WELL · 10-K filed 12 Feb 2026 · year to 31 Dec 2025

Welltower

29 named things its latest annual report says its results depend on, each in the company's own words. 17 of them are also named by other companies we've read.

Read the filing on SEC.gov ↗

Customers

Integra Healthcare Properties

earns from · approximately 16% of our Triple-net segment revenues and 2% of total revenues

For the year ended December 31, 2025, our revenues related to our relationship with Integra Healthcare Properties (“Integra”) accounted for approximately 16% of our Triple-net segment revenues and 2% of total revenues.Business (Item 1)

Health systems (outpatient medical tenants)

earns from · approximately 91% of our outpatient medical building portfolio

As of December 31, 2025, approximately 91% of our outpatient medical building portfolio is affiliated with health systems (buildings directly on or adjacent to hospital campuses or with tenants that are satellite locations for the health system and its physicians).Business (Item 1)

U.K. Local Authorities

earns fromnamed as a risk

If we or our operators are found to be non-compliant, this may result in termination risks under our agreements with Local Authorities.Business (Item 1)

Partners and platforms

Care UK

depends on · 14% of Seniors Housing Operating Segment revenues

For the year ended December 31, 2025, Care UK, Cogir Management Company and Sunrise Senior Living accounted for 14%, 12% and 10% of Seniors Housing Operating Segment revenues, respectively.Business (Item 1)

Cogir Management Company

depends on · 12% of Seniors Housing Operating Segment revenues

Sunrise Senior Living

depends on · 10% of Seniors Housing Operating Segment revenues

Other companies

U.K. seniors housing portfolio acquisition

£5.2 billionnamed as a risk

The largest component of the transactions we announced in 2025 is the acquisition of a real estate portfolio of seniors housing communities in the U.K. for £5.2 billion.Risk factors (Item 1A)

Outpatient medical portfolio divestiture

approximately $7.2 billionnamed as a risk

For example, during the year ended December 31, 2025, we entered into a definitive agreement to sell an outpatient medical portfolio for a sales price of approximately $7.2 billion.Risk factors (Item 1A)

Places

United Kingdom

operates in · approximately 20.0% of total Welltower revenuesnamed as a risk

We have operations in the U.K. and Canada, which represent approximately 20.0% and 6.8% of total Welltower revenues, respectively.Risk factors (Item 1A)

Also named by AGX, AJG, AMP, BAC, BF/B, BGC, BRO, C and 59 more

Canada

operates in · 6.8% of total Welltower revenuesnamed as a risk

We have operations in the U.K. and Canada, which represent approximately 20.0% and 6.8% of total Welltower revenues, respectively.Risk factors (Item 1A)

Also named by AAP, AJG, ALL, AMRC, AOS, ARE, BBY, BF/B and 97 more

Hazards

Hurricanes, wildfires, earthquakes and floods

concentrated innamed as a risk

A significant number of our properties are located in regions particularly susceptible to severe weather conditions and natural disasters, including hurricanes, wildfires, earthquakes, tornadoes, floods and freeze events in typically warmer climates.Risk factors (Item 1A)

U.S. flood insurance market

exposed to its pricenamed as a risk

For example, the U.S. flood insurance market has been influenced by, among other things, the increasing occurrence of flood events and the introduction of a new governmental risk rating system, resulting in significant changes in the availability and affordability of coverage.Risk factors (Item 1A)

Commodities and inputs

Canadian Dollar

exposed to its price · $3,249,635,000 denominated in Canadian Dollarsnamed as a risk

Increases or decreases in the value of the Canadian Dollar or British Pounds Sterling relative to the U.S. Dollar impact the amount of net income we earn from our investments in Canada and the U.K.Market risk (Item 7A)

Also named by ABBV, ADBE, AMG, AYI, BBY, BWXT, CBRE, CDRE and 67 more

British Pound Sterling

exposed to its price · $1,411,725,000 denominated in Pounds Sterlingnamed as a risk

As of December 31, 2025, the total principal amount of foreign currency debt obligations was $4,661,360,000, including $1,411,725,000 denominated in Pounds Sterling and $3,249,635,000 denominated in Canadian Dollars.Market risk (Item 7A)

Also named by AMG, BGC, BKNG, CBRE, CTRE, FCFS, FDS, FIS and 31 more

Lumber

exposed to its pricenamed as a risk

For example, shortages and fluctuations in the price of lumber, electrical equipment or in other important raw materials have resulted in and could continue to result in delays in the start or completion of, or increase the cost of, developing one or more of our projects.Risk factors (Item 1A)

