WELL / Welltower Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2025 Welltower Inc. Wel

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2025 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State or other jurisdiction of incorpo

WELLTOWER OP LLC $400,000,000 4.500% Notes due 2030 $600,000,000 5.125% Notes due 2035 UNDERWRITING AGREEMENT

EX-1.1 Exhibit 1.1 WELLTOWER OP LLC $400,000,000 4.500% Notes due 2030 $600,000,000 5.125% Notes due 2035 UNDERWRITING AGREEMENT July 31, 2025 Wells Fargo Securities, LLC BofA Securities, Inc. Goldman Sachs & Co. LLC As Representatives of the Several Underwriters c/o Wells Fargo Securities, LLC 550 South Tryon Street Charlotte, North Carolina 28202 c/o BofA Securities, Inc. One Bryant Park New Yor

AMENDMENT NO. 1 TO SUPPLEMENTAL INDENTURE NO. 24 BY AND AMONG WELLTOWER OP LLC as Issuer WELLTOWER INC. as Guarantor THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AS OF AUGUST 4, 2025 SUPPLEMENTAL TO THE INDENTURE DATED AS OF MARCH 15, 2

EX-4.4 Exhibit 4.4 AMENDMENT NO. 1 TO SUPPLEMENTAL INDENTURE NO. 24 BY AND AMONG WELLTOWER OP LLC as Issuer AND WELLTOWER INC. as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AS OF AUGUST 4, 2025 SUPPLEMENTAL TO THE INDENTURE DATED AS OF MARCH 15, 2010, AS AMENDED AND RESTATED BY THE SUPPLEMENTAL INDENTURE NO. 23, DATED AS OF APRIL 1, 2022 4.500% NOTES DUE 2030 5.125% N

$1,000,000,000 Welltower OP LLC $400,000,000 4.500% Notes due 2030 $600,000,000 5.125% Notes due 2035 Fully and unconditionally guaranteed by Welltower Inc.

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) $1,000,000,000 Welltower OP LLC $400,000,000 4.500% Notes due 2030 $600,000,000 5.125% Notes due 2035 Fully and unconditionally guaranteed by Welltower Inc. Welltower OP LLC (the “issuer” or “Welltower OP”) is offering and selling $400,000,000 aggregate pr

Calculation of Filing Fee Tables (Form Type) Welltower OP LLC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Welltower OP LLC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be  Paid Debt 4.

WELLTOWER OP LLC, AS ISSUER WELLTOWER INC., AS GUARANTOR PRICING TERM SHEET Issuer: Welltower OP LLC Guarantor: Welltower Inc. Title of Securities: 4.500% Notes due 2030 (the “New 2030 Notes”) (upon issuance will be fungible with the Previously-Issue

FWP Issuer Free Writing Prospectus, dated July 31, 2025 Filed Pursuant to Rule 433 Relating to the Preliminary Prospectus Supplement, dated July 31, 2025 and Registration Statement Nos.

Subject to Completion Preliminary Prospectus Supplement dated July 31, 2025

424B5 Table of Contents The information in this prospectus supplement is not complete and may be changed.

949,412 Shares Common Stock

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 949,412 Shares Common Stock This prospectus supplement and the related prospectus relate to the offer and resale by the selling stockholder identified in this prospectus supplement of up to 949,412 shares of our common stock, par value $1.00 per share (our

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 Welltower Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number)

Amendment No. 2 to Limited Liability Company Agreement of Welltower OP LLC dated as of June 4, 2025.

Exhibit 3.1 AMENDMENT No. 2 TO LIMITED LIABILITY COMPANY AGREEMENT OF WELLTOWER OP LLC June 4, 2025 THIS AMENDMENT NO. 2 TO THE LIMITED LIABILITY COMPANY AGREEMENT (as so amended, and as amended prior to the date hereof, the “Agreement”) of Welltower OP LLC (the “Company”), dated as of June 4, 2025 (this “Amendment”), is entered into by and among Welltower Inc., a Delaware corporation, as the init

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWER INC

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate  Offering Price Fee Rate Amount of Registration  Fee Carry

Welltower Reports Second Quarter 2025 Results

FOR IMMEDIATE RELEASE July 28, 2025 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Second Quarter 2025 Results Toledo, Ohio, July 28, 2025….

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2025 Welltower Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number)

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2025 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State or other jurisdiction of incorpor

Underwriting Agreement, dated as of June 25, 2025, among the Company, the Guarantor and Wells Fargo Securities, LLC, J.P. Morgan Securities LLC and PNC Capital Markets LLC, as representatives of the several underwriters.

Exhibit 1.1 WELLTOWER OP LLC $600,000,000 4.500% Notes due 2030 $650,000,000 5.125% Notes due 2035 UNDERWRITING AGREEMENT June 25, 2025 Wells Fargo Securities, LLC J.P. Morgan Securities LLC PNC Capital Markets LLC As Representatives of the Several Underwriters c/o Wells Fargo Securities, LLC 550 South Tryon Street Charlotte, North Carolina 28202 c/o J.P. Morgan Securities LLC 383 Madison Avenue N

Supplemental Indenture No. 24, dated as of June 27, 2025, among the Company, the Guarantor and the Trustee.

