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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
 
February 2, 2026
Date of Report (Date of earliest event reported)

Healthpeak Properties, Inc.
(Exact name of registrant as specified in its charter)
Maryland   001-08895   33-0091377
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)
 
4600 South Syracuse Street, Suite 500
Denver, CO 80237
(Address of principal executive offices) (Zip Code)
 
(720) 428-5050
(Registrant’s telephone number, including area code)
 
N/A
(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 DOC 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 2.02                                           Results of Operations and Financial Condition.
 
On February 2, 2026, Healthpeak Properties, Inc., a Maryland corporation (“Healthpeak”), issued a press release setting forth its financial results for the fourth quarter and year ended December 31, 2025. The press release refers to the Discussion and Reconciliation of Non-GAAP Financial Measures, which is available in the Investor Relations section of Healthpeak’s website, free of charge, at http://ir.healthpeak.com/quarterly-results. The press release and Discussion and Reconciliation of Non-GAAP Financial Measures are furnished herewith as Exhibits 99.1 and 99.3, respectively, and are incorporated by reference herein.
 
The information set forth in this Item 2.02 of this Current Report on Form 8-K and the related information in Exhibits 99.1 and 99.3 attached hereto are being furnished herewith, and shall not be deemed filed for 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, and shall not be incorporated by reference in any filing with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference therein.

Item 7.01                                           Regulation FD Disclosure.
 
A supplemental report containing financial results and related information of Healthpeak for the fourth quarter and year ended December 31, 2025 is furnished as Exhibit 99.2 hereto and incorporated by reference herein. The supplemental report is also available in the Investor Relations section of Healthpeak’s website, free of charge, at http://ir.healthpeak.com/quarterly-results.

The information set forth in this Item 7.01 of this Current Report on Form 8-K and the related information in Exhibit 99.2 attached hereto is being furnished herewith, and shall not be deemed filed for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing with the Securities and Exchange Commission under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference therein.

Item 9.01                                           Financial Statements and Exhibits.
 
(d)                                 Exhibits.  The following exhibits are being furnished herewith:
 
No.   Description
     
99.1  
     
99.2  
     
99.3  
104 Cover Page Interactive Data File (embedded within the inline XBRL document and contained in Exhibit 101).

2


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: February 2, 2026  
Healthpeak Properties, Inc.
 
   
   
  By: /s/ Kelvin O. Moses
    Kelvin O. Moses
    Chief Financial Officer

3
EX-99.1 2 ex99112312025.htm EX-99.1 Document
Exhibit 99.1
    



Healthpeak Properties Provides Strategic Initiatives Update and Reports Fourth Quarter 2025 Results
DENVER, February 2, 2026 - Healthpeak Properties, Inc. (NYSE: DOC), a leading owner, operator, and developer of real estate for healthcare discovery and delivery, today provided a strategic initiatives update and announced results for the quarter ended December 31, 2025.
STRATEGIC INITIATIVES AND COMMENTARY
–We recently announced the formation and planned initial public offering ("IPO") of Janus Living, Inc., a real estate investment trust (“REIT”) dedicated to senior housing. Given its relative scale within Healthpeak, the public markets have had difficulty properly valuing our senior housing portfolio and platform. The IPO is intended to enable Healthpeak to unlock value immediately, and leverage our industry expertise and relationships. Healthpeak will have strong alignment through stock ownership of Janus Living.
–We are capitalizing on strong private market demand for outpatient medical real estate by selling fully stabilized assets and recycling capital into higher growth opportunities, including highly strategic life science campuses in our core submarkets at what we believe is an attractive investment basis. We are well underway on our opportunistic capital recycling plan, including $1 billion of asset sales, recapitalizations, and loan repayments in 2026. These potential transactions would provide further flexibility to recycle capital into highly pre-leased outpatient medical developments at higher returns, acquire assets with significant upside, and/or repurchase shares.
–Our technology innovation initiatives are focused on automation, superior and faster decision-making, and better servicing our clients. We recently welcomed Omkar Joshi as Head of Enterprise Innovation to lead Healthpeak’s technology, automation, and data initiatives and oversee the continued rollout of our agentic operating system to improve performance across the back office and tenant experience.
–Our earnings guidance for 2026 reflects the life science environment over the past several years, which peaked in intensity in the first half of 2025. We believe improvement in biopharma M&A and capital markets activity that started in Fall 2025 has continued into early 2026, new deliveries are minimal, and certain life science buildings are pivoting to alternative uses. This backdrop supports our view that life science real estate fundamentals are at or near an inflection point, while continuing to acknowledge that a full recovery will take time.
FOURTH QUARTER 2025 FINANCIAL PERFORMANCE AND RECENT HIGHLIGHTS
–Net income of $0.16 per share, Nareit FFO of $0.47 per share, FFO as Adjusted of $0.47 per share, AFFO of $0.40 per share, and Total Merger-Combined Same-Store Cash (Adjusted) NOI growth of +3.9%
–On January 4, 2026, Healthpeak's Board of Directors declared a monthly common stock cash dividend of $0.10167 per share for each of January, February, and March of 2026, representing cash dividends totaling $0.305 per share for the first quarter, and an annualized dividend amount of $1.22 per share
–Fourth quarter new and renewal lease executions totaled 2.1 million square feet:
•Outpatient Medical new lease executions totaled 288,000 square feet and renewal lease executions totaled 1.5 million square feet, with +4.4% cash releasing spreads on renewals
◦Subsequent to the fourth quarter, and through February 2, 2026, executed approximately 910,000 square feet of Outpatient Medical leases and signed letters of intent ("LOI")
•Lab new lease executions totaled 261,000 square feet and renewal lease executions totaled 72,000 square feet, with renewals averaging an 84-month term, $0.11 per square foot per year average tenant improvements, and -1.7% cash releasing spreads on renewals
◦Subsequent to the fourth quarter, and through February 2, 2026, executed approximately 100,000 square feet of Lab leases and signed LOIs
–Life Plan fourth quarter year-over-year and sequential Merger-Combined Same-Store Cash (Adjusted) NOI growth of +16.7% and +15.4%, respectively
–Acquired a 1.4 million square foot campus in South San Francisco for $600 million –Acquired the remaining 46.5% joint venture partner’s interest in a 19-community senior housing portfolio for $314 million and entered into a purchase and sale agreement ("PSA") or LOI for an additional $360 million of senior housing acquisitions
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–Closed on $325 million of outpatient medical sales and received loan repayments totaling $24 million in the fourth quarter 2025
–In January 2026, executed an LOI for the recapitalization and sale of an 80% joint venture interest in a six-property outpatient medical portfolio with a gross valuation of $212 million, which is expected to generate proceeds of approximately $170 million
–Net Debt to Adjusted EBITDAre was 5.2x for the quarter ended December 31, 2025
FULL YEAR 2025 HIGHLIGHTS
–Net income of $0.10 per share, Nareit FFO of $1.81 per share, FFO as Adjusted of $1.84 per share, AFFO of $1.69 per share, and Total Merger-Combined Same-Store Cash (Adjusted) NOI growth of +4.0%
–Outpatient Medical new lease executions totaled a record 1 million square feet and renewal lease executions totaled 3.9 million square feet with 79% retention and +5.0% cash releasing spreads on renewals
–Lab new lease executions totaled 562,000 square feet and renewal lease executions totaled 889,000 square feet with 72% retention and +5.0% cash releasing spreads on renewals
–Life Plan full year Merger-Combined Same-Store Cash (Adjusted) NOI growth of +12.6% and record high non-refundable entry fee cash collections of $153 million
•2025 marked Healthpeak's fourth consecutive year of record non-refundable entry fee cash collections
–Asset sales and loan repayments totaling $511 million
–2025 sustainability and responsible business recognitions include:
•Obtained 6 new LEED certifications, 14 new ENERGY STAR certifications, 135 ENERGY STAR recertifications, and 13 ENERGY STAR NextGen certifications in 2025
•Received a Green Star rating from the Global Real Estate Sustainability Benchmark (“GRESB”)
•Named to Newsweek’s America’s Most Responsible Companies list for the seventh consecutive year
•Named a constituent S&P Global North America Dow Jones Sustainability Index for the twelfth consecutive year and named a constituent in the S&P Global Dow Jones Sustainability World Index for the fifth time
•Named to the S&P Global Sustainability Yearbook for the tenth consecutive year
To learn more about Healthpeak's commitment to responsible business and view our Corporate Impact Report, please visit www.healthpeak.com/corporate-impact.

FOURTH QUARTER COMPARISON
  Three Months Ended
December 31, 2025
Three Months Ended
December 31, 2024
(in thousands, except per share amounts) Amount Per Share Amount Per Share
Diluted Net income (loss) applicable to common shares $ 113,848  $ 0.16  $ 4,400  $ 0.01 
Diluted Nareit FFO applicable to common shares 333,105  0.47  311,396  0.44 
Diluted FFO as Adjusted applicable to common shares 331,713  0.47  329,264  0.46 
Diluted AFFO applicable to common shares 284,130  0.40  311,923  0.44 

FULL YEAR COMPARISON
  Year Ended
December 31, 2025
Year Ended
December 31, 2024
(in thousands, except per share amounts) Amount Per Share Amount Per Share
Diluted Net income (loss) applicable to common shares $ 70,513  $ 0.10  $ 242,491  $ 0.36 
Diluted Nareit FFO applicable to common shares 1,287,192  1.81  1,108,941  1.61 
Diluted FFO as Adjusted applicable to common shares 1,310,448  1.84  1,247,929  1.81 
Diluted AFFO applicable to common shares 1,201,778  1.69  1,156,876  1.68 
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MERGER-COMBINED SAME-STORE ("SS") OPERATING SUMMARY
The table below outlines the year-over-year three-month and full year total Merger-Combined SS Cash (Adjusted) NOI growth.
Year-Over-Year Total Merger-Combined SS Cash (Adjusted) NOI Growth
Three Month Full Year
SS Growth % % of SS SS Growth % % of SS
Outpatient Medical 4.1 % 54.1 % 3.9 % 54.8 %
Lab (0.3 %) 33.9 % 1.5 % 34.1 %
Life Plan 16.7 % 12.0 % 12.6 % 11.1 %
Total Merger-Combined SS Cash (Adjusted) NOI 3.9 % 100.0 % 4.0 % 100.0 %
Nareit FFO, FFO as Adjusted, AFFO, Total Merger-Combined Same-Store Cash (Adjusted) NOI, and Net Debt to Adjusted EBITDAre are supplemental non-GAAP financial measures that we believe are useful in evaluating the operating performance and financial position of real estate investment trusts. See "December 31, 2025 Discussion and Reconciliation of Non-GAAP Financial Measures" for definitions, discussions of their uses and inherent limitations, and reconciliations to the most directly comparable financial measures calculated and presented in accordance with GAAP, available in the Investor Relations section of our website at http://ir.healthpeak.com/quarterly-results. See also the "Funds From Operations" and "Adjusted Funds From Operations" sections of this release for additional information.