Also named by BLDR, DHI, GHC, HD, HHH, KIM, LEN, LOW and 11 more

Regulators

Centers for Medicare and Medicaid Services (CMS)

subject tonamed as a risk

Generally, long-term/post-acute care facilities are reimbursed by Medicare under prospective payment systems, which generally provide reimbursement based on a predetermined fixed amount per episode of care and are updated by the Centers for Medicare and Medicaid Services (“CMS”), an agency of the Department of Health and Human Services (“HHS”) annually.Business (Item 1)

Also named by ABBV, CDNA, CHE, DGX, DOC, ENSG, GD, GEHC and 6 more

Care Quality Commission (CQC)

subject tonamed as a risk

Care homes without nursing, regulated by the Care Quality Commission (“CQC”), are rental properties that provide essentially the same services as U.S. assisted living.Business (Item 1)

Also named by CTRE, OHI

Laws and programs

One Big Beautiful Bill Act (OBBBA)

subject to · approximately $1 trillionnamed as a risk

For example, the OBBBA contains a provision that, starting in 2028, will require state Medicaid programs to reduce reimbursement rates by 10 percentage points each year until they reach 100% or 110% of what Medicare pays.Risk factors (Item 1A)

Also named by AA, ABR, ADI, ADM, ALB, AMAT, AMGN, AMKR and 121 more

Medicare

subject tonamed as a risk

Our operators’ and tenants’ revenues are primarily driven by occupancy, private pay rates and Medicare and Medicaid reimbursement, if applicable.Risk factors (Item 1A)

Also named by ABT, ARWR, AXGN, BAX, BDX, BMY, BSX, CAH and 48 more

Medicaid

subject tonamed as a risk

The majority of the revenues received by the operators of these facilities are from the Medicare and Medicaid programs, with the balance representing reimbursement payments from private payors and patients.Business (Item 1)

Also named by ABBV, ABT, ARE, ARWR, BAX, BMY, BSX, CHE and 39 more

HIPAA

subject tonamed as a risk

While we have compliance programs in place designed to ensure compliance with HIPAA and other data privacy laws, there is a risk that we could incur liability if we fail to adequately protect personal data.Risk factors (Item 1A)

Also named by AFL, BAX, BBSI, CI, DHR, DOC, DOCN, DOCU and 19 more

OECD Pillar 2 global minimum tax

subject tonamed as a risk

In the event we do not qualify as a Real Estate Investment Vehicle, or one or more of our affiliates do not qualify as a “subsidiary” that is excluded from the Pillar 2 rules, or we do not otherwise qualify for a safe harbor under the Pillar 2 rules, we or our subsidiaries may be subject to Pillar 2 Taxes.Business (Item 1)

Also named by AJG, C, GTLB, GTX, IR, NOW, PPG, ZBH

Federal Anti-Kickback Statute

subject tonamed as a risk

In addition, we could potentially be directly subject to these healthcare fraud and abuse laws, as well as potential investigation or enforcement, as a result of our RIDEA-structured arrangements and certain collaboration or other arrangements we may pursue with stakeholders who are directly subject to these laws.Business (Item 1)

Also named by AXGN, DVA, MCK, RMD

SNF Value-Based Purchasing Program

subject tonamed as a risk

This may impact the reimbursement levels and public perception of our SNF tenants and operators.Business (Item 1)

Also named by CTRE, OHI

Certificate of Need (CON) laws

subject tonamed as a risk

CON and licensure laws may limit the number of potential operators of our tenant healthcare facilities, which could reduce the value of such properties if put up for sale.Business (Item 1)

Also named by CHE, SNDA

REIT Investment Diversification and Empowerment Act of 2007 (RIDEA)

subject tonamed as a risk

However, as the owner and TRS tenant of the property under a RIDEA structure, we are responsible for, and our financial performance is impacted by, operational and legal risks and liabilities of the property, including those described above, despite our limited ability to control or influence our operators’ management of these risks.Risk factors (Item 1A)

Also named by OHI

Inflation Reduction Act of 2022 Corporate Alternative Minimum Tax

subject tonamed as a risk

Our taxable REIT subsidiaries may be subject to material U.S. federal income taxes under the Corporate AMT.Business (Item 1)

Also named by MSTR

California SB-525

subject tonamed as a risk

For example, California SB-525, which became effective in June 2024, requires certain healthcare facility employers to pay wages for certain covered employees that are higher than other state-mandated minimum wages.Risk factors (Item 1A)

Quebec privacy legislation

subject tonamed as a risk

In September 2021, the province of Quebec adopted significant amendments to its privacy legislation (each of which are now in effect), including a new enforcement scheme with significant penalties and fines: up to CAD $10 million or 2% of global turnover (whichever is greater) for administrative monetary penalties and up to CAD $25 million or 4% of global turnover for penal fines.Business (Item 1)