Senior Unsecured Notes and Secured Debt

9 Months Ended

Sep. 30, 2026

At September 30, 2026, the annual principal payments due on our debt obligations were as follows (in thousands):


	Senior Unsecured Notes (1,2)		Secured Debt (3)		Other Financial Obligations (4)		Totals
2026	$	—	$	67,599	$	383	$	67,982
2027(5,6)	2,644,606		370,028		1,587		3,016,221
2028(7)	1,914,881		387,146		1,681		2,303,708
2029	2,252,786		549,240		1,780		2,803,806
2030	1,750,000		166,535		1,886		1,918,421
Thereafter(8,9,10)	6,272,555		1,680,626		249,904		8,203,085
Total principal balance	14,834,828		3,221,174		257,221		18,313,223
Unamortized discounts and premiums, net	(20,422)		—		—		(20,422)
Unamortized debt issuance costs, net	(61,076)		(11,462)		—		(72,538)
Fair value adjustments and other, net	(66,358)		(116,793)		116,986		(66,165)
Total carrying value of debt	$	14,686,972	$	3,092,919	$	374,207	$	18,154,098

(1) Annual interest rates range from 2.05% to 6.50%. The ending weighted average interest rate, after considering the effects of interest rate swaps, was 3.98% and 3.96% as of September 30, 2026 and September 30, 2025, respectively.

(2) Senior unsecured notes are generally issued by Welltower OP and are fully and unconditionally guaranteed by Welltower. The C$300,000,000 of 2.95% senior unsecured notes due 2027 have been issued through private placement by a wholly owned subsidiary of Welltower OP and are fully and unconditionally guaranteed by Welltower OP.

(3) Annual interest rates range from 1.74% to 5.98%. The ending weighted average interest rate, after considering the effects of interest rate swaps, was 4.10% and 4.09% as of September 30, 2026 and September 30, 2025, respectively. Gross real property value of the properties securing the debt totaled $6,576,886,000 at September 30, 2026.

(4) Represents financing obligations related to sale-leaseback transactions acquired that did not qualify for sale accounting which include an aggregate effective interest rate of 5.53%.

(5) Includes C$2,747,615,000 of unsecured term loans (approximately $1,933,496,000 based on the Canadian/U.S. Dollar exchange rate on September 30, 2026). The term loans mature on April 9, 2027 and bear interest at adjusted Canadian Overnight Repo Rate Average plus 0.65% (2.93% at September 30, 2026).

(6) Includes C$300,000,000 of 2.95% senior unsecured notes due 2027 (approximately $211,110,000 based on the Canadian/U.S. Dollar exchange rate in effect on September 30, 2026).

(7) Includes £550,000,000 of 4.80% senior unsecured notes due 2028 (approximately $729,630,000 based on the Pounds Sterling/U.S. Dollar exchange rate in effect on September 30, 2026).

(8) Includes £500,000,000 of 4.50% senior unsecured notes due 2034 (approximately $663,300,000 based on the Pounds Sterling/U.S. Dollar exchange rate in effect on September 30, 2026).

(9) Includes C$750,000,000 of 3.85% senior unsecured notes due 2031 (approximately $527,775,000 based on the Canadian/U.S. Dollar exchange rate in effect on September 30, 2026).

(10) Includes C$400,000,000 of 4.15% senior unsecured notes due 2033 (approximately $281,480,000 based on the Canadian/U.S. Dollar exchange rate in effect on September 30, 2026).

The following is a summary of our senior unsecured notes principal activity during the periods presented (dollars in thousands):


	Nine Months Ended
	September 30, 2026		September 30, 2025
Beginning balance	$	16,526,245	$	13,326,465
Debt issued	911,097		2,376,896
Debt extinguished	(1,888,206)		(1,299,575)
Debt exchanged or redeemed	(614,749)		—
Effect of foreign currency	(99,559)		110,000
Ending balance	$	14,834,828	$	14,513,786

On June 30, 2026, we amended our C$2,747,615,000 unsecured term loans to extend the maturity date from October 9, 2026 to April 9, 2027 and reduce the applicable margin by five basis points.

Welltower, the parent entity that consolidates Welltower OP and all other subsidiaries, fully and unconditionally guarantees to each holder of all series of senior unsecured notes issued by Welltower OP that the principal of and premium, if any, and interest on the notes will be promptly paid in full when due, whether at the applicable maturity date, by acceleration or redemption or otherwise, and interest on the overdue principal of and interest on the notes, if any, if lawful, and all other obligations of Welltower OP to the holders of the notes will be promptly paid in full or performed. Welltower’s guarantees of such notes are its senior unsecured obligation and rank equally with all of Welltower’s other future unsecured senior indebtedness and guarantees from time to time outstanding. Welltower’s guarantees of such notes are effectively subordinated to all liabilities of its subsidiaries and to its secured indebtedness to the extent of the assets securing such indebtedness. Because Welltower conducts substantially all of its business through its subsidiaries, Welltower’s ability to make required payments with respect to the guarantees depends on the financial results and condition of its subsidiaries and its ability to receive funds from its subsidiaries, whether by dividends, loans, distributions or other payments.