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DIVIDEND
On January 4, 2026, Healthpeak's Board of Directors declared a monthly common stock cash dividend of $0.10167 per share for each of January, February, and March of 2026, representing cash dividends totaling $0.305 per share for the first quarter, and an annualized dividend amount of $1.22 per share. The dividend is payable on the payment dates set forth in the table below to stockholders of record as of the close of business on the corresponding record date.
Record Date Payment Date Amount
January 16, 2026 January 30, 2026 $0.10167 per common share
February 13, 2026 February 27, 2026 $0.10167 per common share
March 17, 2026 March 31, 2026 $0.10167 per common share
SENIOR HOUSING ACQUISITIONS
In December 2025, Healthpeak assembled an approximately $675 million pipeline of senior housing investments. In January 2026, Healthpeak closed on the buyout of its joint venture partner's share of a portfolio totaling approximately $314 million. The remaining approximately $360 million acquisition pipeline is anticipated to close during the first quarter 2026. Healthpeak is targeting 8% to 9% cash NOI yields upon stabilization across these investments. No assurance can be given that such cash NOI yields ranges will be achieved.
JOINT VENTURE BUYOUT
In January 2026, Healthpeak acquired its joint venture partner’s 46.5% interest in a previously unconsolidated joint venture that held a portfolio of 19 senior housing communities for approximately $314 million. The portfolio is concentrated in high-growth markets, including Houston and Denver, and comprises 3,355 units, with independent living units representing approximately 73% of the total units. Occupancy in the portfolio was 81.7% as of the fourth quarter of 2025.
Healthpeak now has full decision-making control of the portfolio and has reached management transition agreements with Pegasus Senior Living and Ciel Senior Living. The new contracts include strong alignment through performance incentives. Healthpeak believes these operator transitions will position the properties to capture embedded occupancy and NOI growth from improved operational performance.
$360 MILLION ACQUISITION PIPELINE
Healthpeak entered into a PSA for a two-building senior housing portfolio in the Atlanta MSA, and is also under LOI on a three-building senior housing portfolio in the Orlando MSA. The projects represent over 700 units on a combined basis and will be operated by leading operators well known to Healthpeak under management contracts with strong alignment.
GATEWAY CROSSING CAMPUS ACQUISITION
As previously announced, in December 2025 and January 2026, Healthpeak closed on the acquisition of Gateway Crossing, a 1.4-million square foot campus on 29 acres located on Gateway Boulevard in South San Francisco for a total of $600 million, representing a low-6% going-in yield.
The seven-building campus is 63% occupied and includes a 15,000-square foot amenity building, along with additional density potential that could support lab, office, or mixed-use development over time. The acquisition deepens and expands Healthpeak’s tenant relationships within the submarket. Healthpeak’s footprint in South San Francisco now totals approximately 6.5 million square feet across 210 acres, further solidifying its leadership position in one of the world’s most dynamic biopharma submarkets.
DISPOSITIONS AND LOAN REPAYMENTS
DISPOSITIONS
In January 2026, Healthpeak executed an LOI for the recapitalization and sale of an 80% joint venture interest in a six-property outpatient medical portfolio with a gross valuation of $212 million, which is expected to generate proceeds of approximately $170 million.
In January 2026, Healthpeak closed on a previously disclosed sale of a leasehold interest in a four-building, 239,000 square foot lab campus in Salt Lake City, Utah as part of a contractual purchase option with the ground lessor. The purchase price was approximately $68 million, representing a cash capitalization rate of approximately 11%.
As previously disclosed, during the fourth quarter of 2025, Healthpeak closed on 834,000 square feet of outpatient medical dispositions for approximately $325 million, representing a low-6% cash capitalization rate.
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LOAN REPAYMENTS
During the fourth quarter of 2025, Healthpeak received loan repayments of $24 million at a blended interest rate of 8.2%, bringing total 2025 loan repayments to $150 million at a blended interest rate of 9.9%.
PLATFORM ENHANCEMENTS
Over the past year, Healthpeak has continued to strengthen its platform with key leadership additions across enterprise innovation, finance, legal, life science, and transactions.
•Omkar Joshi joined Healthpeak in January 2026 as Head of Enterprise Innovation. Mr. Joshi joins Healthpeak from Palantir Technologies, where he spent a decade deploying operational AI for enterprise and public-sector clients and leading data-driven strategy, analytics, and technology-enabled transformation. Most recently, Mr. Joshi led Palantir’s Real Estate solutions for both private and public institutional investors.
•Jonathan Hughes, CFA, joined Healthpeak in January 2026 as Senior Vice President to lead finance and investor relations activities related to our senior housing portfolio. Mr. Hughes brings 16 years of capital markets experience, most recently covering REITs at Raymond James.
•Jeff Miller rejoined Healthpeak in January 2026 as Senior Vice President – General Counsel to lead legal activities related to our senior housing portfolio. Mr. Miller brings decades of healthcare REIT experience, including eight years at Healthpeak as General Counsel and Head of Senior Housing.
•Austin Lee rejoined Healthpeak in 2026 as Vice President – Investments, with a focus on Senior Housing investments. Mr. Lee returns to Healthpeak following work in real estate private equity where he focused on senior housing acquisitions, asset management, and business development.
•Denis Sullivan joined Healthpeak in August 2025 as Managing Director – Lab Investments and San Diego Market Lead. Mr. Sullivan brings two decades of life science real estate leadership, with experience spanning investments, operations, and capital strategy having served as CIO / CFO at BioMed Realty.
•Claire Donegan Brown joined Healthpeak in January 2025 as Senior Vice President, assuming leadership of the company’s Boston lab portfolio. Ms. Brown brings 13 years of experience in leasing, development, and asset management within the Boston market, including prior roles at BXP, a publicly traded REIT, and Greatland Realty Partners, an owner and developer of lab real estate in Boston.
BALANCE SHEET
In January 2026, Healthpeak repaid $103 million of senior housing secured mortgage debt. Following the repayment, Healthpeak's senior housing portfolio is unencumbered.
JANUS LIVING
On January 7, 2026, Healthpeak announced the formation and planned IPO of Janus Living, Inc. a REIT dedicated to senior housing. Additionally, on January 7, 2026, Healthpeak also announced it confidentially submitted a draft registration statement on Form S-11 to the United States Securities and Exchange Commission (“SEC”) in December 2025 related to the proposed Janus Living IPO.
Healthpeak expects to complete the IPO in the first half of 2026, subject to market conditions, receipt of regulatory approvals, completion of the related financings, completion of the SEC’s review, and other customary conditions.
An investor presentation regarding the transaction can be found on the Investor Relations section of Healthpeak’s website, ir.healthpeak.com
2026 GUIDANCE
For the full year 2026, we have established the following guidance ranges:
•Diluted earnings per common share from $0.34 – $0.38
•Diluted Nareit FFO per share of $1.70 – $1.74
•Diluted FFO as Adjusted per share of $1.70 – $1.74
•Total Merger-Combined Same-Store Cash (Adjusted) NOI growth of (1%) – 1%
These estimates are based on our current view of existing market conditions, transaction timing, and other assumptions for the year ending December 31, 2026. For additional details and assumptions, please see page 13 in our corresponding Supplemental Report and the Discussion and Reconciliation of Non-GAAP Financial Measures, both of which are available in the Investor Relations section of our website at http://ir.healthpeak.com.
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CONFERENCE CALL INFORMATION
Healthpeak has scheduled a conference call and webcast for Tuesday, February 3, 2026, at 8:00 a.m. Mountain Time.
The conference call can be accessed in the following ways:
•Healthpeak’s website: https://ir.healthpeak.com/news-events
•Webcast: https://events.q4inc.com/attendee/580523964. Joining via webcast is recommended for those who will not be asking questions.
•Telephone: The participant dial-in number is (800) 715-9871
An archive of the webcast will be available on Healthpeak’s website through February 2, 2027, and a telephonic replay can be accessed through February 10, 2026, by dialing (800) 770-2030 and entering conference ID number 95156.
ABOUT HEALTHPEAK
Healthpeak Properties, Inc. is a fully integrated real estate investment trust (REIT) and S&P 500 company. Healthpeak owns, operates, and develops high-quality real estate focused on healthcare discovery and delivery.
FORWARD-LOOKING STATEMENTS
Statements contained in this release that are not historical facts are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, among other things, statements regarding our and our officers' intent, belief or expectation as identified by the use of words such as "may," "will," "project," "expect," "believe," "intend," "anticipate," "seek," "target," "forecast," "plan," "potential," "estimate," "could," "would," "should" and other comparable and derivative terms or the negatives thereof. Examples of forward-looking statements include, among other things: (i) statements regarding timing, outcomes and other details relating to the proposed Janus Living IPO or current, pending or contemplated acquisitions, dispositions, developments, redevelopments, joint venture transactions, leasing activity and commitments, financing activities, or other transactions discussed in this release; (ii) the payment of a monthly cash dividend; and (iii) the information presented under the heading "2026 Guidance Information." Pending acquisitions, dispositions, joint venture transactions, leasing activity, and financing activity, including those subject to binding agreements, remain subject to closing conditions and may not be completed within the anticipated timeframes or at all. Forward-looking statements reflect our current expectations and views about future events and are subject to risks and uncertainties that could significantly affect our future financial condition and results of operations. While forward-looking statements reflect our good faith belief and assumptions we believe to be reasonable based upon current information, we can give no assurance that our expectations or forecasts will be attained. Further, we cannot guarantee the accuracy of any such forward-looking statement contained in this release, and such forward-looking statements are subject to known and unknown risks and uncertainties that are difficult to predict. These risks and uncertainties include, but are not limited to: changes to regulatory, funding, staffing, trade, and other policies and actions by the U.S.
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political administration; macroeconomic trends that may increase borrowing, construction, labor and other operating costs; changes within the life science industry, and significant regulation, funding requirements, and uncertainty faced by our lab tenants; factors adversely affecting our tenants’, operators’, or borrowers’ ability to meet their financial and other contractual obligations to us; the insolvency or bankruptcy of one or more of our major tenants, operators, or borrowers; our concentration of real estate investments in the healthcare property sector, which makes us more vulnerable to a downturn in that specific sector than if we invested across multiple sectors; the illiquidity of real estate investments; our ability to identify and secure new or replacement tenants and operators; our property development, redevelopment, and tenant improvement risks, which can render a project less profitable or unprofitable and delay or prevent its undertaking or completion; the ability of the hospitals on whose campuses our outpatient medical buildings are located and their affiliated healthcare systems to remain competitive or financially viable; operational risks associated with our senior housing properties managed by third parties, including our properties operated through structures permitted by the Housing and Economic Recovery Act of 2008, which includes most of the provisions previously proposed in the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”); the failure of our tenants, operators, and borrowers to comply with federal, state, and local laws and regulations, including resident health and safety requirements, as well as licensure, certification, and inspection requirements; required regulatory approvals to transfer our senior housing properties; compliance with the Americans with Disabilities Act and fire, safety, and other regulations; the requirements of, or changes to, governmental reimbursement programs such as Medicare or Medicaid; economic conditions, natural disasters, weather, and other conditions that negatively affect geographic areas where we have concentrated investments; uninsured or underinsured losses, which could result in a significant loss of capital invested in a property, lower than expected future revenues, and unanticipated expenses; our use of joint ventures may limit our returns on and our flexibility with jointly owned investments; our use of rent escalators or contingent rent provisions in our leases; competition for suitable healthcare properties to grow our investment portfolio; our ability to exercise rights on collateral securing our real estate-related loans; any requirement that we recognize reserves, allowances, credit losses, or impairment charges; investment of substantial resources and time in transactions that are not consummated; our ability to successfully integrate and/or operate acquisitions or internalize property management; the potential impact of unfavorable resolution of litigation or disputes and resulting rising liability and insurance costs; environmental compliance costs and liabilities associated with our real estate investments; environmental, social and governance and sustainability commitments and changing requirements, as well as stakeholder expectations; epidemics, pandemics, or other infectious diseases, and health and safety measures intended to reduce their spread; our past participation in the Coronavirus Aid, Relief, and Economic Security Act Provider Relief Fund and other Covid-related stimulus and relief programs; laws or regulations prohibiting eviction of our tenants; human capital risks, including the loss or limited availability of our key personnel; our reliance on information technology and any material failure, inadequacy, interruption, or security failure of that technology; the use of, or inability to use, artificial intelligence by us, our tenants, our vendors, and our investors; volatility, disruption, or uncertainty in the financial markets; increased interest rates and borrowing costs, which could impact our ability to refinance existing debt, sell properties, and conduct investment activities; cash available for distribution to stockholders and our ability to make dividend distributions at expected levels; the availability of external capital on acceptable terms or at all; an increase in our level of indebtedness; covenants in our debt instruments, which may limit our operational flexibility, and breaches of these covenants; volatility in the market price and trading volume of our common stock; adverse changes in our credit ratings; the pending initial public offering of Janus Living may not be completed on the currently contemplated timeline or terms, or at all, and may not achieve the intended benefits; our economic exposure to shifts in the price of Janus Living common stock and our ability to control the assets and activities of Janus Living; potential conflicts of interest in our relationship with Janus Living; our ability to maintain our qualification as a real estate investment trust (“REIT”); our taxable REIT subsidiaries being subject to corporate level tax; tax imposed on any net income from “prohibited transactions”; changes to U.S. federal income tax laws, and potential deferred and contingent tax liabilities from corporate acquisitions; calculating non-REIT tax earnings and profits distributions; tax protection agreements that may limit our ability to dispose of certain properties and may require us to maintain certain debt levels; ownership limits in our charter that restrict ownership in our stock, and provisions of Maryland law and our charter that could prevent a transaction that may otherwise be in the interest of our stockholders; conflicts of interest between the interests of our stockholders and the interests of holders of Healthpeak OP, LLC (“Healthpeak OP”) common units; provisions in the operating agreement of Healthpeak OP and other agreements that may delay or prevent unsolicited acquisitions and other transactions; our status as a holding company of Healthpeak OP; and other risks and uncertainties described from time to time in our Securities and Exchange Commission filings.
Moreover, other risks and uncertainties of which we are not currently aware may also affect our forward-looking statements, and may cause actual results and the timing of events to differ materially from those anticipated. The forward-looking statements made in this communication are made only as of the date hereof or as of the dates indicated in the forward-looking statements, even if they are subsequently made available by us on our website or otherwise. We do not undertake any obligation to update or supplement any forward-looking statements to reflect actual results, new information, future events, changes in its expectations or other circumstances that exist after the date as of which the forward-looking statements were made.
CONTACT
Andrew Johns, CFA
Senior Vice President – Finance and Investor Relations
720-428-5400


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Healthpeak Properties, Inc.
Consolidated Balance Sheets
In thousands, except share and per share data
December 31,
2025
December 31,
2024
Assets    
Real estate:    
Buildings and improvements $ 16,593,535  $ 16,115,283 
Development costs and construction in progress 1,010,657  880,393 
Land and improvements 3,007,346  2,918,758 
Accumulated depreciation (4,512,443) (4,083,030)
Net real estate 16,099,095  15,831,404 
Loans receivable, net of reserves of $11,345 and $10,499 606,020  655,917 
Investments in unconsolidated joint ventures 802,601  936,814 
Accounts receivable, net of allowance of $2,018 and $2,243 78,327  76,810 
Cash and cash equivalents 467,457  119,818 
Restricted cash 70,245  64,487 
Intangible assets 654,516  817,254 
Assets held for sale 80,621  7,840 
Right-of-use asset 412,198  424,173 
Deferred tax assets 111,248  115,258 
Goodwill 68,529  68,529 
Other assets 885,161  819,951 
Total assets $ 20,336,018  $ 19,938,255 
Liabilities and Equity    
Bank line of credit and commercial paper $ 1,078,850  $ 150,000 
Term loans 1,647,113  1,646,043 
Senior unsecured notes 6,772,722  6,563,256 
Mortgage debt 349,209  356,750 
Intangible liabilities 173,697  191,884 
Liabilities related to assets held for sale 11,900  — 
Lease liability 296,260  307,220 
Accounts payable, accrued liabilities, and other liabilities 718,509  725,342 
Deferred revenue 985,307  940,136 
Total liabilities 12,033,567  10,880,631 
Commitments and contingencies
Redeemable noncontrolling interests 159,581  2,610 
Common stock, $1.00 par value: 1,500,000,000 shares authorized; 695,036,731 and 699,485,139 shares issued and outstanding 695,037  699,485 
Additional paid-in capital 12,767,914  12,847,252 
Cumulative dividends in excess of earnings (5,952,920) (5,174,279)
Accumulated other comprehensive income (loss) (9,937) 28,818 
Total stockholders’ equity 7,500,094  8,401,276 
Joint venture partners 295,455  315,821 
Non-managing member unitholders 347,321  337,917 
Total noncontrolling interests 642,776  653,738 
Total equity 8,142,870  9,055,014 
Total liabilities and equity $ 20,336,018  $ 19,938,255 
Page 8


Healthpeak Properties, Inc.
Consolidated Statements of Operations
In thousands, except per share data
  Three Months Ended
December 31,
Year Ended
December 31,
  2025 2024 2025 2024
Revenues:
 Rental and related revenues $ 549,029  $ 535,131  $ 2,156,743  $ 2,087,196 
 Resident fees and services 155,749  145,963  603,989  568,475 
 Interest income and other 14,624  16,894  61,780  44,778 
 Total revenues 719,402  697,988  2,822,512  2,700,449 
 Costs and expenses:  
 
 Operating 287,853  277,026  1,129,099  1,074,861 
 Depreciation and amortization 262,086  274,469  1,058,865  1,057,205 
 Interest expense 80,638  70,508  305,178  280,430 
 General and administrative 23,627  23,929  90,416  97,162 
 Transaction and merger-related costs 7,351  10,572  25,520  132,685 
 Impairments and loan loss reserves (recoveries), net (776) 11,632  (893) 22,978 
 Total costs and expenses 660,779  668,136  2,608,185  2,665,321 
 Other income (expense):  
 