Exhibit 4.3 Execution Version SUPPLEMENTAL INDENTURE NO. 24 BY AND BETWEEN WELLTOWER OP LLC as Issuer AND WELLTOWER INC. as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AS OF JUNE 27, 2025 SUPPLEMENTAL TO THE INDENTURE DATED AS OF MARCH 15, 2010 WELLTOWER INC. 4.500% NOTES DUE 2030 5.125% NOTES DUE 2035 This SUPPLEMENTAL INDENTURE NO. 24 (this “Supplemental Indenture”)

Calculation of Filing Fee Tables (Form Type) Welltower OP LLC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Welltower OP LLC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective  Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be  Paid Debt 4.

$1,250,000,000 Welltower OP LLC $600,000,000 4.500% Notes due 2030 $650,000,000 5.125% Notes due 2035 Fully and unconditionally guaranteed by Welltower Inc.

Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) $1,250,000,000 Welltower OP LLC $600,000,000 4.500% Notes due 2030 $650,000,000 5.125% Notes due 2035 Fully and unconditionally guaranteed by Welltower Inc. Welltower OP LLC (the “issuer” or “Welltower OP”) is offering and selling $600,000,000 aggregate principal amount of its 4.

WELLTOWER OP LLC, AS ISSUER WELLTOWER INC., AS GUARANTOR PRICING TERM SHEET Issuer: Welltower OP LLC Guarantor: Welltower Inc. Title of Securities: 4.500% Notes due 2030 (the “2030 Notes”) 5.125% Notes due 2035 (the “2035 Notes”) Principal Amount: 20

FWP Issuer Free Writing Prospectus, dated June 25, 2025 Filed Pursuant to Rule 433 Relating to the Preliminary Prospectus Supplement, dated June 25, 2025 and Registration Statement Nos.

Subject to Completion Preliminary Prospectus Supplement dated June 25, 2025

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 The information in this prospectus supplement is not complete and may be changed. This prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities, in any jurisdiction where the offer or sale is not permitted. Subject to Comple

Welltower Inc. Amended and Restated 2022 Long-Term Incentive Plan

Exhibit 10.1 WELLTOWER INC. AMENDED AND RESTATED 2022 LONG-TERM INCENTIVE PLAN Adoption Date: April 7, 2025; Termination Date: April 6, 2035 I. PURPOSE The purpose of this Welltower Inc. Amended and Restated 2022 Long-Term Incentive Plan is to promote the growth and profitability of Welltower Inc. (the “Company”) by providing officers, key employees and non-employee directors of the Company with i

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

* * *

CORRESP Welltower Inc. 4500 Dorr Street Toledo, OH 43615 419 247 2800 May 12, 2025  Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Benjamin Holt and Jeffrey Gabor VIA EDGAR Re: Welltower Inc. Form 10-K for Fiscal Year Ended December 31, 2024 File No. 001-08923 Dear Messrs. Holt and Gabor, This letter is

Form of Welltower Inc. 2022 Long-Term Incentive Plan Restricted Stock Unit Grant Agreement.*

EXHIBIT 10.4 WELLTOWER INC. 2022 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT AGREEMENT FOR NON-EMPLOYEE DIRECTOR THIS RESTRICTED STOCK UNIT GRANT AGREEMENT (the "Agreement"), made as of [](the "Grant Date"), between Welltower Inc., a Delaware corporation (the "Corporation"), and [] (the "Director"). RECITALS: A. The Director serves as a member of the Board of Directors of the Corporation.

Long-Term Incentive Program.*

EXHIBIT 10.1 WELLTOWER INC. 2025-2027 LONG-TERM INCENTIVE PROGRAM 1.PURPOSE. This 2025-2027 Long-Term Incentive Program (the “Program”) is adopted pursuant to the Welltower Inc. 2022 Long-Term Incentive Plan (the “Equity Plan”) and any successor equity plan and is intended to provide an incentive for superior work and to motivate executives and employees of Welltower Inc. (the “Company “) toward e

LTIP Form Award Agreement.*

EXHIBIT 10.2 AWARD AGREEMENT WELLTOWER INC. 2025-2027 LONG-TERM INCENTIVE PROGRAM THIS LONG-TERM INCENTIVE PROGRAM AWARD AGREEMENT (the “Agreement”), made this [], 2025, between Welltower Inc., a Delaware corporation (the “Corporation”), and [] (the “Participant”). WHEREAS, the Participant is an employee of the Corporation; and WHEREAS, the Corporation adopted the Welltower Inc. 2022 Long-Term Inc

Form of Welltower OP LLC Profits Interests Plan Option Unit Agreement.*

EXHIBIT 10.3 FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN OPTION UNIT AGREEMENT This OPTION UNIT AGREEMENT (the “Award Agreement”) is made as of the Grant Date set forth below hereto between Welltower Inc., a Delaware corporation (the “Parent Member”), its subsidiary Welltower OP LLC, a Delaware limited liability company (the “Company”), and the individual identified below (the “Participant”).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWER IN

Welltower Reports First Quarter 2025 Results

FOR IMMEDIATE RELEASE April 28, 2025 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports First Quarter 2025 Results Toledo, Ohio, April 28, 2025….

