UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
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| Item 8.01 | Other Events. |
On July 29, 2025, Welltower Inc., a Delaware corporation (the “Company”), filed with the Securities and Exchange Commission a prospectus supplement to the base prospectus, dated March 28, 2025, included in the Company’s automatic shelf registration statement on Form S-3 (File No. 333-286204) (the “Registration Statement”), to register the offer and resale by the selling stockholder identified therein of up to 949,412 shares of the Company’s common stock, par value $1.00 per share, which the Company issued as consideration for its recent acquisition of certain properties.
The Company is filing this Current Report on Form 8-K to provide legal and tax opinions of its counsel, Gibson, Dunn & Crutcher LLP, which opinions are attached hereto as Exhibits 5.1 and 8.1 and are incorporated by reference herein and in the Registration Statement.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| 5.1 |
| 8.1 |
| 23.1 | Consent of Gibson, Dunn & Crutcher LLP (included in Exhibits 5.1 and 8.1 hereto). |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WELLTOWER INC. | ||
| By: | /s/ MATTHEW MCQUEEN | |
| Name: | Matthew McQueen | |
| Title: | Chief Legal Officer and General Counsel | |
Date: July 29, 2025