 Gain (loss) on sales of real estate, net 56,352  (8,929) 69,488  178,695 
 Other income (expense), net 10,137  (24,157) 479  59,345 
 Total other income (expense), net 66,489  (33,086) 69,967  238,040 
 Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures 125,112  (3,234) 284,294  273,168 
 Income tax benefit (expense) (6,027) 14,014  (9,283) (4,350)
 Equity income (loss) from unconsolidated joint ventures 2,707  (108) (173,984) (1,515)
 Net income (loss) 121,792  10,672  101,027  267,303 
Noncontrolling interests’ share in earnings (7,824) (6,125) (29,680) (24,161)
 Net income (loss) attributable to Healthpeak Properties, Inc. 113,968  4,547  71,347  243,142 
 Participating securities’ share in earnings (120) (147) (834) (758)
Net income (loss) applicable to common shares $ 113,848  $ 4,400  $ 70,513  $ 242,384 
Earnings (loss) per common share:
Basic $ 0.16  $ 0.01  $ 0.10  $ 0.36 
Diluted $ 0.16  $ 0.01  $ 0.10  $ 0.36 
Weighted average shares outstanding:    
Basic 694,976  699,457  696,026  675,680 
Diluted 694,985  699,596  696,044  676,233 
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Healthpeak Properties, Inc.
Funds From Operations
 In thousands, except per share data
  Three Months Ended
December 31,
Year Ended
December 31,
  2025 2024 2025 2024
Net income (loss) applicable to common shares $ 113,848  $ 4,400  $ 70,513  $ 242,384 
Real estate related depreciation and amortization 262,086  274,469  1,058,865  1,057,205 
Healthpeak’s share of real estate related depreciation and amortization from unconsolidated joint ventures 12,806  12,441  50,110  44,961 
Noncontrolling interests’ share of real estate related depreciation and amortization (3,824) (4,622) (16,511) (18,328)
Loss (gain) on sales of depreciable real estate, net (56,352) 8,929  (69,488) (178,695)
Loss (gain) upon change of control, net —  —  —  (77,548)
Taxes associated with real estate dispositions —  (1,879) (335) 9,633 
Impairments (recoveries) of real estate, net(1)
—  13,118  175,827  13,118 
Nareit FFO applicable to common shares 328,564  306,856  1,268,981  1,092,730 
Distributions on dilutive convertible units and other 4,541  4,540  18,211  16,211 
Diluted Nareit FFO applicable to common shares $ 333,105  $ 311,396  $ 1,287,192  $ 1,108,941 
Diluted Nareit FFO per common share $ 0.47  $ 0.44  $ 1.81  $ 1.61 
Weighted average shares outstanding - Diluted Nareit FFO 709,412  714,648  710,509  689,638 
Impact of adjustments to Nareit FFO:
Transaction, merger, and restructuring-related costs(2)
$ 7,351  $ 6,181  $ 25,520  $ 115,105 
Other impairments (recoveries) and other losses (gains), net(3)
(776) (2,360) (651) 9,381 
Casualty-related charges (recoveries), net (7,968) 25,260  (1,594) 25,848 
Recognition (reversal) of valuation allowance on deferred tax assets —  (11,196) —  (11,196)
Total adjustments (1,393) 17,885  23,275  139,138 
FFO as Adjusted applicable to common shares 327,171  324,741  1,292,256  1,231,868 
Distributions on dilutive convertible units and other 4,542  4,523  18,192  16,061 
Diluted FFO as Adjusted applicable to common shares $ 331,713  $ 329,264  $ 1,310,448  $ 1,247,929 
Diluted FFO as Adjusted per common share $ 0.47  $ 0.46  $ 1.84  $ 1.81 
Weighted average shares outstanding - Diluted FFO as Adjusted 709,412  714,648  710,509  689,638 
_______________________________________
(1)The year ended December 31, 2025 includes other-than-temporary impairment charges on certain unconsolidated real estate joint ventures, which are recognized in equity income (loss) from unconsolidated joint ventures in the Consolidated Statements of Operations.
(2)The three months and year ended December 31, 2025 include costs related to the merger, which are primarily comprised of advisory, legal, accounting, tax, information technology, post-combination severance and stock compensation expense, and other costs of combining operations with Physicians Realty Trust that were incurred during the year then ended. The year ended December 31, 2025 also includes costs incurred related to the formation and planned initial public offering of Janus Living and investment pursuit costs.
(3)The three months and year ended December 31, 2025 include reserves and (recoveries) for expected loan losses recognized in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations.

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Healthpeak Properties, Inc.
Adjusted Funds From Operations
In thousands, except per share data
  Three Months Ended
December 31,
Year Ended
December 31,
  2025 2024 2025 2024
FFO as Adjusted applicable to common shares $ 327,171  $ 324,741  $ 1,292,256  $ 1,231,868 
Stock-based compensation amortization expense 4,000  3,608  14,410  15,543 
Amortization of deferred financing costs and debt discounts (premiums) 8,199  9,727  31,907  28,974 
Straight-line rents (8,355) (8,385) (39,190) (41,276)
AFFO capital expenditures (57,825) (39,040) (133,951) (115,784)
Life plan community entrance fees 17,355  23,148  53,805  53,697 
Deferred income taxes 2,739  3,846  7,728  6,176 
Amortization of above (below) market lease intangibles, net (8,345) (7,430) (36,747) (30,755)
Other AFFO adjustments (5,349) (2,832) (6,650) (7,778)
AFFO applicable to common shares 279,590  307,383  1,183,568  1,140,665 
Distributions on dilutive convertible units and other 4,540  4,540  18,210  16,211 
Diluted AFFO applicable to common shares $ 284,130  $ 311,923  $ 1,201,778  $ 1,156,876 
Diluted AFFO per common share $ 0.40  $ 0.44  $ 1.69  $ 1.68 
Weighted average shares outstanding - Diluted AFFO 709,412  714,648  710,509  689,638 

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EX-99.2 3 ex99212312025.htm EX-99.2 ex99212312025

































































































































































EX-99.3 4 ex99312312025.htm EX-99.3 Document


Exhibit 99.3


 
  
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Discussion and

Reconciliation of Non-

GAAP Financial Measures
 
December 31, 2025
 
 
 
 
 
(Unaudited)



