Healthcare Realty Trust Inc. Files 8-K

TL;DR

HRT filed an 8-K on 12/17/25 for a material definitive agreement. Details to follow.

AI Summary

On December 17, 2025, Healthcare Realty Trust Inc. entered into a material definitive agreement. The filing also includes financial statements and exhibits related to this agreement. The company is incorporated in Maryland and its principal executive offices are located in Nashville, Tennessee.

Why It Matters

This 8-K filing indicates a significant new agreement for Healthcare Realty Trust Inc., which could impact its financial performance and strategic direction.

Risk Assessment

Risk Level: low — This is a standard 8-K filing reporting a material definitive agreement, which is routine for public companies.

Key Numbers

• 001-35568 — SEC File Number (Identifies the company's filing with the SEC.)
• 20-4738467 — I.R.S. Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Healthcare Realty Trust Inc. (company) — Registrant
• December 17, 2025 (date) — Date of earliest event reported
• Maryland (jurisdiction) — State of incorporation
• Nashville, Tennessee (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.01 — which registered Class A Common Stock, $0.01 par value per share HR New York Stock E
• $1,000,000,000 — ng an aggregate offering price of up to $1,000,000,000 (the "Equity Offering Program"). Conc

Filing Documents

• hr-20251217.htm (8-K) — 47KB
• exhibit11-hrxjpmxequitydis.htm (EX-1.1) — 483KB
• exhibit12-hrxjpmxmasterfor.htm (EX-1.2) — 275KB
• exhibit5-atmhkopinion.htm (EX-5) — 23KB
• exhibit8-hktaxopinionxdec2.htm (EX-8) — 24KB
• image_0a.jpg (GRAPHIC) — 8KB
• image_0b.jpg (GRAPHIC) — 9KB
• 0001360604-25-000126.txt ( ) — 1126KB
• hr-20251217.xsd (EX-101.SCH) — 2KB
• hr-20251217_lab.xml (EX-101.LAB) — 21KB
• hr-20251217_pre.xml (EX-101.PRE) — 12KB
• hr-20251217_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On December 17, 2025, Healthcare Realty Trust Incorporated (the "Company") entered into separate equity distribution agreements (the "Equity Distribution Agreements"), each among the Company and Healthcare Realty Holdings, L.P., a Delaware limited partnership (the "OP"), on the one hand, and respectively each of (i) J.P. Morgan Securities LLC, (ii) BofA Securities, Inc., (iii) Barclays Capital Inc., (iv) BTIG, LLC, (v) Citigroup Global Markets Inc., (vi) Credit Agricole Securities (USA) Inc., (vii) Fifth Third Securities, Inc., (viii) Jefferies LLC, (ix) Mizuho Securities USA LLC, (x) Morgan Stanley & Co. LLC, (xi) MUFG Securities Americas Inc., (xii) RBC Capital Markets, LLC, (xiii) Regions Securities LLC, (xiv) Scotia Capital (USA) Inc., (xv) Truist Securities, Inc., and (xvi) Wells Fargo Securities, LLC. (collectively, the "sales agents") and, together with Nomura Securities International, Inc. (acting through BTIG, LLC as its agent), and except in the case of Fifth Third Securities, Inc. and BTIG, LLC (collectively, the "forward sellers") and each of the forward purchasers (as defined below), on the other hand, in connection with an offering of shares of the Company's Class A common stock (the "Shares") from time to time having an aggregate offering price of up to $1,000,000,000 (the "Equity Offering Program"). Concurrently with entry into the Equity Distribution Agreements, as a part of the Equity Offering Program, the Company also entered into separate master forward confirmations (the "Master Forward Confirmations"), each between the Company and the OP, on the one hand, and respectively each of (i) JPMorgan Chase Bank, National Association, (ii) Bank of America, N.A., (iii) Barclays Bank PLC, (iv) Citibank, N.A., (v) Crdit Agricole Corporate and Investment Bank, (vi) Jefferies LLC, (vii) Mizuho Markets Americas LLC, (viii) Morgan Stanley & Co. LLC, (ix) MUFG Securities EMEA plc, (x) Nomura Global Finan

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 1.1 Equity Distribution Agreement, dated December 17 , 2025, by and among, the Company, the OP, J.P. Morgan Securities LLC and JPMorgan Chase Bank, National Association . 1 1.2 Master Forward Confirmation, dated December 17 , 2025, by and among, the Company, the OP and JPMorgan Chase Bank, National Association. 2 5 Opinion of Holland & Knight, LLP. 8 Opinion of Holland & Knight LLP as to certain tax matters. 23 Consent of Holland & Knight LLP (included in Exhibit 5 and Exhibit 8 ) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) _______________ 1 The Company and the OP entered into Equity Distribution Agreements, December 17, 2025, which are substantially identical in all material respects to the Equity Distribution Agreement filed herewith as Exhibit 1.1, with each of BofA Securities, Inc., Barclays Capital Inc., BTIG, LLC, Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Fifth Third Securities, Inc., Jefferies LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC, Regions Securities LLC, Scotia Capital (USA) Inc., Truist Securities, Inc., Wells Fargo Securities, LLC, Nomura Securities International, Inc. (acting through BTIG, LLC as its agent) and each of the Forward Purchasers. Omitted or differing details from such agreements include notice requirements, and, if applicable, additional representations and covenants related to special resolution regimes and resolution protocols, the termination of the Prior Sales Agreements and the inapplicability of the provisions related to the forwards under the agreements. 2 The Company and the OP entered into Master Forward Confirmations, December 17, 2025, which are substantially identical in all material respects to the Master Forward Confirmation filed herewith as Exhibit 1.2, with each of Bank of America, N.A., Barclays Bank PLC, Citiba

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. Healthcare Realty Trust Incorporated Date: December 17, 2025 By: /s/ Austen B. Helfrich Name: Austen B. Helfrich Title: Executive Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR