May 5, 2026.
Chiron Real Estate Inc. entered into a Master Note and Guaranty Agreement with NYL Investors LLC and certain affiliates, creating an uncommitted senior note facility for its operating partnership. The facility permits issuance of senior unsecured notes in one or more series with an aggregate outstanding principal of up to $150.0 million.
Notes may be issued for up to three years from the agreement’s effective date, subject to earlier termination events, and each series will mature within ten years of issuance. Each issuance must be at least $10.0 million, with interest set at issuance as a spread over U.S. Treasuries and paid quarterly or semi-annually. The operating partnership may prepay the notes, subject to a customary make-whole amount, and the notes rank equally with its other senior unsecured debt.