Definitions
Adjusted Fixed Charge Coverage Fixed Charge Coverage Adjusted EBITDAre divided by Fixed Charges. Adjusted Fixed Charge Coverage is a supplemental measure of liquidity and our ability to meet interest payments on our outstanding debt and pay dividends to our preferred stockholders, if applicable. Our various debt agreements contain covenants that require us to maintain ratios similar to Adjusted Fixed Charge Coverage and credit rating agencies utilize similar ratios in evaluating and determining the credit rating on certain of our debt instruments. Adjusted Fixed Charge Coverage is subject to the same limitations and qualifications as Fixed Charge Coverage Adjusted EBITDAre and Fixed Charges.
Adjusted Funds From Operations (“AFFO”) AFFO is defined as FFO as Adjusted after excluding the impact of the following: (i) stock-based compensation amortization expense, (ii) amortization of deferred financing costs and debt discounts (premiums), (iii) straight-line rents, (iv) deferred income taxes, (v) amortization of above (below) market lease intangibles, net, (vi) non-refundable entrance fees collected in excess of (less than) the related amortization, and (vii) other AFFO adjustments, which include: (a) lease incentive amortization (reduction of straight-line rents), (b) actuarial reserves for insurance claims that have been incurred but not reported, and (c) amortization of deferred revenues, excluding amounts amortized into rental income that are associated with tenant funded improvements owned/recognized by us and up-front cash payments made by tenants to reduce their contractual rents. Also, AFFO is computed after deducting recurring capital expenditures, including second generation leasing costs and second generation tenant and capital improvements (“AFFO capital expenditures”). All adjustments are reflective of our pro rata share of both our consolidated and unconsolidated joint ventures (reported in “other AFFO adjustments”). We reflect our share of AFFO for unconsolidated joint ventures by applying our actual ownership percentage for the period to the applicable reconciling items on an entity by entity basis. We reflect our share for consolidated joint ventures in which we do not own 100% of the equity by adjusting our AFFO to remove the third-party ownership share of the applicable reconciling items based on actual ownership percentage for the applicable periods. See “Nareit FFO” below for further disclosures regarding our use of pro rata share information and its limitations. We believe AFFO is an alternative run-rate performance measure that improves the understanding of our operating results among investors and makes comparisons with: (i) expected results, (ii) results of previous periods, and (iii) results among REITs more meaningful. AFFO does not represent cash generated from operating activities determined in accordance with GAAP and is not indicative of cash available to fund cash needs as it excludes the following items which generally flow through our cash flows from operating activities: (i) adjustments for changes in working capital or the actual timing of the payment of income or expense items that are accrued in the period, (ii) transaction-related costs, (iii) litigation settlement expenses, and (iv) restructuring and severance-related charges. Furthermore, AFFO is adjusted for recurring capital expenditures, which are generally not considered when determining cash flows from operations or liquidity. Other REITs or real estate companies may use different methodologies for calculating AFFO, and accordingly, our AFFO may not be comparable to those reported by other REITs. Management believes AFFO provides a meaningful supplemental measure of our performance and is frequently used by analysts, investors, and other interested parties in the evaluation of our performance as a REIT, and by presenting AFFO, we are assisting these parties in their evaluation. AFFO is a non-GAAP supplemental financial measure and should not be considered as an alternative to net income (loss) determined in accordance with GAAP and should only be considered together with and as a supplement to our financial information prepared in accordance with GAAP.
Adjusted Net Operating Income (“NOI”) Adjusted NOI is a non-U.S. generally accepted accounting principles (“GAAP”) supplemental financial measure used to evaluate the operating performance of real estate. Adjusted NOI represents real estate revenues (inclusive of rental and related revenues, resident fees and services, and government grant income and exclusive of interest income), less property level operating expenses; Adjusted NOI excludes all other financial statement amounts included in net income (loss). Adjusted NOI eliminates the effects of straight-line rents, amortization of market lease intangibles, termination fees, operator transition costs, and actuarial reserves for insurance claims that have been incurred but not reported. Adjusted NOI is calculated as Adjusted NOI from consolidated properties, plus our share of Adjusted NOI from unconsolidated joint ventures (calculated by applying our actual ownership percentage for the period), less noncontrolling interests’ share of Adjusted NOI from consolidated joint ventures (calculated by applying our actual ownership percentage for the period). We utilize our share of Adjusted NOI in assessing our performance as we have various joint ventures that contribute to our performance. Our share of Adjusted NOI should not be considered a substitute for, and should only be considered together with and as a supplement to, our financial information presented in accordance with GAAP.
Adjusted NOI is oftentimes referred to as “Cash NOI.” Management believes Adjusted NOI is an important supplemental measure because it provides relevant and useful information by reflecting only income and operating expense items that are incurred at the property level and presents them on an unlevered basis. We use Adjusted NOI to make decisions about resource allocations, to assess and compare property level performance, and to evaluate our Merger-Combined Same-Store (“Merger-Combined SS”) performance, as described below. We believe that net income (loss) is the most directly comparable GAAP measure to Adjusted NOI. Adjusted NOI should not be viewed as an alternative measure of operating performance to net income (loss) as defined by GAAP since it does not reflect various excluded items. Further, our definition of Adjusted NOI may not be comparable to the definitions used by other REITs or real estate companies, as they may use different methodologies for calculating Adjusted NOI.
Operating expenses generally relate to leased outpatient medical and lab buildings, as well as senior housing facilities. We generally recover all or a portion of our leased outpatient medical and lab property expenses through tenant recoveries, which are recognized within rental and related revenues.
Consolidated Debt The carrying amount of bank line of credit, commercial paper, term loans, senior unsecured notes, and mortgage debt, as reported in our consolidated financial statements.
Consolidated Gross Assets The carrying amount of total assets, excluding investments in and advances to our unconsolidated JVs, after adding back accumulated depreciation and amortization, as reported in our consolidated financial statements. Consolidated Gross Assets is a supplemental measure of our financial position, which, when used in conjunction with debt-related measures, enables both management and investors to analyze our leverage and to compare our leverage to that of other companies.
Consolidated Secured Debt  Mortgage and other debt secured by real estate, as reported in our consolidated financial statements.
Debt Investments Loans secured by a direct interest in real estate and mezzanine loans.
Development Includes ground-up construction. Newly completed developments are considered fully operating once the property is placed in service.
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Definitions
EBITDAre, Adjusted EBITDAre, and Fixed Charge Coverage Adjusted EBITDAre EBITDAre, or EBITDA for Real Estate, is a supplemental performance measure defined by the National Association of Real Estate Investment Trusts (“Nareit”) and intended for real estate companies. It represents earnings before interest expense, income taxes, depreciation and amortization, gains or losses from sales of depreciable property (including gains or losses on change in control), and impairment charges (recoveries) related to depreciable property. Adjusted EBITDAre is defined as EBITDAre excluding other impairments (recoveries) and other losses (gains), transaction and merger-related items, prepayment costs (benefits) associated with early retirement or payment of debt, restructuring and severance-related charges, litigation costs (recoveries), casualty-related charges (recoveries), stock-based compensation amortization expense, and non-refundable entrance fees collected in excess of (less than) the related amortization, adjusted to reflect the impact of transactions that occurred during the period as if the transactions occurred at the beginning of the period. Fixed Charge Coverage Adjusted EBITDAre is defined as Adjusted EBITDAre excluding the adjustment to reflect the impact of transactions that occurred during the period as if the transactions occurred at the beginning of the period. EBITDAre, Adjusted EBITDAre, and Fixed Charge Coverage Adjusted EBITDAre include our pro rata share of our unconsolidated JVs presented on the same basis. We consider EBITDAre and Adjusted EBITDAre important supplemental measures to net income (loss) because they provide an additional manner in which to evaluate our operating performance and serve as additional indicators of our ability to service our debt obligations. Net income (loss) is the most directly comparable U.S. generally accepted accounting principles (“GAAP”) measure to EBITDAre and Adjusted EBITDAre.
Enterprise Debt Consolidated Debt plus our pro rata share of total debt from our unconsolidated JVs. Enterprise Debt is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies. Our pro rata share of total debt from our unconsolidated JVs is not intended to reflect our actual liability or ability to access assets should there be a default under any or all such loans or a liquidation of the JVs.
Enterprise Gross Assets Consolidated Gross Assets plus our pro rata share of total gross assets from our unconsolidated JVs, after adding back accumulated depreciation and amortization. Enterprise Gross Assets is a supplemental measure of our financial position, which, when used in conjunction with debt-related measures, enables both management and investors to analyze our leverage and to compare our leverage to that of other companies.
Enterprise Secured Debt Consolidated Secured Debt plus our pro rata share of mortgage debt from our unconsolidated JVs. Enterprise Secured Debt is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies. Our pro rata share of Enterprise Secured Debt from our unconsolidated JVs is not intended to reflect our actual liability or ability to access assets should there be a default under any or all such loans or a liquidation of the JVs.
Entrance Fees Certain of our Life Plan communities have residency agreements which require the resident to pay an upfront entrance fee prior to taking occupancy at the community. For net income, NOI, Adjusted NOI, Nareit FFO, FFO as Adjusted, and AFFO, the non-refundable portion of the entrance fee is recorded as deferred entrance fee revenue and amortized over the estimated stay of the resident based on an actuarial valuation. The refundable portion of a resident’s entrance fee is generally refundable within a certain number of months or days following contract termination or upon the sale of the unit. All refundable amounts due to residents at any time in the future are classified as liabilities.
Financial Leverage Enterprise Debt divided by Enterprise Gross Assets. Financial Leverage is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies. Our pro rata share information is calculated by applying our actual ownership percentage for the period and excludes debt funded by us to our JVs. Our pro rata share of total debt from our unconsolidated JVs is not intended to reflect our actual liability or ability to access assets should there be a default under any or all such loans or a liquidation of the JVs.
Fixed Charges Total interest expense plus capitalized interest plus preferred stock dividends (if applicable). Fixed Charges also includes our pro rata share of the interest expense plus capitalized interest plus preferred stock dividends (if applicable) of our unconsolidated JVs. Fixed Charges is a supplemental measure of our interest payments on outstanding debt and dividends to preferred stockholders for purposes of presenting Fixed Charge Coverage and Adjusted Fixed Charge Coverage. Fixed Charges is subject to limitations and qualifications, as, among other things, it does not include all contractual obligations.
Funds From Operations (“Nareit FFO”) and FFO as Adjusted Nareit FFO. Funds from Operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“Nareit”), is net income (loss) applicable to common shares (computed in accordance with GAAP), excluding gains or losses from sales of depreciable property, including any current and deferred taxes directly associated with sales of depreciable property, impairments of, or related to, depreciable real estate or land held for development, plus real estate-related depreciation and amortization, and adjustments to compute our share of Nareit FFO from joint ventures. Adjustments for joint ventures are calculated to reflect our pro rata share of both our consolidated and unconsolidated joint ventures. We reflect our share of Nareit FFO for unconsolidated joint ventures by applying our actual ownership percentage for the period to the applicable reconciling items on an entity by entity basis. For consolidated joint ventures in which we do not own 100%, we reflect our share of the equity by adjusting our Nareit FFO to remove the third-party ownership share of the applicable reconciling items based on actual ownership percentage for the applicable periods. Our pro rata share information is prepared on a basis consistent with the comparable consolidated amounts, is intended to reflect our proportionate economic interest in the operating results of properties in our portfolio and is calculated by applying our actual ownership percentage for the period. We do not control the unconsolidated joint ventures, and the pro rata presentations of reconciling items included in Nareit FFO do not represent our legal claim to such items. The joint venture members or partners are entitled to profit or loss allocations and distributions of cash flows according to the joint venture agreements, which provide for such allocations generally according to their invested capital.
The presentation of pro rata information has limitations, which include, but are not limited to, the following: (i) the amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage determined when applying the equity method of accounting and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses and (ii) other companies in our industry may calculate their pro rata interest differently, limiting the usefulness as a comparative measure. Because of these limitations, the pro rata financial information should not be considered independently or as a substitute for our financial statements as reported under GAAP. We compensate for these limitations by relying primarily on our GAAP financial statements, using the pro rata financial information as a supplement.
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Definitions
We believe Nareit FFO applicable to common shares and diluted Nareit FFO applicable to common shares are important supplemental non-GAAP measures of operating performance for a REIT. Because the historical cost accounting convention used for real estate assets utilizes straight-line depreciation (except on land), such accounting presentation implies that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen and fallen with market conditions, presentations of operating results for a REIT that use historical cost accounting for depreciation could be less informative. The term Nareit FFO was designed by the REIT industry to address this issue.
Nareit FFO does not represent cash generated from operating activities in accordance with GAAP, is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to net income (loss). We compute Nareit FFO in accordance with the current Nareit definition; however, other REITs may report Nareit FFO differently or have a different interpretation of the current Nareit definition from ours. For a reconciliation of net income (loss) to Nareit FFO and other relevant disclosures, refer to “Non-GAAP Financial Measures Reconciliations” below.
FFO as Adjusted. In addition, we present Nareit FFO on an adjusted basis before the impact of non-comparable items including, but not limited to, transaction, merger, and restructuring-related costs, other impairments (recoveries) and other losses (gains), prepayment costs (benefits) associated with early retirement or payment of debt, litigation costs (recoveries), casualty-related charges (recoveries), deferred tax asset valuation allowances, and changes in tax legislation (“FFO as Adjusted”). These adjustments are net of tax, when applicable, and are reflective of our share of our joint ventures. Adjustments for joint ventures are calculated to reflect our pro rata share of both our consolidated and unconsolidated joint ventures. We reflect our share of FFO as Adjusted for unconsolidated joint ventures by applying our actual ownership percentage for the period to the applicable reconciling items on an entity by entity basis. We reflect our share for consolidated joint ventures in which we do not own 100% of the equity by adjusting our FFO as Adjusted to remove the third-party ownership share of the applicable reconciling items based on actual ownership percentage for the applicable periods. See “Nareit FFO” above for further disclosures regarding our use of pro rata share information and its limitations. Transaction, merger, and restructuring-related costs include expenses incurred as a result of mergers, acquisitions, operator transitions, severance, and other investment pursuit costs. Prepayment costs (benefits) associated with early retirement of debt include the write-off of unamortized deferred financing fees, or additional costs, expenses, discounts, make-whole payments, penalties or premiums incurred as a result of early retirement or payment of debt. Other impairments (recoveries) and other losses (gains) include interest income associated with early and partial repayments of loans receivable and other losses or gains associated with non-depreciable assets including goodwill and loans receivable. Management believes that FFO as Adjusted provides a meaningful supplemental measurement of our FFO run-rate and is frequently used by analysts, investors, and other interested parties in the evaluation of our performance as a REIT. At the same time that Nareit created and defined its FFO measure for the REIT industry, it also recognized that “management of each of its member companies has the responsibility and authority to publish financial information that it regards as useful to the financial community.” We believe stockholders, potential investors, and financial analysts who review our operating performance are best served by an FFO run-rate earnings measure that includes certain other adjustments to net income (loss), in addition to adjustments made to arrive at the Nareit defined measure of FFO. FFO as Adjusted is used by management in analyzing our business and the performance of our properties and we believe it is important that stockholders, potential investors, and financial analysts understand this measure used by management. We use FFO as Adjusted to: (i) evaluate our performance in comparison with expected results and results of previous periods, relative to resource allocation decisions, (ii) evaluate the performance of our management, (iii) budget and forecast future results to assist in the allocation of resources, (iv) assess our performance as compared with similar real estate companies and the industry in general, and (v) evaluate how a specific potential investment will impact our future results. Other REITs or real estate companies may use different methodologies for calculating an adjusted FFO measure, and accordingly, our FFO as Adjusted may not be comparable to those reported by other REITs.
Investment and Portfolio Investment Represents: (i) the carrying amount of real estate assets and intangibles, after adding back accumulated depreciation and amortization and (ii) the carrying amount of Debt Investments. Portfolio Investment also includes our pro rata share of the real estate assets and intangibles held in our unconsolidated JVs, presented on the same basis as Investment, and excludes noncontrolling interests' pro rata share of the real estate assets and intangibles held in our consolidated JVs, presented on the same basis. Investment and Portfolio Investment include land held for development.
Life Plan Community (“Life Plan”) A senior housing facility which provides at least three levels of care (i.e., independent living, assisted living and skilled nursing).
Merger-Combined Same-Store (“SS”) Merger-Combined Same-Store Cash (Adjusted) NOI includes legacy Physicians Realty Trust properties that met the same-store criteria as if they were owned by the Company for the full analysis period. This information allows our investors, analysts, and Company management to evaluate the performance of our property portfolio under a consistent population by eliminating changes in the composition of our portfolio of properties, excluding properties within the other non-reportable segments. We include properties from our consolidated portfolio, as well as properties owned by our unconsolidated joint ventures in Merger-Combined Same-Store Adjusted NOI (see Cash (Adjusted) NOI definitions above for further discussion regarding our use of pro-rata share information and its limitations). Properties are included in Merger-Combined Same-Store once they are fully operating for the entirety of the comparative periods presented. A property is removed from Merger-Combined Same-Store when it is classified as held for sale, sold, placed into redevelopment, experiences a casualty event or planned operator transition that significantly impacts operations, or a significant tenant relocates from a Merger-Combined Same-Store property to a Merger-Combined non Same-Store property and that change results in a corresponding increase in revenue. We do not report Merger-Combined Same-Store metrics for our other non-reportable segments.
Management believes that continued reporting of the same-store portfolio for only pre-merger Healthpeak Properties, Inc. offers minimal value to investors who are seeking to understand the operating performance and growth potential of the combined company. The Company was provided access to the underlying financial statements of legacy Physicians Realty Trust and other detailed information about each property, such as the acquisition date. Based on this available information, the Company was able to consistently apply its same-store definition across the combined portfolio. As a result of the merger, approximately 95% of the combined portfolio is represented in the Merger-Combined Same-Store presentation for the outpatient medical segment.
Merger-Combined Same-Store Cash (Adjusted) NOI Merger-Combined Same-Store Cash (Adjusted) NOI is Merger-Combined Same-Store Cash Real Estate Revenues less Merger-Combined Same-Store Cash Operating Expenses.
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Definitions
Merger-Combined Same-Store Cash Operating Expenses Merger-Combined Same-Store Cash Operating Expenses are non-GAAP supplemental measures. Merger-Combined Same-Store Cash Operating Expenses represent property level operating expenses and exclude certain non-property specific operating expenses that are allocated to each operating segment on a consolidated basis. Merger-Combined Same-Store Cash Operating Expenses include consolidated operating expenses plus the Company's pro rata share of operating expenses from its unconsolidated JVs less noncontrolling interests' pro rata share of operating expenses from consolidated JVs. Merger-Combined Same-Store Cash Operating Expenses eliminates the effects of straight-line rents, lease termination fees, operator transition costs, and actuarial reserves for insurance claims that have been incurred but not reported.
Merger-Combined Same-Store Cash Real Estate Revenues Merger-Combined Same-Store Cash Real Estate Revenues are non-GAAP supplemental measures. Merger-Combined Same-Store Cash Real Estate Revenues include rental related revenues, resident fees and services and exclude amortization of deferred revenue from tenant-funded improvements. Merger-Combined Same-Store Cash Real Estate Revenues include the Company's pro rata share from unconsolidated JVs presented on the same basis and exclude noncontrolling interests' pro rata share from consolidated JVs presented on the same basis. Merger-Combined Same-store Cash Real Estate Revenues eliminates the effects of straight-line rents, amortization of market lease intangibles, and lease termination fees.
Net Debt Enterprise Debt less the carrying amount of cash and cash equivalents, restricted cash, and expected net proceeds from the future settlement of shares issued through our equity forward contracts, as reported in our consolidated financial statements and our pro rata share of cash and cash equivalents and restricted cash from our unconsolidated JVs. Consolidated Debt is the most directly comparable GAAP measure to Net Debt. Net Debt is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies.
Net Debt to Adjusted EBITDAre Net Debt divided by Adjusted EBITDAre is a supplemental measure of our ability to decrease our debt. Because we may not be able to use our cash to reduce our debt on a dollar-for-dollar basis, this measure may have material limitations.
Portfolio Adjusted NOI Portfolio Adjusted NOI is Portfolio Cash Real Estate Revenues less Portfolio Cash Operating Expenses.
Portfolio Cash Operating Expenses Portfolio Cash Operating Expenses are non-GAAP supplemental measures. Portfolio Cash Operating Expenses represent property level operating expenses (which exclude transition costs). Portfolio Cash Operating Expenses include consolidated operating expenses plus the Company's pro rata share of operating expenses from its unconsolidated JVs less noncontrolling interests' pro rata share of operating expenses from consolidated JVs. Portfolio Cash Operating Expenses eliminates the effects of straight-line rents, lease termination fees, and actuarial reserves for insurance claims that have been incurred but not reported.
Portfolio Cash Real Estate Revenues Portfolio Cash Real Estate Revenues are non-GAAP supplemental measures. Portfolio Cash Real Estate Revenues include rental related revenues, resident fees and services, and government grant income which is included in Other income (expense), net in our Consolidated Statement of Operations. Portfolio Cash Real Estate Revenues include the Company's pro rata share from unconsolidated JVs presented on the same basis and exclude noncontrolling interests' pro rata share from consolidated JVs presented on the same basis. Portfolio Cash Real Estate Revenues eliminates the effects of straight-line rents, amortization of market lease intangibles, and lease termination fees.
Portfolio Income Adjusted NOI plus interest income plus our pro rata share of Adjusted NOI from our unconsolidated JVs less noncontrolling interests' pro rata share of Adjusted NOI from consolidated JVs. Management believes that Portfolio Income is an important supplemental measure because it provides relevant and useful information regarding our performance; specifically, it is a measure of our property level profitability of the Company inclusive of interest income. Management believes that net income (loss) is the most directly comparable GAAP measure to Portfolio Income. Portfolio Income should not be viewed as an alternative measure of operating performance to net income (loss) as defined by GAAP since it does not reflect various excluded items.
Projected Stabilized Cash Yield Projected Cash (Adjusted) NOI at stabilization divided by the expected total development costs. Management considers Projected Stabilized Cash Yield a useful metric for investors as it helps provide context to the expected effects that development projects will have on the Company’s future performance once stabilized.
Redevelopment Properties that incur major capital expenditures to significantly improve, change the use, or reposition the property pursuant to a formal redevelopment plan. Newly completed redevelopments, are considered fully operating once the property is placed in service. Redevelopment costs include only the incremental costs for the project.
REVPOR The 3-month average Cash Real Estate Revenues per occupied unit for the most recent period available. REVPOR excludes newly completed assets under lease-up, assets sold, acquired or converted to a new operating structure during the relevant period, assets in redevelopment, assets that are held for sale, and assets that experienced a casualty event that significantly impacted operations. REVPOR cannot be derived from the information presented for the Other portfolio as units reflect 100% of the unit capacities for unconsolidated JVs and revenue is at the Company's pro rata share. All facility occupancy data was derived solely from information provided by operators without independent verification by us. REVPOR relates to our Other non-reportable segment. REVPOR is a metric used to evaluate the revenue-generating capacity and profit potential of our other assets independent of fluctuating occupancy rates. It is also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our other assets.
REVPOR Life Plan The 3-month average Cash Real Estate Revenues per occupied unit excluding Cash NREFs for the most recent period available. REVPOR Life Plan excludes newly completed assets under lease-up, assets sold, or acquired during the relevant period, assets in redevelopment, assets that are held for sale, and assets that experienced a casualty event that significantly impacted operations. All facility occupancy data was derived solely from information provided by operators without independent verification by us. REVPOR Life Plan is a metric used to evaluate the revenue-generating capacity and profit potential of our Life Plan assets independent of fluctuating occupancy rates. It is also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our Life Plan assets.
RIDEA A structure whereby a taxable REIT subsidiary is permitted to rent a healthcare facility from its parent REIT and hire an independent contractor to operate the facility.
Secured Debt Ratio Enterprise Secured Debt divided by Enterprise Gross Assets. Secured Debt Ratio is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other
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5

