Ventas, Inc. Files 8-K Report

TL;DR

Ventas filed an 8-K on 12/2/25 for other events and financials.

AI Summary

On December 2, 2025, Ventas, Inc. filed an 8-K report detailing "Other Events" and "Financial Statements and Exhibits." The filing was made public on December 4, 2025, and pertains to Ventas, Inc., a real estate investment trust incorporated in Delaware.

Why It Matters

This 8-K filing indicates that Ventas, Inc. is providing updates on its corporate activities and financial reporting to the SEC.

Risk Assessment

Risk Level: low — This filing is a routine disclosure of corporate events and financial statements, not indicating any immediate financial distress or significant operational changes.

Key Numbers

• 001-10989 — SEC File Number (Identifies the specific SEC filing for Ventas, Inc.)
• 61-1055020 — IRS Employer Identification No. (Tax identification number for Ventas, Inc.)

Key Players & Entities

• Ventas, Inc. (company) — Registrant
• Delaware (jurisdiction) — State of Incorporation
• December 2, 2025 (date) — Date of Earliest Event Reported
• December 4, 2025 (date) — Filing Date

FAQ

Key Financial Figures

• $0.25 — e on which registered Common stock, $0.25 par value VTR New York Stock Exchan
• $500,000,000 — , Inc. (the "Company"), issued and sold $500,000,000 in aggregate principal amount of its 5.

Filing Documents

• dp2383696_8k.htm (8-K) — 31KB
• dp2383696_ex0101.htm (EX-1.1) — 181KB
• dp2383696_ex0402.htm (EX-4.2) — 186KB
• dp2383696_ex0501.htm (EX-5.1) — 16KB
• image_001.jpg (GRAPHIC) — 2KB
• image_002.jpg (GRAPHIC) — 2KB
• image_003.jpg (GRAPHIC) — 2KB
• 0000950103-25-015741.txt ( ) — 663KB
• vtr-20251202.xsd (EX-101.SCH) — 3KB
• vtr-20251202_lab.xml (EX-101.LAB) — 33KB
• vtr-20251202_pre.xml (EX-101.PRE) — 22KB
• dp2383696_8k_htm.xml (XML) — 4KB

01

Item 8.01. Other Events. On December 4, 2025, Ventas Realty, Limited Partnership ("Ventas Realty"), a wholly owned subsidiary of Ventas, Inc. (the "Company"), issued and sold $500,000,000 in aggregate principal amount of its 5.000% Senior Notes due 2036 (the "Notes") in a registered public offering pursuant to the existing registration statement of the Company and Ventas Realty on Form S-3 (File Nos. 333-277185 and 333-277185-01) filed under the Securities Act of 1933, as amended. The Notes are guaranteed by the Company on a senior unsecured basis. The Company intends to use the proceeds from this offering for general corporate purposes, which may include repayment of other indebtedness, or any other general corporate purposes the Company may deem necessary or advisable, and to pay related fees and expenses. The Notes were sold pursuant to an underwriting agreement, dated December 2, 2025 (the "Underwriting Agreement"), among Ventas Realty, the Company and the underwriters named therein. The Notes were issued under an indenture, dated February 23, 2018 (the "Base Indenture"), as supplemented by an eleventh supplemental indenture, dated December 4, 2025 (the "Eleventh Supplemental Indenture"), among Ventas Realty, the Company and U.S. Bank Trust Company, National Association (successor to U.S. Bank National Association), as trustee. The Underwriting Agreement, the Base Indenture and the Eleventh Supplemental Indenture are filed as Exhibits 1.1, 4.1 and 4.2, respectively, and are each incorporated herein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits: Exhibit Number Description 1.1* Underwriting Agreement, dated December 2, 2025, among Ventas Realty, Limited Partnership, Ventas, Inc. and the underwriters named therein, relating to the 5.000% Senior Notes due 2036. 4.1 Indenture, dated February 23, 2018, among Ventas Realty, Limited Partnership, Ventas, Inc., the Guarantors named therein and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on February 23, 2018). 4.2* Eleventh Supplemental Indenture, dated December 4, 2025, among Ventas Realty, Limited Partnership, as Issuer, Ventas, Inc., as Guarantor, and U.S. Bank Trust Company, National Association (successor to U.S. Bank National Association), as Trustee (including the form of the 5.000% Senior Notes due 2036). 5.1 Opinion of Davis Polk & Wardwell LLP. 23.1 Consent of Davis Polk & Wardwell LLP (included in their opinion filed as Exhibit 5.1). 104 Cover Page Interactive Data File (formatted as inline XBRL). * In accordance with Item 601(a)(5) of Regulation S-K certain schedules and exhibits have not been filed. The Company hereby agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request.

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, thereunto duly authorized. VENTAS, INC. Date: December 4, 2025 By: /s/ Carey S. Roberts Carey S. Roberts Executive Vice President, General Counsel, Ethics and Compliance Officer and Corporate Secretary of Ventas, Inc.

View Full Filing

View this 8-K filing on SEC EDGAR