Form 8-K WELLTOWER INC. For: May 20

 

 

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 20, 2019

 

 

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)		(I.R.S. 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
4.800% Notes due 2028		WELL28		New York Stock Exchange
4.500% Notes due 2034		WELL34		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; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Mercedes Kerr, who currently serves as the Executive Vice President, Business & Relationship Management of Welltower Inc. (the “Company”), will leave her current role on July 1, 2019 in order to assume the role of President of Belmont Village Senior Living, effective as of September 3, 2019.

Item 7.01 – Regulation FD Disclosure.

The Company issued a press release on May 20, 2019 announcing Ms. Kerr’s upcoming departure. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated in this Item 7.01 by reference.

The information contained in, or incorporated into, Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing.

Item 9.01 - Financial Statements and Exhibits.

(d) Exhibits.

 

99.1		Press release of Welltower Inc. dated May 20, 2019

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.

Date: May 21, 2019

 

Exhibit 99.1

Mercedes Kerr Named President of Belmont Village Senior Living, A Welltower Operating Partner

TOLEDO, Ohio, May 20, 2019 /PRNewswire/ — Welltower Inc. (NYSE: WELL) today announced that Mercedes Kerr, Executive Vice President, Business & Relationship Management, will be assuming the role of President of Belmont Village Senior Living on September 3^rd, 2019. Ms. Kerr will be leaving her current role with Welltower on July 1^st.

Ms. Kerr joined Welltower in 2008 and has served in her current position since 2016. During her tenure, she has been largely responsible for identifying, building and managing relationships with seniors housing operators, health systems, real estate developers and financial institutions to grow the Company’s health care real estate portfolio.

“On behalf of my colleagues, I would like to thank Mercedes for her service and instrumental contributions to the Company,” commented Tom DeRosa, Welltower’s Chairman and CEO. “She has been integral to the growth and evolution of our portfolio and broader organization, and is a respected leader in the seniors housing industry. Mercedes has been a trusted partner, leader and friend. I look forward to the opportunity to continue our collaboration as she takes on her new role at Belmont Village.”    

“Playing a role in the growth and transformation of Welltower while working alongside Tom DeRosa has been a tremendous privilege,” said Ms. Kerr. “This experience has enriched and prepared me well for this exciting opportunity at Belmont Village, as Patricia Will and I will continue to collaborate with Welltower to deliver best-in-class, next generation solutions in seniors housing.

“We have enjoyed a meaningful and successful relationship with Welltower where we have had the first-hand experience of working closely with Mercedes and Tom. We are very excited about our ongoing engagement as a premier independent partner of Welltower. We are also thrilled to add Mercedes’ incredible strength and stature to our excellent leadership team,” said Patricia Will, Belmont Village Founder and CEO.

About Welltower

Welltower Inc. (NYSE: WELL), an S&P 500 company headquartered in Toledo, Ohio, is driving the transformation of health care infrastructure. The Company invests with leading seniors housing operators, post-acute providers and health systems to fund the real estate infrastructure needed to scale innovative care delivery models and improve people’s wellness and overall health care experience. Welltower^®, a real estate investment trust (“REIT”), owns interests in properties concentrated in major, high-growth markets in the United States, Canada and the United Kingdom, consisting of seniors housing, post-acute communities and outpatient medical properties. More information is available at www.welltower.com.

About Belmont Village Senior Living

Belmont Village Senior Living is a fully integrated developer, owner and operator of high quality seniors housing communities. The company is a premier provider of independent living, assisted living and award-winning memory care in major market areas. Currently Belmont Village has 29 operating properties, comprising approximately 4,000 units, in seven states and Mexico City. Projects under construction and projected to open in 2019 include Belmont Village Lincoln Park in Chicago and Belmont Village Fort Lauderdale. Belmont Village communities are acclaimed for their high safety standards, attractive locations and distinctive architecture; each building is custom designed to complement and enhance its surrounding community. Belmont Village provides residents with innovative programs and services that are backed by best in class research and best practices, as well as around the clock support from highly trained staff members. In 2018, Belmont Village was certified as a Great Place to Work and ranked 15^th on FORTUNE Magazine’s Top 50 Best Workplaces in Aging Services list. For more information, please visit belmontvillage.com.

SOURCE Welltower Inc.

Tim McHugh, Phone: (646) 677-8743