Definitions
companies. Our pro rata share information is calculated by applying our actual ownership percentage for the period and excludes debt funded by us to our JVs. Our pro rata share of Total Secured Debt from our unconsolidated JVs is not intended to reflect our actual liability or ability to access assets should there be a default under any or all such loans or a liquidation of the JVs.
Segments The Company’s diverse portfolio is comprised of investments in the following reportable healthcare segments: (i) outpatient medical; (ii) lab; and (iii) life plan community (“life plan”).
Share of Consolidated Joint Ventures ("JVs") Noncontrolling interests' pro rata share information is prepared by applying noncontrolling interests' actual ownership percentage for the period and is intended to reflect noncontrolling interests' proportionate economic interest in the financial position and operating results of properties in our portfolio.
Share of Unconsolidated Joint Ventures Our pro rata share information is prepared by applying our actual ownership percentage for the period and is intended to reflect our proportionate economic interest in the financial position and operating results of properties in our portfolio. Certain unconsolidated joint ventures are excluded from leasing statistics when leasing information is not available.
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6

Reconciliations
Funds From Operations
In thousands, except per share data
Three Months Ended
December 31,
Year Ended
December 31,
  2025 2024 2025 2024
Net income (loss) applicable to common shares $ 113,848  $ 4,400  $ 70,513  $ 242,384 
Real estate related depreciation and amortization 262,086  274,469  1,058,865  1,057,205 
Healthpeak’s share of real estate related depreciation and amortization from unconsolidated joint ventures 12,806  12,441  50,110  44,961 
Noncontrolling interests’ share of real estate related depreciation and amortization (3,824) (4,622) (16,511) (18,328)
Loss (gain) on sales of depreciable real estate, net (56,352) 8,929  (69,488) (178,695)
Loss (gain) upon change of control, net —  —  —  (77,548)
Taxes associated with real estate dispositions —  (1,879) (335) 9,633 
Impairments (recoveries) of real estate, net(1)
—  13,118  175,827  13,118 
Nareit FFO applicable to common shares 328,564  306,856  1,268,981  1,092,730 
Distributions on dilutive convertible units and other 4,541  4,540  18,211  16,211 
Diluted Nareit FFO applicable to common shares $ 333,105  $ 311,396  $ 1,287,192  $ 1,108,941 
Weighted average shares outstanding - Diluted Nareit FFO 709,412  714,648  710,509  689,638 
Impact of adjustments to Nareit FFO:
Transaction, merger, and restructuring-related costs(2)
$ 7,351  $ 6,181  $ 25,520  $ 115,105 
Other impairments (recoveries) and other losses (gains), net(3)
(776) (2,360) (651) 9,381 
Casualty-related charges (recoveries), net (7,968) 25,260  (1,594) 25,848 
Recognition (reversal) of valuation allowance on deferred tax assets —  (11,196) —  (11,196)
Total adjustments $ (1,393) $ 17,885  $ 23,275  $ 139,138 
FFO as Adjusted applicable to common shares $ 327,171  $ 324,741  $ 1,292,256  $ 1,231,868 
Distributions on dilutive convertible units and other 4,542  4,523  18,192  16,061 
Diluted FFO as Adjusted applicable to common shares $ 331,713  $ 329,264  $ 1,310,448  $ 1,247,929 
Weighted average shares outstanding - Diluted FFO as Adjusted 709,412  714,648  710,509  689,638 
FFO as Adjusted applicable to common shares $ 327,171  $ 324,741  $ 1,292,256  $ 1,231,868 
Stock-based compensation amortization expense 4,000  3,608  14,410  15,543 
Amortization of deferred financing costs and debt discounts (premiums) 8,199  9,727  31,907  28,974 
Straight-line rents (8,355) (8,385) (39,190) (41,276)
AFFO capital expenditures (57,825) (39,040) (133,951) (115,784)
Life plan community entrance fees 17,355  23,148  53,805  53,697 
Deferred income taxes 2,739  3,846  7,728  6,176 
Amortization of above (below) market lease intangibles, net (8,345) (7,430) (36,747) (30,755)
Other AFFO adjustments (5,349) (2,832) (6,650) (7,778)
AFFO applicable to common shares 279,590  307,383  1,183,568  1,140,665 
Distributions on dilutive convertible units and other 4,540  4,540  18,210  16,211 
Diluted AFFO applicable to common shares $ 284,130  $ 311,923  $ 1,201,778  $ 1,156,876 
Weighted average shares outstanding - Diluted AFFO 709,412  714,648  710,509  689,638 

Continued
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7

Reconciliations
Funds From Operations
In thousands, except per share data
Three Months Ended
December 31,
Year Ended
December 31,
  2025 2024 2025 2024
Diluted earnings per common share $ 0.16  $ 0.01  $ 0.10  $ 0.36 
Depreciation and amortization 0.39  0.40  1.56  1.58 
Loss (gain) on sales of depreciable real estate, net (0.08) 0.01  (0.10) (0.26)
Loss (gain) upon change of control, net —  —  —  (0.11)
Taxes associated with real estate dispositions —  0.00  0.00  0.02 
Impairments (recoveries) of real estate, net(1)
—  0.02  0.25  0.02 
Diluted Nareit FFO per common share $ 0.47  $ 0.44  $ 1.81  $ 1.61 
Transaction, merger, and restructuring-related costs(2)
0.01  0.01  0.03  0.17 
Other impairments (recoveries) and other losses (gains), net(3)
0.00  0.00  0.00  0.01 
Casualty-related charges (recoveries), net (0.01) 0.04  0.00  0.04 
Recognition (reversal) of valuation allowance on deferred tax assets —  (0.03) —  (0.02)
Diluted FFO as Adjusted per common share $ 0.47  $ 0.46  $ 1.84  $ 1.81 
Stock-based compensation amortization expense 0.01  0.01  0.02  0.02 
Amortization of deferred financing costs and debt discounts (premiums) 0.01  0.01  0.05  0.04 
Straight-line rents (0.01) (0.01) (0.06) (0.06)
AFFO capital expenditures (0.08) (0.06) (0.19) (0.16)
Life plan community entrance fees 0.02  0.04  0.08  0.08 
Deferred income taxes 0.00  0.01  0.01  0.01 
Amortization of above (below) market lease intangibles, net (0.01) (0.02) (0.05) (0.05)
Other AFFO adjustments (0.01) 0.00  (0.01) (0.01)
Diluted AFFO per common share $ 0.40  $ 0.44  $ 1.69  $ 1.68 
______________________________________
(1)The year ended December 31, 2025 includes other-than-temporary impairment charges on certain unconsolidated real estate joint ventures, which are recognized in equity income (loss) from unconsolidated joint ventures in the Consolidated Statements of Operations.
(2)The three months and year ended December 31, 2025 include costs related to the merger, which are primarily comprised of advisory, legal, accounting, tax, information technology, post-combination severance and stock compensation expense, and other costs of combining operations with Physicians Realty Trust that were incurred during the year then ended. The year ended December 31, 2025 also includes costs incurred related to the formation and planned initial public offering of Janus Living and investment pursuit costs.
(3)The three months and year ended December 31, 2025 include reserves and (recoveries) for expected loan losses recognized in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations.

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8

Reconciliations
2026 Guidance(1)
Per share data

2026 Guidance Ranges
Low High
Diluted earnings per common share $ 0.34  $ 0.38 
Real estate related depreciation and amortization 1.31  1.31 
Healthpeak's share of real estate related depreciation and amortization from unconsolidated joint ventures 0.07  0.07 
Noncontrolling interests' share of real estate related depreciation and amortization (0.02) (0.02)
Diluted Nareit FFO per common share $ 1.70  $ 1.74 
Diluted FFO as Adjusted per common share $ 1.70  $ 1.74 
______________________________________
(1)The foregoing projections reflect management's view of current and future market conditions as of February 2, 2026 including assumptions with respect to rental rates, occupancy levels, development items, and the earnings impact of the events referenced in our earnings press release that was issued on February 2, 2026. However, these projections do not reflect the impact of unannounced future transactions, except as described herein. Our actual results may differ materially from the projections set forth above. Except as otherwise required by law, management assumes no, and hereby disclaims any, obligation to update any of the foregoing projections as a result of new information or new or future developments.
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9

Reconciliations
2026 Guidance(1)
In millions

For the projected year 2026 (low)
Total Portfolio
Net Income $ 269 
Real estate related depreciation and amortization 919 
Other income, costs, and expense adjustments for Adjusted NOI 313 
Adjusted NOI $ 1,501 
Merger-Combined non-SS Adjusted NOI (148)
Total Merger-Combined Same-Store Cash (Adjusted) NOI(2)
$ 1,353 

For the projected year 2026 (high)
Total Portfolio
Net Income $ 296 
Real estate related depreciation and amortization 919 
Other income, costs, and expense adjustments for Adjusted NOI 313 
Adjusted NOI $ 1,528 
Merger-Combined non-SS Adjusted NOI (148)
Total Merger-Combined Same-Store Cash (Adjusted) NOI(2)
$ 1,380 

For the year-ended December 31, 2025
Total Portfolio
Net Income $ 101 
Real estate related depreciation and amortization 1,059 
Loss (gain) on sales of depreciable real estate, net (69)
Other impairments (recoveries) and other losses (gains), net (1)
Other income, costs, and expense adjustments for Adjusted NOI 461 
Adjusted NOI $ 1,551 
Merger-Combined non-SS Adjusted NOI (184)
Total Merger-Combined Same-Store Cash (Adjusted) NOI(2)
$ 1,367 

Projected Merger-Combined Cash Same-Store for the full year 2026
Low (1.00) %
High 1.00  %
______________________________________
(1)The foregoing projections reflect management's view of current and future market conditions as of February 2, 2026 including assumptions with respect to rental rates, occupancy levels, development items, and the earnings impact of the events referenced in our earnings press release that was issued on February 2, 2026. However, these projections do not reflect the impact of unannounced future transactions, except as described herein. Our actual results may differ materially from the projections set forth above. Except as otherwise required by law, management assumes no, and hereby disclaims any, obligation to update any of the foregoing projections as a result of new information or new or future developments. May not foot or recalculate due to the rounding.
(2)Total Merger-Combined Same-Store Cash (Adjusted) NOI include the results from operations of the legacy Physicians Realty Trust properties that met the same-store definition as if they were owned by the Company for the entirety of the periods presented.
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10

Reconciliations
Enterprise Gross Assets
In thousands

December 31, 2025
Consolidated total assets(1)
$ 20,336,018 
Investments in and advances to unconsolidated joint ventures (802,601)
Accumulated depreciation and amortization of real estate 4,512,443 
Accumulated amortization of real estate intangibles 722,522 
Accumulated depreciation and amortization of real estate assets held for sale 85,894 
Consolidated Gross Assets $ 24,854,276 
Healthpeak's share of unconsolidated joint venture gross assets 1,295,692 
Enterprise Gross Assets $ 26,149,968 
______________________________________
(1)Consolidated total assets represents total assets on the Consolidated Balance Sheet as of December 31, 2025 presented on page 9 within the Earnings Release and Supplemental Report for the quarter ended December 31, 2025.

Portfolio Investment
In thousands

December 31, 2025
Outpatient
Medical
Lab Life Plan Other Total
Net real estate $ 6,807,262  $ 7,648,090  $ 1,643,743  $ —  $ 16,099,095 
Real estate assets held for sale, net 13,211  59,301  —  —  72,512 
Intangible assets, net 459,777  168,069  26,670  —  654,516 
Accumulated depreciation and amortization of real estate 2,250,911  1,753,154  508,378  —  4,512,443 
Accumulated amortization of real estate intangibles assets 408,465  59,371  254,686  —  722,522 
Accumulated depreciation and amortization of real estate assets held for sale 33,975  51,919  —  —  85,894 
Healthpeak's share of unconsolidated joint venture gross real estate assets 259,434  596,156  —  489,762  1,345,352 
Fully depreciated and amortized real estate and intangibles assets 964,842  721,044  81,684  —  1,767,570 
Leasing commissions and other 190,208  131,497  —  —  321,705 
Debt investments —  —  —  685,010  685,010 
Real estate intangible liabilities, gross (236,168) (221,968) —  —  (458,136)
Noncontrolling interests' share of consolidated joint venture real estate and related intangibles (445,300) —  —  —  (445,300)
Portfolio Investment $ 10,706,617  $ 10,966,633  $ 2,515,161  $ 1,174,772  $ 25,363,183 

