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Welltower logoWelltower WELL

Welltower said its board of directors adopted the Ten-Year Executive Continuity and Alignment Program on October 26, 2025. The program is intended to be the company's primary compensation program for its executive leadership team for the next 10 years, with LTIP Unit grants effective October 30, 2025.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Welltower said its board of directors adopted the Ten-Year Executive Continuity and Alignment Program on October 26, 2025. The program is intended to be the company's primary compensation program for its executive leadership team for the next 10 years, with LTIP Unit grants effective October 30, 2025.

  2. The company said 5 executives agreed to receive no other compensation from January 1, 2026 through December 31, 2035 other than annual base salary of $110,000. Shankh Mitra, Chief Executive Officer, will receive a Total Executive LTIP Unit Award of 4,970,293 units at target and 8,698,012 units at maximum.

  3. The company said one-half of the Performance-Based LTIP Units are subject to market capitalization milestones ranging from $10,000,000,000 to $100,000,000,000, and the other one-half are tied to relative total shareholder return against three indices. The market capitalization milestone portion is also subject to a condition that the company's total shareholder return be positive at the end of the 5-year performance period.

  4. The company said LTIP Units will not be redeemable for shares before October 31, 2030 except in certain circumstances, and thereafter will be redeemable in substantially equal monthly installments through September 30, 2035. Upon resignation without "good reason", the redemption right will be delayed until October 30, 2040 for Mitra and October 30, 2045 for other executives.

Summary

AI-written

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

Adoption of Ten-Year Executive Continuity and Alignment Program

Welltower said its board of directors adopted the Ten-Year Executive Continuity and Alignment Program on October 26, 2025. The program is intended to be the company's primary compensation program for its executive leadership team for the next 10 years, with LTIP Unit grants effective October 30, 2025.

Source · Based on the filing body and exhibits

5 executives' compensation structure: annual base salary of $110,000 and LTIP Units

The company said 5 executives agreed to receive no other compensation from January 1, 2026 through December 31, 2035 other than annual base salary of $110,000. Shankh Mitra, Chief Executive Officer, will receive a Total Executive LTIP Unit Award of 4,970,293 units at target and 8,698,012 units at maximum.

Source · Based on the filing body and exhibits

Performance conditions: market capitalization milestones and relative total shareholder return

The company said one-half of the Performance-Based LTIP Units are subject to market capitalization milestones ranging from $10,000,000,000 to $100,000,000,000, and the other one-half are tied to relative total shareholder return against three indices. The market capitalization milestone portion is also subject to a condition that the company's total shareholder return be positive at the end of the 5-year performance period.

Source · Based on the filing body and exhibits

Redemption timing restrictions and clawback and repurchase conditions

The company said LTIP Units will not be redeemable for shares before October 31, 2030 except in certain circumstances, and thereafter will be redeemable in substantially equal monthly installments through September 30, 2035. Upon resignation without "good reason", the redemption right will be delayed until October 30, 2040 for Mitra and October 30, 2045 for other executives.

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

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.