We may repurchase, redeem or refinance senior unsecured notes from time to time, taking advantage of favorable market conditions when available. We may purchase senior unsecured notes for cash through open market purchases, privately negotiated transactions, a tender offer or, in some cases, through the early redemption of such securities pursuant to their terms. The senior unsecured notes are redeemable at our option, at any time in whole or from time to time in part, subject to certain contractual restrictions, at a redemption price equal to the sum of: (i) the principal amount of the notes (or portion of such notes) being redeemed plus accrued and unpaid interest thereon up to the redemption date and (ii) any “make-whole” amount due under the terms of the notes in connection with early redemptions. Redemptions and repurchases of debt, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors.

Exchangeable Senior Unsecured Notes

In May 2023, Welltower OP issued $1,035,000,000 aggregate principal amount of 2.750% exchangeable senior unsecured notes maturing May 15, 2028 (the “2028 Exchangeable Notes”) unless earlier exchanged, purchased or redeemed. In July 2024, Welltower OP issued $1,035,000,000 aggregate principal amount of 3.125% exchangeable senior unsecured notes maturing July 15, 2029 (the “2029 Exchangeable Notes”) unless earlier exchanged, purchased or redeemed. These notes are referred to collectively as the “Exchangeable Notes.”

The following is a summary of the outstanding exchangeable features:


	Number of shares of Welltower Inc. Common Stock into which $1,000 of Principal is Exchangeable(1)	Approximate Equivalent Exchange Price per Share(1)		Exchangeable Date

2028 Exchangeable Notes	10.5390	$	94.89	November 15, 2027
2029 Exchangeable Notes	7.8354	$	127.63	January 15, 2029

(1) The exchange rate is subject to adjustment upon the occurrence of specified events, including in the event of the payment of a quarterly dividend in excess of a specified amount, but will not be adjusted for any accrued and unpaid interest. The amounts presented reflect the impact of the exchange rate adjustments resulting from the actual dividend rates paid.

Prior to the close of business on the business day immediately preceding the respective exchangeable dates noted in the table above, the Exchangeable Notes are exchangeable at the option of the holders only upon certain circumstances and during certain periods. On or after the respective exchangeable dates noted in the table above, the Exchangeable Notes will be exchangeable at the option of the holders at any time prior to the close of business on the second scheduled trading day

preceding the maturity date. Welltower OP will settle exchanges of the Exchangeable Notes by delivering cash up to the principal amount of the Exchangeable Notes exchanged and, in respect of the remainder of the exchanged value, if any, in excess thereof, cash or shares of Welltower’s common stock or a combination thereof, at the election of Welltower OP.

As of September 30, 2026, the Exchangeable Notes were exchangeable at the option of the holders. During the nine months ended September 30, 2026, holders of the 2028 Exchangeable Notes exchanged an aggregate principal amount of $614,749,000, which were settled for cash consideration. No 2029 Exchangeable Notes were presented for exchange during the nine months ended September 30, 2026.

Welltower OP may redeem the 2028 Exchangeable Notes and 2029 Exchangeable Notes, at its option in whole or in part, on any business day on or after May 20, 2026 and July 20, 2027, respectively, if the last reported sales price of the common stock has been at least 130% of the exchange price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which Welltower OP provides notice of redemption. The redemption price will be equal to 100% of the principal amount of the Exchangeable Notes to be redeemed, plus accrued and unpaid interest, if any, to but excluding the redemption date. As of September 30, 2026, the 2028 Exchangeable Notes were redeemable by Welltower OP.

The following is a summary of the components of the outstanding Exchangeable Notes as of September 30, 2026 and December 31, 2025 (in thousands):


	September 30, 2026				December 31, 2025
	2028 Exchangeable Notes		2029 Exchangeable Notes		2028 Exchangeable Notes		2029 Exchangeable Notes
Principal	$	420,251	$	1,035,000	$	1,035,000	$	1,035,000
Less: unamortized debt issuance costs	2,971		11,121		10,951		14,112
Net carrying value included in senior unsecured notes	$	417,280	$	1,023,879	$	1,024,049	$	1,020,888

The following is a summary of our interest expense recognized related to the Exchangeable Notes for the periods presented (in thousands):


	Three Months Ended				Nine Months Ended
	September 30, 2026		September 30, 2025		September 30, 2026		September 30, 2025
Contractual interest expense	$	12,849	$	15,202	$	42,977	$	45,606
Amortization of debt issuance costs	1,817		2,177		6,147		6,543
Total interest expense	$	14,666	$	17,379	$	49,124	$	52,149

The following is a summary of our secured debt principal activity for the periods presented (in thousands):


	Nine Months Ended
	September 30, 2026		September 30, 2025
Beginning balance	$	2,573,080	$	2,467,223

Debt issued	332,884		—
Debt assumed	556,755		469,130
Debt extinguished	(141,259)		(288,492)


Principal payments	(55,459)		(47,709)
Effect of foreign currency	(44,827)		29,829
Ending balance	$	3,221,174	$	2,629,981

Our debt agreements contain various covenants, restrictions and events of default. Certain agreements require us to maintain certain financial ratios and minimum net worth and impose certain limits on our ability to incur indebtedness, create liens and make investments or acquisitions. As of September 30, 2026, we were in compliance in all material respects with all of the covenants under our debt agreements.