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11

Reconciliations
Revenues
In thousands
Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Outpatient Medical $ 317,298  $ 320,548  $ 320,482  $ 326,561  $ 329,086 
Lab 217,833  217,593  209,205  213,325  219,943 
Life Plan 145,963  148,927  148,855  150,458  155,749 
Other 15,199  14,332  14,288  14,092  13,453 
Corporate Non-segment 1,695  1,489  1,518  1,437  1,171 
Total revenues $ 697,988  $ 702,889  $ 694,348  $ 705,873  $ 719,402 
Outpatient Medical —  —  —  —  — 
Lab —  —  —  —  — 
Life Plan —  —  —  —  — 
Other (15,199) (14,332) (14,288) (14,092) (13,453)
Corporate Non-segment (1,695) (1,489) (1,518) (1,437) (1,171)
Less: Interest income and other $ (16,894) $ (15,821) $ (15,806) $ (15,529) $ (14,624)
Outpatient Medical 7,334  7,259  7,183  7,327  7,597 
Lab 5,329  2,800  7,358  6,834  8,311 
Life Plan —  —  —  —  — 
Other 21,845  22,459  22,460  22,494  22,025 
Corporate Non-segment —  —  —  —  — 
Healthpeak's share of unconsolidated joint venture real estate revenues $ 34,508  $ 32,518  $ 37,001  $ 36,655  $ 37,933 
Outpatient Medical (9,692) (9,973) (10,020) (10,334) (10,755)
Lab —  —  —  —  (137)
Life Plan —  —  —  —  — 
Other —  —  —  —  — 
Corporate Non-segment —  —  —  —  — 
Noncontrolling interests' share of consolidated joint venture real estate revenues $ (9,692) $ (9,973) $ (10,020) $ (10,334) $ (10,892)
Outpatient Medical (13,181) (13,426) (12,470) (12,021) (12,260)
Lab (12,550) (14,557) (12,202) (15,312) (21,386)
Life Plan —  —  —  —  — 
Other (94) (7) 67  (15) (38)
Corporate Non-segment —  —  —  —  — 
Non-cash adjustments to real estate revenues $ (25,825) $ (27,990) $ (24,605) $ (27,348) $ (33,684)
Outpatient Medical 301,759  304,408  305,175  311,532  313,667 
Lab 210,612  205,836  204,362  204,847  206,730 
Life Plan 145,963  148,927  148,855  150,458  155,749 
Other 21,751  22,452  22,527  22,479  21,987 
Corporate Non-segment —  —  —  —  — 
Portfolio Cash Real Estate Revenues $ 680,085  $ 681,623  $ 680,919  $ 689,316  $ 698,133 

Continued
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12

Reconciliations
Revenues
In thousands
Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Outpatient Medical $ (20,584) $ (20,322) $ (20,237) $ (20,674) $ (20,850)
Lab (41,731) (36,740) (36,962) (37,610) (36,394)
Life Plan —  —  —  —  — 
Other (21,751) (22,452) (22,527) (22,479) (21,987)
Corporate Non-segment —  —  —  —  — 
Merger-Combined non-SS Cash Real Estate Revenues $ (84,066) $ (79,514) $ (79,726) $ (80,763) $ (79,231)
Outpatient Medical 281,175  284,086  284,938  290,858  292,817 
Lab 168,881  169,096  167,400  167,237  170,336 
Life Plan 145,963  148,927  148,855  150,458  155,749 
Other —  —  —  —  — 
Corporate Non-segment —  —  —  —  — 
Merger-Combined SS Cash Real Estate Revenues $ 596,019  $ 602,109  $ 601,193  $ 608,553  $ 618,902 

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13

Reconciliations
Operating Expenses
In thousands
Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Outpatient Medical $ 106,539  $ 105,226  $ 105,331  $ 113,660  $ 111,834 
Lab 62,049  57,658  59,401  64,352  63,783 
Life Plan 108,438  110,259  111,449  113,910  112,236 
Other —  —  —  —  — 
Corporate Non-segment —  —  —  —  — 
Operating expenses $ 277,026  $ 273,143  $ 276,181  $ 291,922  $ 287,853 
Outpatient Medical 2,655  2,994  2,695  2,887  2,796 
Lab 1,703  1,666  1,898  2,229  2,486 
Life Plan —  —  —  —  — 
Other 16,224  16,324  16,440  16,855  16,751 
Corporate Non-segment —  —  —  —  — 
Healthpeak's share of unconsolidated joint venture operating expenses $ 20,582  $ 20,984  $ 21,033  $ 21,971  $ 22,033 
Outpatient Medical (2,692) (2,778) (2,801) (3,765) (3,921)
Lab —  —  —  —  (99)
Life Plan —  —  —  —  — 
Other —  —  —  —  — 
Corporate Non-segment —  —  —  —  — 
Noncontrolling interests' share of consolidated joint venture operating expenses $ (2,692) $ (2,778) $ (2,801) $ (3,765) $ (4,020)
Outpatient Medical (1,791) (1,344) (1,657) (1,663) (1,470)
Lab 275  279  286  208  260 
Life Plan 1,479  —  843  —  1,647 
Other (88) (11) 104  (122)
Corporate Non-segment —  —  —  —  — 
Non-cash adjustments to operating expenses $ (125) $ (1,076) $ (424) $ (1,448) $ 315 
Outpatient Medical 104,711  104,097  103,568  111,118  109,238 
Lab 64,027  59,603  61,586  66,789  66,430 
Life Plan 109,917  110,260  112,292  113,910  113,884 
Other 16,136  16,313  16,544  16,862  16,629 
Corporate Non-segment —  —  —  —  — 
Portfolio Cash Operating Expenses $ 294,791  $ 290,273  $ 293,990  $ 308,679  $ 306,181 

Continued
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14

Reconciliations
Operating Expenses
In thousands
Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Outpatient Medical $ (7,405) $ (8,352) $ (8,407) $ (8,964) $ (7,828)
Lab (15,267) (13,216) (14,344) (15,717) (15,798)
Life Plan (141) (18) (55) (41) (366)
Other (16,136) (16,313) (16,544) (16,862) (16,629)
Corporate Non-segment —  —  —  —  — 
Merger-Combined non-SS Cash Operating Expenses $ (38,949) $ (37,899) $ (39,350) $ (41,584) $ (40,621)
Outpatient Medical 97,306  95,745  95,161  102,154  101,410 
Lab 48,760  46,387  47,242  51,072  50,632 
Life Plan 109,776  110,242  112,237  113,869  113,518 
Other —  —  —  —  — 
Corporate Non-segment —  —  —  —  — 
Merger-Combined SS Cash Operating Expenses $ 255,842  $ 252,374  $ 254,640  $ 267,095  $ 265,560 

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15

Reconciliations
Revenue Operating Expenses
In thousands
Year Ended
December 31, 2025
Year Ended
December 31, 2025
Outpatient Medical $ 1,296,677  Outpatient Medical $ 436,050 
Lab 860,066  Lab 245,195 
Life Plan 603,989  Life Plan 447,854 
Other 56,165  Other — 
Corporate Non-segment 5,615  Corporate Non-segment — 
Total revenues $ 2,822,512  Operating expenses $ 1,129,099 
Outpatient Medical —  Outpatient Medical 11,332 
Lab —  Lab 8,279 
Life Plan —  Life Plan — 
Other (56,165) Other 66,371 
Corporate Non-segment (5,615) Corporate Non-segment — 
Less: Interest income and other $ (61,780) Healthpeak's share of unconsolidated joint venture operating expenses $ 85,982 
Outpatient Medical 29,326  Outpatient Medical (13,265)
Lab 25,303  Lab (99)
Life Plan —  Life Plan — 
Other 89,439  Other — 
Corporate Non-segment —  Corporate Non-segment — 
Healthpeak's share of unconsolidated joint venture real estate revenues $ 144,068  Noncontrolling interests' share of consolidated joint venture operating expenses $ (13,364)
Outpatient Medical (41,082) Outpatient Medical (6,098)
Lab (137) Lab 1,033 
Life Plan —  Life Plan 2,492 
Other —  Other (23)
Corporate Non-segment —  Corporate Non-segment — 
Noncontrolling interests' share of consolidated joint venture real estate revenues $ (41,219) Non-cash adjustments to operating expenses $ (2,596)
Outpatient Medical (50,141) Outpatient Medical 428,019 
Lab (63,457) Lab 254,408 
Life Plan —  Life Plan 450,346 
Other Other 66,348 
Corporate Non-segment —  Corporate Non-segment — 
Non-cash adjustments to real estate revenues $ (113,592) Portfolio Cash Operating Expenses $ 1,199,121 

Continued










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16

Reconciliations

Revenue Operating Expenses
In thousands
Year Ended
December 31, 2025
Year Ended
December 31, 2025
Outpatient Medical $ 1,234,780  Outpatient Medical $ (34,794)
Lab 821,775  Lab (61,977)
Life Plan 603,989  Life Plan (480)
Other 89,445  Other (66,348)
Corporate Non-segment —  Corporate Non-segment — 
Portfolio Cash Real Estate Revenues $ 2,749,989  Merger-Combined non-SS Cash Operating Expenses $ (163,599)
Outpatient Medical (84,813) Outpatient Medical 393,225 
Lab (157,579) Lab 192,431 
Life Plan —  Life Plan 449,866 
Other (89,445) Other — 
Corporate Non-segment —  Corporate Non-segment — 
Merger-Combined non-SS Cash Real Estate Revenues $ (331,837) Merger-Combined SS Cash Operating Expenses $ 1,035,522 
Outpatient Medical 1,149,967 
Lab 664,196 
Life Plan 603,989 
Other — 
Corporate Non-segment — 
Merger-Combined SS Cash Real Estate Revenues $ 2,418,152 

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17

Reconciliations
Revenue Operating Expenses
In thousands
Year Ended
December 31, 2024
Year Ended
 December 31, 2024
Outpatient Medical $ 1,205,744  Outpatient Medical $ 405,993 
Lab 881,452  Lab 239,620 
Life Plan 568,475  Life Plan 429,248 
Other 40,262  Other — 
Corporate Non-segment 4,516  Corporate Non-segment — 
Total revenues $ 2,700,449  Operating expenses $ 1,074,861 
Outpatient Medical —  Outpatient Medical 9,034 
Lab —  Lab 6,366 
Life Plan —  Life Plan — 
Other (40,262) Other 64,339 
Corporate Non-segment (4,516) Corporate Non-segment — 
Less: Interest income and other $ (44,778) Healthpeak's share of unconsolidated joint venture operating expenses $ 79,739 
Outpatient Medical 24,041  Outpatient Medical (10,582)
Lab 19,733  Lab (52)
Life Plan —  Life Plan — 
Other 86,642  Other — 
Corporate Non-segment —  Corporate Non-segment — 
Healthpeak's share of unconsolidated joint venture real estate revenues $ 130,416  Noncontrolling interests' share of consolidated joint venture operating expenses $ (10,634)
Outpatient Medical (37,643) Outpatient Medical (6,087)
Lab (196) Lab 1,137 
Life Plan —  Life Plan 3,123 
Other —  Other (338)
Corporate Non-segment —  Corporate Non-segment — 
Noncontrolling interests' share of consolidated joint venture real estate revenues $ (37,839) Non-cash adjustments to operating expenses $ (2,165)
Outpatient Medical (45,054) Outpatient Medical 398,358 
Lab (63,312) Lab 247,071 
Life Plan —  Life Plan 432,371 
Other (239) Other 64,001 
Corporate Non-segment —  Corporate Non-segment — 
Non-cash adjustments to real estate revenues $ (108,605) Portfolio Cash Operating Expenses $ 1,141,801 

Continued











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18

Reconciliations
Revenue Operating Expenses
In thousands
Year Ended
December 31, 2024
Year Ended
 December 31, 2024
Outpatient Medical $ 1,147,088  Outpatient Medical $ 29,131 
Lab 837,677  Lab — 
Life Plan 568,475  Life Plan — 
Other 86,403  Other — 
Corporate Non-segment —  Corporate Non-Segment — 
Portfolio Cash Real Estate Revenues $ 2,639,643  Pre-Merger legacy Physicians Realty Trust Cash Operating Expenses $ 29,131 
Outpatient Medical 90,529  Outpatient Medical (48,465)
Lab —  Lab (58,453)
Life Plan —  Life Plan (814)
Other —  Other (64,001)
Corporate Non-segment —  Corporate Non-segment — 
Pre-Merger legacy Physicians Realty Trust Cash Real Estate Revenue $ 90,529  Merger-Combined non-SS Cash Operating Expenses $ (171,733)
Outpatient Medical (130,482) Outpatient Medical 379,024 
Lab (184,241) Lab 188,618 
Life Plan —  Life Plan 431,557 
Other (86,403) Other — 
Corporate Non-segment —  Corporate Non-segment — 
Merger-Combined non-SS Cash Real Estate Revenues $ (401,126) Merger-Combined SS Cash Operating Expenses $ 999,199 
Outpatient Medical 1,107,135 
Lab 653,436 
Life Plan 568,475 
Other — 
Corporate Non-segment — 
Merger-Combined SS Cash Real Estate Revenues $ 2,329,046 

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19

Reconciliations
Segment Portfolio NOI and Adjusted NOI, Portfolio Income, and SS
In thousands

Total Portfolio Three Months Ended
  December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Net income (loss) $ 10,672  $ 50,064  $ 39,019  $ (109,848) $ 121,792 
Interest income and other (16,894) (15,821) (15,806) (15,529) (14,624)
Interest expense 70,508  72,693  75,063  76,784  80,638 
Depreciation and amortization 274,469  268,546  265,916  262,317  262,086 
General and administrative 23,929  26,118  20,764  19,907  23,627 
Transaction and merger-related costs 10,572  5,534  10,215  2,420  7,351 
Impairments and loan loss reserves (recoveries), net 11,632  (3,562) 3,499  (54) (776)
(Gain) loss on sales of real estate, net 8,929  —  (1,636) (11,500) (56,352)
Other (income) expense, net 24,157  6,126  4,692  (1,160) (10,137)
Income tax (benefit) expense (14,014) 2,080  2,382  (1,206) 6,027 
Equity (income) loss from unconsolidated joint ventures 108  2,147  (1,747) 176,291  (2,707)
Healthpeak's share of unconsolidated joint venture NOI 13,926  11,534  15,968  14,684  15,900 
Noncontrolling interests' share of consolidated joint venture NOI (7,000) (7,195) (7,219) (6,569) (6,872)
Adjustments to NOI(1)
(25,700) (26,914) (24,181) (25,900) (34,001)
Portfolio Adjusted NOI $ 385,294  $ 391,350  $ 386,929  $ 380,637  $ 391,952 
Merger-Combined non-SS Adjusted NOI (45,117) (41,615) (40,376) (39,179) (38,610)
Merger-Combined SS Adjusted NOI $ 340,177  $ 349,735  $ 346,553  $ 341,458  $ 353,342 



Outpatient Medical
Three Months Ended
  December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Net income (loss) $ 32,066  $ 51,216  $ 54,395  $ 64,948  $ 116,100 
Interest expense 3,686  3,573  3,476  3,571  3,457 
Depreciation and amortization 162,592  157,131  156,714  154,485  152,814 
Transaction and merger-related costs 1,137  248  12  298  377 
Impairments and loan loss reserves (recoveries), net 13,118  —  —  —  — 
(Gain) loss on sales of real estate, net (5,832) —  (2,932) (11,500) (56,352)
Other (income) expense, net 1,122  (49) 652  (1,350) (1,390)
Equity (income) loss from unconsolidated joint ventures 2,870  3,204  2,834  2,449  2,246 
Healthpeak's share of unconsolidated joint venture NOI 4,679  4,265  4,488  4,440  4,801 
Noncontrolling interests' share of consolidated joint venture NOI (7,000) (7,195) (7,219) (6,569) (6,834)
Adjustments to NOI(1)
(11,390) (12,082) (10,813) (10,358) (10,790)
Portfolio Adjusted NOI $ 197,048  $ 200,311  $ 201,607  $ 200,414  $ 204,429 
Merger-Combined non-SS Adjusted NOI (13,179) (11,970) (11,830) (11,710) (13,022)
Merger-Combined SS Adjusted NOI $ 183,869  $ 188,341  $ 189,777  $ 188,704  $ 191,407 

