American Healthcare Reit, Inc. 8-K Filing

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value per share AHR New York St

Filing Documents

• ahr-20251124.htm (8-K) — 50KB
• ahr-ex1_1.htm (EX-1.1) — 297KB
• 0001193125-25-300540.txt ( ) — 495KB
• ahr-20251124.xsd (EX-101.SCH) — 24KB
• ahr-20251124_htm.xml (XML) — 5KB

01 Other Events

Item 8.01 Other Events. As previously announced, on November 24, 2025, we closed the public offering of 8,100,000 shares, or the Offering, of our common stock, $0.01 par value per share, or Common Stock. In connection with the Offering, RBC Capital Markets, LLC, as the underwriter, or in such capacity, the Underwriter, forward seller, or in such capacity, the Forward Seller, and an affiliate thereof as forward purchaser, or in such capacity, the Forward Purchaser, was granted an option for 30 days to purchase up to 1,215,000 additional shares of Common Stock. On November 24, 2025, in connection with the exercise in full of the Underwriter's option to purchase additional shares, or the option exercise, we entered into an additional forward sale agreement, or the Additional Forward Sale Agreement, with the Forward Purchaser. In connection with the option exercise, the Forward Seller borrowed and sold an aggregate of 1,215,000 shares of Common Stock on November 26, 2025 to hedge the Forward Purchaser's obligations under the Additional Forward Sale Agreement. We intend (subject to our right to elect cash or net share settlement subject to certain conditions) to deliver, upon physical settlement of the Additional Forward Sale Agreement on one or more dates specified by us occurring no later than May 20, 2027, an aggregate of 1,215,000 shares of Common Stock to the Forward Purchaser in exchange for cash proceeds per share equal to the applicable forward sale price, which will be the public offering price less the underwriting discounts and commissions and subject to certain adjustments as provided in the Additional Forward Sale Agreement. We intend to contribute the net proceeds from the settlement of the Additional Forward Sale Agreement to American Healthcare REIT Holdings, LP, or our Operating Partnership, in exchange for units of limited partnership interest in the Operating Partnership, and the Operating Partnership intends to use such net proceeds for general

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 Forward Confirmation, dated November 24, 2025, between the Company and Royal Bank of Canada (or its affiliate) 5.1 Opinion of Venable LLP as to the legality of the Common Stock (included as Exhibit 5.1 to our Current Report on Form 8-K (File No. 001-41951) filed November 24, 2025 and incorporated herein by reference) 23.1 Consent of Venable LLP (included as Exhibit 5.1 to our Current Report on Form 8-K (File No. 001-41951) filed November 24, 2025 and incorporated herein by reference) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. American Healthcare REIT, Inc. Date: November 26, 2025 By: /s/ Danny Prosky Danny Prosky, Chief Executive Officer and President

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