Welltower said it filed a prospectus supplement with the SEC on October 8, 2024, relating to the registration of up to 23,471,419 shares of common stock with a par value of $1.00 per share.

8-KOther EventsFiled Oct 8, 2024Period of report Oct 8, 2024Summary published (UTC) Oct 25, 2026

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Welltower said it filed a prospectus supplement with the SEC on October 8, 2024, relating to the registration of up to 23,471,419 shares of common stock with a par value of $1.00 per share.
The company said the shares may be issued under certain circumstances upon exchange of Welltower OP LLC's 2.750% Exchangeable Senior Notes due 2028 or 3.125% Exchangeable Senior Notes due 2029.
The company said the prospectus supplement supplements the prospectus dated April 1, 2022, which is included in its automatic shelf registration statement on Form S-3 (No. 333-264093). It also said the registration covers resales of the shares from time to time by the recipients of such shares.
Under Item 9.01, Welltower cited the legality opinion (Exhibit 5.1), tax opinion (Exhibit 8.1) and consent (Exhibit 23.1) from Gibson, Dunn & Crutcher LLP as attached filings.

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Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Prospectus Supplement Filed; Shares Covered by Registration

Welltower said it filed a prospectus supplement with the SEC on October 8, 2024, relating to the registration of up to 23,471,419 shares of common stock with a par value of $1.00 per share.

Source · Based on the filing body and exhibits

Terms of Shares Subject to Registration

The company said the shares may be issued under certain circumstances upon exchange of Welltower OP LLC's 2.750% Exchangeable Senior Notes due 2028 or 3.125% Exchangeable Senior Notes due 2029.

Source · Based on the filing body and exhibits

Base Registration Statement and Resales of Shares

The company said the prospectus supplement supplements the prospectus dated April 1, 2022, which is included in its automatic shelf registration statement on Form S-3 (No. 333-264093). It also said the registration covers resales of the shares from time to time by the recipients of such shares.

Source · Based on the filing body and exhibits

Legality and Tax Opinions Filed as Exhibits

Under Item 9.01, Welltower cited the legality opinion (Exhibit 5.1), tax opinion (Exhibit 8.1) and consent (Exhibit 23.1) from Gibson, Dunn & Crutcher LLP as attached filings.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

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