Continued
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20

Reconciliations
Segment Portfolio NOI and Adjusted NOI, Portfolio Income, and SS
In thousands

Lab Three Months Ended
  December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Net income (loss) $ 83,305  $ 80,403  $ 74,328  $ (104,187) $ 80,964 
Depreciation and amortization 77,127  78,616  78,010  76,946  77,792 
Transaction and merger-related costs 12  337  295  232  206 
(Gain) loss on sales of real estate, net (298) —  —  —  — 
Other (income) expense, net (2,496) (13) (20) (138) (26)
Equity (income) loss from unconsolidated joint ventures (1,866) 592  (2,809) 176,120  (2,777)
Healthpeak's share of unconsolidated joint venture NOI 3,626  1,134  5,460  4,605  5,825 
Noncontrolling interests' share of consolidated joint venture NOI —  —  —  —  (38)
Adjustments to NOI(1)
(12,825) (14,836) (12,488) (15,520) (21,646)
Portfolio Adjusted NOI $ 146,585  $ 146,233  $ 142,776  $ 138,058  $ 140,300 
Merger-Combined non-SS Adjusted NOI (26,464) (23,524) (22,618) (21,893) (20,596)
Merger-Combined SS Adjusted NOI $ 120,121  $ 122,709  $ 120,158  $ 116,165  $ 119,704 

Life Plan Three Months Ended
  December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Net income (loss) $ (25,978) $ (1,679) $ 303  $ 4,439  $ 18,491 
Interest expense 978  948  949  951  950 
Depreciation and amortization 34,750  32,799  31,192  30,886  31,480 
Transaction and merger-related costs 11  14  215  —  (229)
Other (income) expense, net 27,764  6,585  4,747  272  (7,178)
Adjustments to NOI(1)
(1,479) —  (843) —  (1,649)
Portfolio Adjusted NOI $ 36,046  $ 38,667  $ 36,563  $ 36,548  $ 41,865 
Merger-Combined non-SS Adjusted NOI 141  18  55  41  366 
Merger-Combined SS Adjusted NOI $ 36,187  $ 38,685  $ 36,618  $ 36,589  $ 42,231 

Other Three Months Ended
  December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Net income (loss) $ 2,522  $ 19,004  $ 10,907  $ 15,983  $ 15,663 
Interest income and other (15,199) (14,332) (14,288) (14,092) (13,453)
Transaction and merger-related costs —  433  393  (5) 47 
Impairments and loan loss reserves (recoveries), net (1,486) (3,562) 3,499  (54) (776)
(Gain) loss on sales of real estate, net 15,059  —  1,296  —  — 
Other (income) expense, net —  106  (35) 446  695 
Equity (income) loss from unconsolidated joint ventures (896) (1,649) (1,772) (2,278) (2,176)
Healthpeak's share of unconsolidated joint venture NOI 5,621  6,135  6,020  5,639  5,274 
Adjustments to NOI(1)
(6) (37) (22) 84 
Portfolio Adjusted NOI $ 5,615  $ 6,139  $ 5,983  $ 5,617  $ 5,358 
Merger-Combined non-SS Adjusted NOI (5,615) (6,139) (5,983) (5,617) (5,358)
Merger-Combined SS Adjusted NOI $ —  $ —  $ —  $ —  $ — 

Continued
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21

Reconciliations
Segment Portfolio NOI and Adjusted NOI, Portfolio Income, and SS
In thousands

Corporate Non-Segment
Three Months Ended
  December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Net income (loss) $ (81,243) $ (98,880) $ (100,914) $ (91,031) $ (109,426)
Interest income and other (1,695) (1,489) (1,518) (1,437) (1,171)
Interest expense 65,844  68,172  70,638  72,262  76,231 
General and administrative 23,929  26,118  20,764  19,907  23,627 
Transaction and merger-related costs 9,412  4,502  9,300  1,895  6,950 
Other (income) expense, net (2,233) (503) (652) (390) (2,238)
Income tax (benefit) expense (14,014) 2,080  2,382  (1,206) 6,027 
Merger-Combined SS Adjusted NOI $ —  $ —  $ —  $ —  $ — 
______________________________________
(1)Adjustments to NOI eliminates the effects of straight-line rents, amortization of market lease intangibles, lease termination fees, the impact of deferred community fee income, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fees expense.
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22

Reconciliations
Segment Portfolio NOI and Adjusted NOI, Portfolio Income, and SS
In thousands

For the year ended December 31, 2025
Outpatient
Medical
Lab Life Plan Other Non-
reportable
Corporate
Non-segment
Total
Net income (loss) $ 286,659  $ 131,508  $ 21,554  $ 61,557  $ (400,251) $ 101,027 
Interest income and other —  —  —  (56,165) (5,615) (61,780)
Interest expense 14,077  —  3,798  —  287,303  305,178 
Depreciation and amortization 621,144  311,364  126,357  —  —  1,058,865 
General and administrative —  —  —  —  90,416  90,416 
Transaction and merger-related costs 935  1,070  —  868  22,647  25,520 
Impairments and loan loss reserves (recoveries), net —  —  —  (893) —  (893)
(Gain) loss on sales of real estate, net (70,784) —  —  1,296  —  (69,488)
Other (income) expense, net (2,137) (197) 4,426  1,212  (3,783) (479)
Income tax (benefit) expense —  —  —  —  9,283  9,283 
Equity (income) loss from unconsolidated joint ventures 10,733  171,126  —  (7,875) —  173,984 
Healthpeak's share of unconsolidated joint venture NOI 17,994  17,024  —  23,068  —  58,086 
Noncontrolling interests' share of consolidated joint venture NOI (27,817) (38) —  —  —  (27,855)
Adjustments to NOI(1)
(44,043) (64,490) (2,492) 29  —  (110,996)
Portfolio Adjusted NOI $ 806,761  $ 567,367  $ 153,643  $ 23,097  $ —  $ 1,550,868 
Merger-Combined non-SS Adjusted NOI (50,019) (95,602) 480  (23,097) —  (168,238)
Merger-Combined SS Adjusted NOI $ 756,742  $ 471,765  $ 154,123  $ —  $ —  $ 1,382,630 
______________________________________
(1)Adjustments to NOI eliminates the effects of straight-line rents, amortization of market lease intangibles, lease termination fees, the impact of deferred community fee income, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fees expense.
















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23

Reconciliations
Segment Portfolio NOI and Adjusted NOI, Portfolio Income, and SS
In thousands

For the year ended December 31, 2024
Outpatient
Medical
Lab Life Plan Other Non-
reportable
Corporate
Non-segment
Total
Net income (loss) $ 285,296  $ 477,173  $ (31,137) $ 17,275  $ (481,304) $ 267,303 
Interest income and other —  —  —  (40,262) (4,516) (44,778)
Interest expense 15,155  —  3,942  —  261,333  280,430 
Depreciation and amortization 610,412  309,607  137,186  —  —  1,057,205 
General and administrative —  —  —  —  97,162  97,162 
Transaction and merger-related costs 2,180  503  60  —  129,942  132,685 
Impairments and loan loss reserves (recoveries), net 13,118  —  —  9,860  —  22,978 
(Gain) loss on sales of real estate, net (138,243) (55,511) —  15,059  —  (178,695)
Other (income) expense, net (254) (81,262) 29,176  (38) (6,967) (59,345)
Income tax (benefit) expense —  —  —  —  4,350  4,350 
Equity (income) loss from unconsolidated joint ventures 12,087  (8,678) —  (1,894) —  1,515 
Healthpeak's share of unconsolidated joint venture NOI 15,007  13,367  —  22,303  —  50,677 
Noncontrolling interests' share of consolidated joint venture NOI (27,061) (144) —  —  —  (27,205)
Adjustments to NOI(1)
(38,967) (64,449) (3,123) 99  —  (106,440)
Portfolio Adjusted NOI $ 748,730  $ 590,606  $ 136,104  $ 22,402  $ —  $ 1,497,842 
Pre-Merger legacy Physicians Realty Trust Adjusted NOI 61,398  —  —  —  —  61,398 
Merger-Combined non-SS Adjusted NOI (82,017) (125,788) 814  (22,402) —  (229,393)
Merger-Combined SS Adjusted NOI $ 728,111  $ 464,818  $ 136,918  $ —  $ —  $ 1,329,847 
______________________________________
(1)Adjustments to NOI eliminates the effects of straight-line rents, amortization of market lease intangibles, lease termination fees, the impact of deferred community fee income, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fees expense.
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24

Reconciliations
Property Count Reconciliations
As of December 31, 2025
Property Count Reconciliation
Outpatient
Medical
Lab Life Plan Other Total
Prior Quarter Total Property Count 530 139 15 19 703
Acquisitions 2 7 9
Assets sold (23) (23)
Current Quarter Total Property Count 509 146 15 19 689
Recent acquisitions (8) (7) (15)
Assets in Development (5) (2) (7)
Recently completed Developments (3) (2) (5)
Assets in Redevelopment (4) (20) (24)
Recently completed Redevelopments (1) (6) (7)
Assets held for sale (2) (6) (8)
Other exclusions (19) (19)
Significant tenant relocation (1) (1)
Three-Month SS Property Count 486 102 15 603
Prior Development/Redevelopment (1) (3) (4)
Twelve-Month SS Property Count 485 99 15 599


Sequential SS
Outpatient
Medical
Lab Life Plan Other Total
Prior Quarter Three-Month SS Property Count 514 102 15 631
Assets in Redevelopment (4) (1) (5)
Prior Development/Redevelopment 1 1
Assets held for sale (2) (2)
Assets sold (22) (22)
Current Quarter Three-Month SS Property Count 486 102 15 603
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25

Reconciliations
Common Stock and Equivalents
In thousands
Weighted Average Shares Weighted Average Shares
Three Months Ended
December 31, 2025
Twelve Months Ended
December 31, 2025
Shares Outstanding
December 31, 2025
Diluted EPS Diluted Nareit FFO Diluted FFO as Adjusted Diluted AFFO Diluted EPS Diluted Nareit FFO Diluted FFO as Adjusted Diluted AFFO
Common stock 695,037  694,976  694,976  694,976  694,976  696,026  696,026  696,026  696,026 
Common stock equivalent securities(1):
Restricted stock units 559  18  18  18  18 
OP units 4,323  —  1,044  1,044  1,044  —  1,044  1,044  1,044 
Convertible partnership units 13,365  —  13,383  13,383  13,383  —  13,421  13,421  13,421 
Total common stock and equivalents 713,284  694,985  709,412  709,412  709,412  696,044  710,509  710,509  710,509 
______________________________________
(1)The weighted average shares for the three and twelve months ended December 31, 2025 represent the current dilutive impact, using the treasury stock method, of approximately 1 million restricted stock units, 4.3 million OP units, and 13.4 million DownREIT units.
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26

Reconciliations
Net Income to Adjusted EBITDAre
In thousands
Three Months Ended
December 31, 2025
Net income (loss) $ 121,792 
Interest expense 80,638 
Income tax expense (benefit) 6,027 
Depreciation and amortization 262,086 
Other depreciation and amortization 656 
Loss (gain) on sales of real estate (56,352)
Share of unconsolidated JV:
  Interest expense 3,506 
  Income tax expense (benefit) (139)
  Depreciation and amortization 12,806 
EBITDAre $ 431,020 
Transaction, merger, and restructuring-related costs 7,351 
Other impairments (recoveries) and other losses (gains) (776)
Casualty-related charges (recoveries) (9,204)
Life plan community entrance fees 17,355 
Stock-based compensation amortization expense 4,000 
Impact of transactions closed during the period(1)
3,815 
Adjusted EBITDAre $ 453,561 
Impact of transactions closed during the period(1)
(3,815)
Fixed Charge Coverage Adjusted EBITDAre(2)
$ 449,746 


Adjusted Fixed Charge Coverage
In thousands
Three Months Ended
December 31, 2025
Interest expense, including unconsolidated JV interest expense at share $ 84,144 
Capitalized interest, including unconsolidated JV capitalized interest at share 19,973 
Fixed Charges $ 104,117 
Adjusted Fixed Charge Coverage(2)
  4.3x
  ______________________________________
(1)Adjustment reflects the impact of transactions that occurred during the period as if the transactions occurred at the beginning of the period.
(2)Fixed Charge Coverage Adjusted EBITDAre is utilized in the calculation of Adjusted Fixed Charge Coverage and excludes the impact of transactions that occurred during the period for consistency with the calculation of Fixed Charges.
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27

Reconciliations
Enterprise Debt and Net Debt
In thousands
December 31, 2025
Bank line of credit and commercial paper $ 1,078,850 
Term loans 1,647,113 
Senior unsecured notes 6,772,722 
Mortgage debt 349,209 
Consolidated Debt $ 9,847,894 
Share of unconsolidated JV mortgage debt 209,768 
Enterprise Debt $ 10,057,662 
Cash and cash equivalents (467,457)
Share of unconsolidated JV cash and cash equivalents (23,331)
Restricted cash (70,245)
Share of unconsolidated JV restricted cash (1,657)
Net Debt $ 9,494,972 
Financial Leverage
In thousands
December 31, 2025
Enterprise Debt $ 10,057,662 
Enterprise Gross Assets 26,149,968 
Financial Leverage 38.5%
Secured Debt Ratio
In thousands
December 31, 2025
Mortgage debt $ 349,209 
Share of unconsolidated JV mortgage debt 209,768 
Enterprise Secured Debt $ 558,977 
Enterprise Gross Assets $ 26,149,968 
Secured Debt Ratio 2.1%
Net Debt to Adjusted EBITDAre
In thousands
Three Months Ended
December 31, 2025
Net Debt $ 9,494,972 
Annualized Adjusted EBITDAre(1)
1,814,244 
Net Debt to Adjusted EBITDAre   5.2x
  ______________________________________
(1)Represents the current quarter Adjusted EBITDAre multiplied by a factor of four.
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28

Reconciliations
Healthpeak's Share of Unconsolidated Joint Venture NOI
In thousands

