Welltower Inc. Files Prospectus Supplement for Potential Issuance of 334,938 Shares

Welltower Inc. (NYSE: WELL) – Form 424B5 Prospectus Supplement Summary

Overview

On October 27, 2026, Welltower Inc. filed a prospectus supplement under Rule 424(b)(5) relating to the potential issuance of up to 334,938 shares of common stock.

Key Terms of the Offering

• Security: Common Stock, par value $1.00 per share.
• Transaction Mechanism: The shares are registered to satisfy Welltower's contractual obligation under an exchange agreement dated October 1, 2026, between Welltower, Silver Quebec LP, HCN Investment (Silver Quebec) GP Ltd., All Seniors Care Living Centres Ltd., and other holders of Class B LP Units.
• Exchange Details: Shares may be issued from time to time upon the tender and exchange of Class B LP Units of HCN Canadian Investment (Silver Quebec) LP. Exchanged units will be transferred to Silver Quebec LP for cancellation.
• Proceeds: Welltower will receive no cash proceeds from the issuance of these shares.

Capital Structure & Dilution Context

• Shares Outstanding: As of October 23, 2026, Welltower had 733,609,863 shares of common stock outstanding and no preferred stock outstanding.
• Dilution: The 334,938 shares registered represent less than 0.05% of common shares outstanding, representing negligible dilution to existing shareholders.
• Market Reference: The filing notes a closing price of $240.61 per share on October 26, 2026, giving the registered block an implied market value of approximately $80.59 million.