CareTrust REIT, Inc. (NYSE: CTRE) announced the pricing of an underwritten public offering of 12.5 million shares of common stock for gross proceeds of approximately $509.4 million, according to a company statement.

The offering was increased from the previously announced 10 million shares. Underwriters have a 30-day option to purchase up to an additional 1.875 million shares. The offering is expected to close on May 20, 2026, subject to customary closing conditions.

Wells Fargo Securities and J.P. Morgan served as book-running managers for the offering. The company entered into separate forward sale agreements with Wells Fargo Securities, LLC and J.P. Morgan Securities LLC regarding the 12.5 million shares.

Under the forward sale structure, the forward purchasers are expected to borrow shares from third parties and sell them to underwriters. CareTrust REIT will not initially receive proceeds from the sale of shares by the forward purchasers. The company expects to physically settle the forward sale agreements within approximately one year from the prospectus supplement date.

Upon settlement of the forward sale agreements, CareTrust REIT intends to issue and deliver the shares to the forward purchasers. The company plans to contribute net proceeds to CTR Partnership, L.P., its operating subsidiary, for general corporate purposes including potential future acquisitions, investments, or debt repayment.

CareTrust REIT is a real estate investment trust that owns, acquires, develops and leases skilled nursing, seniors housing and other healthcare-related properties. The company operates a portfolio of long-term net-leased properties in the United States and United Kingdom.