Total Portfolio Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Equity income (loss) from unconsolidated joint ventures $ (108) $ (2,147) $ 1,747  $ (176,291) $ 2,707 
Depreciation and amortization 12,441  12,200  12,530  12,574  12,806 
General and administrative 348  350  352  340  425 
Other (income) expense, net 1,039  861  1,089  66  92 
Income tax (benefit) expense 206  270  250  155  (130)
Impairments (recoveries) of real estate, net
—  —  —  177,840  — 
Healthpeak's share of unconsolidated joint venture NOI $ 13,926  $ 11,534  $ 15,968  $ 14,684  $ 15,900 

Outpatient Medical Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Equity income (loss) from unconsolidated joint ventures $ (2,870) $ (3,204) $ (2,834) $ (2,449) $ (2,246)
Depreciation and amortization 4,388  4,128  4,039  3,859  3,813 
General and administrative 95  159  97  22  166 
Other (income) expense, net 3,074  3,193  3,178  2,999  3,059 
Income tax (benefit) expense (8) (11)
Healthpeak's share of unconsolidated joint venture NOI $ 4,679  $ 4,265  $ 4,488  $ 4,440  $ 4,801 

Lab Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Equity income (loss) from unconsolidated joint ventures $ 1,865  $ (592) $ 2,809  $ (176,120) $ 2,777 
Depreciation and amortization 3,380  3,346  3,714  3,943  4,172 
General and administrative 258  151  249  272  241 
Other (income) expense, net (1,877) (1,771) (1,312) (1,330) (1,365)
Impairments (recoveries) of real estate, net
—  —  —  177,840  — 
Healthpeak's share of unconsolidated joint venture NOI $ 3,626  $ 1,134  $ 5,460  $ 4,605  $ 5,825 

Other Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Equity income (loss) from unconsolidated joint ventures $ 897  $ 1,649  $ 1,772  $ 2,278  $ 2,176 
Depreciation and amortization 4,673  4,726  4,777  4,772  4,821 
General and administrative (5) 40  46  18 
Other (income) expense, net (158) (561) (777) (1,603) (1,602)
Income tax (benefit) expense 214  281  242  146  (139)
Healthpeak's share of unconsolidated joint venture NOI $ 5,621  $ 6,135  $ 6,020  $ 5,639  $ 5,274 

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29

Reconciliations
Healthpeak's Share of Unconsolidated Joint Venture NOI
In thousands

For the year ended December 31, 2025
Outpatient
Medical
Lab Other Total
Equity income (loss) from unconsolidated joint ventures $ (10,733) $ (171,126) $ 7,875  $ (173,984)
Depreciation and amortization 15,839  15,175  19,096  50,110 
General and administrative 444  913  110  1,467 
Other (income) expense, net 12,429  (5,778) (4,543) 2,108 
Income tax (benefit) expense 15  —  530  545 
Impairments (recoveries) of real estate, net
—  177,840  —  177,840 
Healthpeak's share of unconsolidated joint venture NOI $ 17,994  $ 17,024  $ 23,068  $ 58,086 


For the year ended December 31, 2024
Outpatient
Medical
Lab Other Total
Equity income (loss) from unconsolidated joint ventures $ (12,087) $ 8,677  $ 1,895  $ (1,515)
Depreciation and amortization 14,526  11,840  18,595  44,961 
General and administrative 363  664  90  1,117 
Other (income) expense, net 12,220  (7,814) 1,181  5,587 
Income tax (benefit) expense (15) —  542  527 
Healthpeak's share of unconsolidated joint venture NOI $ 15,007  $ 13,367  $ 22,303  $ 50,677 
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Reconciliations
Noncontrolling Interests' Share of Consolidated Joint Venture NOI
In thousands

Total Portfolio Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Income (loss) from continuing operations attributable to noncontrolling interest $ 6,125  $ 7,236  $ 7,346  $ 7,274  $ 7,824 
Depreciation and amortization 4,520  4,353  4,350  3,721  3,731 
Other (income) expense, net 923  422  264  340  121 
Dividends attributable to noncontrolling interest (4,568) (4,816) (4,741) (4,766) (4,804)
Noncontrolling interests' share of consolidated joint venture NOI $ 7,000  $ 7,195  $ 7,219  $ 6,569  $ 6,872 

Outpatient Medical Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Income (loss) from continuing operations attributable to noncontrolling interest $ 4,890  $ 5,792  $ 5,894  $ 5,848  $ 6,322 
Depreciation and amortization 4,520  4,353  4,350  3,721  3,731 
Other (income) expense, net 923  422  324  340  121 
Dividends attributable to noncontrolling interest (3,333) (3,372) (3,349) (3,340) (3,340)
Noncontrolling interests' share of consolidated joint venture NOI $ 7,000  $ 7,195  $ 7,219  $ 6,569  $ 6,834 

Lab Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Income (loss) from continuing operations attributable to noncontrolling interest $ 913  $ 898  $ 928  $ 898  $ 966 
Dividends attributable to noncontrolling interest (913) (898) (928) (898) (928)
Noncontrolling interests' share of consolidated joint venture NOI $ —  $ —  $ —  $ —  $ 38 

Corporate Non-segment Three Months Ended
December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Income (loss) from continuing operations attributable to noncontrolling interest $ 322  $ 546  $ 524  $ 528  $ 536 
Dividends attributable to noncontrolling interest (322) (546) (524) (528) (536)
Noncontrolling interests' share of consolidated joint venture NOI $ —  $ —  $ —  $ —  $ — 
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Reconciliations
Noncontrolling Interests' Share of Consolidated Joint Venture NOI
In thousands

For the year ended December 31, 2025
Outpatient
Medical
Lab Corporate
Non-segment
Total
Income (loss) from continuing operations attributable to noncontrolling interest $ 23,856  $ 3,690  $ 2,134  $ 29,680 
Depreciation and amortization 16,155  —  —  16,155 
Other (income) expense, net 1,207  —  —  1,207 
Dividends attributable to noncontrolling interest (13,401) (3,652) (2,134) (19,187)
Noncontrolling interests' share of consolidated joint venture NOI $ 27,817  $ 38  $ —  $ 27,855 


For the year ended December 31, 2024
Outpatient
Medical
Lab Corporate
Non-segment
Total
Income (loss) from continuing operations attributable to noncontrolling interest $ 19,215  $ 3,789  $ 1,157  $ 24,161 
Depreciation and amortization 17,939  61  —  18,000 
Other (income) expense, net 1,423  (84) —  1,339 
Dividends attributable to noncontrolling interest (11,516) (3,622) (1,157) (16,295)
Noncontrolling interests' share of consolidated joint venture NOI $ 27,061  $ 144  $ —  $ 27,205 
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Reconciliations

REVPOR Life Plan(1)
In thousands, except per month data

Three Months Ended
REVPOR Life Plan December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Portfolio Cash Real Estate Revenues(2)
$ 145,963  $ 148,927  $ 148,855  $ 150,458  $ 155,749 
REVPOR Life Plan revenues $ 145,963  $ 148,927  $ 148,855  $ 150,458  $ 155,749 
Average occupied units/month 6,060  6,085  6,074  6,121  6,179 
REVPOR Life Plan per month(3)
$ 8,028  $ 8,158  $ 8,169  $ 8,193  $ 8,403 
Three Months Ended
REVPOR Life Plan excluding NREF Amortization December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
REVPOR Life Plan revenues $ 145,963  $ 148,927  $ 148,855  $ 150,458  $ 155,749 
NREF Amortization (23,394) (24,006) (23,652) (24,155) (27,099)
REVPOR Life Plan revenues excluding NREF Amortization $ 122,569  $ 124,921  $ 125,203  $ 126,302  $ 128,651 
Average occupied units/month 6,060  6,085  6,074  6,121  6,179 
REVPOR Life Plan excluding NREF Amortization per month(3)
$ 6,742  $ 6,843  $ 6,871  $ 6,878  $ 6,941 
_____________________________________
(1)May not foot due to rounding.
(2)See pages 12 and 13 of this document for a reconciliation of Portfolio Cash Real Estate Revenues.
(3)Represents the quarter REVPOR Life Plan divided by a factor of three.

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Reconciliations

REVPOR(1)
In thousands, except per month data

Three Months Ended
REVPOR Other December 31,
2024
March 31,
2025
June 30,
2025
September 30,
2025
December 31,
2025
Portfolio Cash Real Estate Revenues(2)
$ 21,751  $ 22,452  $ 22,527  $ 22,479  $ 21,987 
REVPOR revenues $ 21,751  $ 22,452  $ 22,527  $ 22,479  $ 21,987 
Average occupied units/month 1,461  1,450  1,459  1,476  1,467 
REVPOR per month(3)
$ 4,963  $ 5,162  $ 5,145  $ 5,078  $ 4,996 
______________________________________
(1)May not foot due to rounding.
(2)See pages 12 and 13 of this document for a reconciliation of Portfolio Cash Real Estate Revenues.
(3)Represents the quarter REVPOR divided by a factor of three.
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FORWARD-LOOKING STATEMENTS

This Discussion and Reconciliation of Non-GAAP Financial Measures may include “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act. All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which are based on current expectations, estimates and projections about the industry and markets in which we operate and beliefs of and assumptions made by our management, involve uncertainties that could significantly affect our financial or operating results. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “predicts,” “projects,” “forecasts,” “will,” “may,” “potential,” “can,” “could,” “should,” “pro forma,” and variations of such words and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements include, but are not limited to, statements about our business outlook, 2026 guidance information, future acquisitions, dispositions, developments, financing activity, leasing activity, financial and operating results, plans, objectives, expectations, and intentions. All statements that address operating performance, events, or developments that Healthpeak expects or anticipates will occur in the future are forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be attained and, therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. For example, these forward-looking statements could be affected by factors including, without limitation, risks associated with: changes to regulatory, funding, staffing, trade, and other policies and actions by the U.S. political administration, macroeconomic trends that may increase borrowing, construction, labor and other operating costs; changes within the life science industry, and significant regulation, funding requirements, and uncertainty faced by our lab tenants; factors adversely affecting our tenants’, operators’, or borrowers’ ability to meet their financial and other contractual obligations to us; the insolvency or bankruptcy of one or more of our major tenants, operators, or borrowers; our concentration of real estate investments in the healthcare property sector, which makes us more vulnerable to a downturn in that specific sector than if we invested across multiple sectors; the illiquidity of real estate investments; our ability to identify and secure new or replacement tenants and operators; our property development, redevelopment, and tenant improvement risks, which can render a project less profitable or unprofitable and delay or prevent its undertaking or completion; the ability of the hospitals on whose campuses our outpatient medical buildings are located and their affiliated healthcare systems to remain competitive or financially viable; operational risks associated with our senior housing properties managed by third parties, including our properties operated through structures permitted by the Housing and Economic Recovery Act of 2008, which includes most of the provisions previously proposed in the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”); the failure of our tenants, operators, and borrowers to comply with federal, state, and local laws and regulations, including resident health and safety requirements, as well as licensure, certification, and inspection requirements; required regulatory approvals to transfer our senior housing properties; compliance with the Americans with Disabilities Act and fire, safety, and other regulations; the requirements of, or changes to, governmental reimbursement programs such as Medicare or Medicaid; economic conditions, natural disasters, weather, and other conditions that negatively affect geographic areas where we have concentrated investments; uninsured or underinsured losses, which could result in a significant loss of capital invested in a property, lower than expected future revenues, and unanticipated expenses; our use of joint ventures may limit our returns on and our flexibility with jointly owned investments; our use of rent escalators or contingent rent provisions in our leases; competition for suitable healthcare properties to grow our investment portfolio; our ability to exercise rights on collateral securing our real estate-related loans; any requirement that we recognize reserves, allowances, credit losses, or impairment charges; investment of substantial resources and time in transactions that are not consummated; our ability to successfully integrate or operate acquisitions and/or internalize property management; the potential impact of unfavorable resolution of litigation or disputes and resulting rising liability and insurance costs; environmental compliance costs and liabilities associated with our real estate investments; environmental, social and governance and sustainability commitments and requirements, as well as changing stakeholder expectations; epidemics, pandemics, or other infectious diseases, and health and safety measures intended to reduce their spread; our past participation in the Coronavirus Aid, Relief, and Economic Security Act Provider Relief Fund and other Covid-related stimulus and relief programs; laws or regulations prohibiting eviction of our tenants; human capital risks, including the loss or limited availability of our key personnel; our reliance on information technology and any material failure, inadequacy, interruption, or security failure of that technology; the use of, or inability to use, artificial intelligence by us, our tenants, our vendors, and our investors; volatility, disruption, or uncertainty in the financial markets; increased interest rates and borrowing costs, which could impact our ability to refinance existing debt, sell properties, and conduct investment activities; cash available for distribution to stockholders and our ability to make dividend distributions at expected levels; the availability of external capital on acceptable terms or at all; an increase in our level of indebtedness; covenants in our debt instruments, which may limit our operational flexibility, and breaches of these covenants; volatility in the market price and trading volume of our common stock; adverse changes in our credit ratings; the pending initial public offering of Janus Living may not be completed on the currently contemplated timeline or terms, or at all, and may not achieve the intended benefits; our significant economic exposure to shifts in the price of Janus Living common stock and our ability to control the assets and activities of Janus Living; conflicts of interest in our relationship with Janus Living; our ability to maintain our qualification as a real estate investment trust (“REIT”); our taxable REIT subsidiaries being subject to corporate level tax; tax imposed on any net income from “prohibited transactions”; changes to U.S. federal income tax laws, and potential deferred and contingent tax liabilities from corporate acquisitions; calculating non-REIT tax earnings and profits distributions; tax protection agreements that may limit our ability to dispose of certain properties and may require us to maintain certain debt levels; ownership limits in our charter that restrict ownership in our stock, and provisions of Maryland law and our charter that could prevent a transaction that may otherwise be in the interest of our stockholders; conflicts of interest between the interests of our stockholders and the interests of holders of Healthpeak OP, LLC (“Healthpeak OP”) common units; provisions in the operating agreement of Healthpeak OP and other agreements that may delay or prevent unsolicited acquisitions and other transactions; our status as a holding company of Healthpeak OP; and other risks and uncertainties described from time to time in our Securities and Exchange Commission filings.

Moreover, other risks and uncertainties of which we are not currently aware may also affect our forward-looking statements and may cause actual results and the timing of events to differ materially from those anticipated. The forward-looking statements made in this communication are made only as of the date hereof or as of the dates indicated in the forward-looking statements, even if they are subsequently made available by us on our website or otherwise. We do not undertake any obligation to update or supplement any forward-looking statements to reflect actual results, new information, future events, changes in its expectations or other circumstances that exist after the date as of which the forward-looking statements were made.
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