Welltower Inc. Announces Board Changes and Executive Compensation Updates

Ticker: WELL · Form: 8-K · Filed: 2024-12-06T00:00:00.000Z

Sentiment: neutral

Topics: governance, executive-compensation, board-changes

Related Tickers: WELL

TL;DR

Welltower's board is changing, with DeRosa out and Bloom in. Executive pay details also filed.

AI Summary

On December 3, 2024, Welltower Inc. reported changes in its board of directors and executive compensation arrangements. Specifically, the company announced the departure of Director Thomas J. DeRosa and the appointment of Dr. Ashley L. Bloom as a new director. Additionally, the filing details compensatory arrangements for certain officers, though specific dollar amounts are not provided in this section of the filing.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy, governance, and future financial performance.

Risk Assessment

Risk Level: low — This filing primarily concerns routine corporate governance and executive compensation disclosures, with no immediate financial distress or significant operational changes indicated.

Key Players & Entities

FAQ

Who has departed from Welltower Inc.'s board of directors?

Thomas J. DeRosa has departed from Welltower Inc.'s board of directors as of December 3, 2024.

Who has been appointed as a new director to Welltower Inc.'s board?

Dr. Ashley L. Bloom has been appointed as a new director to Welltower Inc.'s board.

What is the date of the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing is December 3, 2024.

What are the main topics covered in this 8-K filing?

This 8-K filing covers the departure of directors, election of directors, appointment of certain officers, and compensatory arrangements of certain officers.

In which state is Welltower Inc. incorporated?

Welltower Inc. is incorporated in Delaware.

From the Filing

0001193125-24-271923.txt : 20241206 0001193125-24-271923.hdr.sgml : 20241206 20241206061600 ACCESSION NUMBER: 0001193125-24-271923 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 14 CONFORMED PERIOD OF REPORT: 20241203 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20241206 DATE AS OF CHANGE: 20241206 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: 241530480 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 d908508d8k.htm 8-K 8-K false 0000766704 0000766704 2024-12-03 2024-12-03 0000766704 us-gaap:CommonStockMember 2024-12-03 2024-12-03 0000766704 well:GuaranteeOf4.800NotesDue2028IssuedByWelltowerOpLlcMember 2024-12-03 2024-12-03 0000766704 well:GuaranteeOf4.500NotesDue2034IssuedByWelltowerOpLlcMember 2024-12-03 2024-12-03     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): December 3, 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) Registrant’s 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Ap

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