Welltower Inc. Files 8-K with Corporate Updates

Ticker: WELL · Form: 8-K · Filed: 2024-05-24T00:00:00.000Z

Sentiment: neutral

Topics: corporate-governance, debt, filing-update

Related Tickers: WELL

TL;DR

WELL filed an 8-K, expect updates on bylaws, shareholder votes, and financial docs. Debt guarantees mentioned.

AI Summary

Welltower Inc. filed an 8-K on May 24, 2024, reporting on events as of May 23, 2024. The filing indicates changes to its articles of incorporation or bylaws, submission of matters to a vote of security holders, and financial statements/exhibits. It also references specific debt instruments, including guarantees for notes due in 2028 and 2034 issued by Welltower OP LLC.

Why It Matters

This 8-K filing signals important corporate governance and financial updates for Welltower Inc., potentially impacting its structure and outstanding debt obligations.

Risk Assessment

Risk Level: low — This filing is routine and primarily informational, detailing corporate actions and financial disclosures without immediate negative or positive financial implications.

Key Numbers

Key Players & Entities

FAQ

What specific amendments were made to Welltower Inc.'s articles of incorporation or bylaws?

The filing does not specify the exact nature of the amendments, only that they were a subject of this 8-K report.

What matters were submitted to a vote of security holders?

The filing indicates that matters were submitted to a vote, but does not detail what those specific matters were.

What financial statements and exhibits are included with this filing?

The filing states that financial statements and exhibits are included, but does not list them in the provided text.

What is the purpose of the guarantees for the notes issued by Welltower OP LLC?

The filing confirms the existence of these guarantees for the 4.800% Notes due 2028 and 4.500% Notes due 2034, implying they are to secure these debt obligations.

Is there any indication of a change in Welltower Inc.'s fiscal year?

No, the filing lists the fiscal year end as 1231, indicating no change.

From the Filing

0001193125-24-147022.txt : 20240524 0001193125-24-147022.hdr.sgml : 20240524 20240524160509 ACCESSION NUMBER: 0001193125-24-147022 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 16 CONFORMED PERIOD OF REPORT: 20240523 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240524 DATE AS OF CHANGE: 20240524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WELLTOWER INC. CENTRAL INDEX KEY: 0000766704 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 341096634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08923 FILM NUMBER: 24984216 BUSINESS ADDRESS: STREET 1: 4500 DORR STREET CITY: TOLEDO STATE: OH ZIP: 43615 BUSINESS PHONE: 419-247-2800 MAIL ADDRESS: STREET 1: 4500 DORR STREET CITY: TOLEDO STATE: OH ZIP: 43615 FORMER COMPANY: FORMER CONFORMED NAME: HEALTH CARE REIT INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 d832589d8k.htm 8-K 8-K false 0000766704 --12-31 0000766704 2024-05-23 2024-05-23 0000766704 us-gaap:CommonStockMember 2024-05-23 2024-05-23 0000766704 well:GuaranteeOf4.800NotesDue2028IssuedByWelltowerOpLlcMember 2024-05-23 2024-05-23 0000766704 well:GuaranteeOf4.500NotesDue2034IssuedByWelltowerOpLlcMember 2024-05-23 2024-05-23     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2024     Welltower Inc. (Exact name of registrant as specified in its charter)       Delaware   1-8923   34-1096634 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)   4500 Dorr Street , Toledo , Ohio   43615 (Address of principal executive offices)   (Zip Code) Registrants’ telephone number, including area code: (419) 247-2800 Not Applicable (Former name or former address, if changed since last report.)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common stock, $1.00 par value per share   WELL   New York Stock Exchange Guarantee of 4.800% Notes due 2028 issued by Welltower OP LLC   WELL/28   New York Stock Exchange Guarantee of 4.500% Notes due 2034 issued by Welltower OP LLC   WELL/34   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 5.03 Amendments to Articles of Incorporation or Bylaws;

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