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 Welltower Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number)

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 10 Glossary 15 Supplemental Reporting Measures 16 Forward Looking Statements and Risk Factors 20 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin

Form of Enrollment Form for Welltower Inc. Dividend Reinvestment & Stock Purchase Plan.

EX-99.1 Exhibit 99.1 Computershare Trust Company, N. A. PO Box 43006 Providence, Rl 02940-3006 Within USA, US territories & Canada  888 216 7206 Outside USA, US territories & Canada  201 680 6578 www. computershare. com/investor Name Address City, State, Zip Holder Account Number — — — — — — — — — — —   Use a black pen. Print in CAPITAL letters inside the grey areas as shown in this example.  Dire

Equity Distribution Agreement, dated as of March 28, 2025, among Welltower Inc., Welltower OP LLC, the sales agents named therein and the related forward purchasers.

Exhibit 1.1 WELLTOWER INC. $7,500,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT March 28, 2025 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated March 28, 2025, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Welltower

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Carr

1,563,904 Shares Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration Nos. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 1,563,904 Shares Common Stock This prospectus supplement and the related prospectus relate to the offer and resale by the selling stockholder identified in this prospectus supplement of up to 1,563,904 shares of our common stock, par value $1.00 per share (our

Statement of Eligibility of The Bank of New York Mellon Trust Company, N.A., as Trustee under the Trust Indenture Act of 1939, as amended, in respect of the Form of Indenture for Senior Subordinated Debt Securities of Welltower Inc. referenced in Exhibit 4.2.

Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95-

Form of Indenture for Senior Subordinated Debt Securities, among Welltower Inc., as issuer, Welltower OP LLC, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.

Exhibit 4.2 WELLTOWER INC., as Issuer, WELLTOWER OP LLC, as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 SENIOR SUBORDINATED DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a)

Filing Fee Tables.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) WELLTOWER INC. WELLTOWER OP LLC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Regis

Statement of Eligibility of The Bank of New York Mellon Trust Company, N.A., as Trustee under the Trust Indenture Act of 1939, as amended, in respect of the Form of Indenture for Senior Debt Securities of Welltower OP LLC referenced in Exhibit 4.5.

Exhibit 25.5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95-

Form of Indenture for Junior Subordinated Debt Securities, among Welltower OP LLC, as issuer, Welltower Inc., as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.

Exhibit 4.7 WELLTOWER OP LLC, as Issuer, WELLTOWER INC., as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 JUNIOR SUBORDINATED DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a)

As filed with the Securities and Exchange Commission on March 28, 2025

Table of Contents As filed with the Securities and Exchange Commission on March 28, 2025 Registration No.

Tax Opinion of Gibson, Dunn & Crutcher LLP regarding the DownREIT Shares.

EX-8.3 Exhibit 8.3 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Ladies and Gentlemen: We have acted as special tax counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the prospectus supplement dated March 28, 2025 to the prospectus dated March 28, 2025 (collectively, the “Prospectus”) included in the Company’s Registration Statement on Form S-

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation  or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2025 Welltower Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number)

Statement of Eligibility of The Bank of New York Mellon Trust Company, N.A., as Trustee under the Trust Indenture Act of 1939, as amended, in respect of the Form of Indenture for Senior Subordinated Debt Securities of Welltower OP LLC referenced in Exhibit 4.6.

Exhibit 25.6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95-

Form of Indenture for Senior Subordinated Debt Securities, among Welltower OP LLC, as issuer, Welltower Inc., as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.

Exhibit 4.6 WELLTOWER OP LLC, as Issuer, WELLTOWER INC., as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 SENIOR SUBORDINATED DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a)

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security  Type  Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Ca

Powers of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc., a Delaware corporation (the “Company”), that contemplates filing a Registration Statement on Form S-3 (“Form S-3”) with the Securities and Exchange Commission under the provisions of the Securities Act of 1933, as amended, for the purpose of registering under su

Filing Fee Tables.

Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-3 Welltower Inc. Table 1 – Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with U

Form of Indenture for Senior Debt Securities, among Welltower OP LLC, as issuer, Welltower Inc., as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.

Exhibit 4.5 WELLTOWER OP LLC, as Issuer, WELLTOWER INC., as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 SENIOR DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a)(3) Not Appli

Opinion of Gibson, Dunn & Crutcher LLP regarding the Resale Shares.

EX-5.5 Exhibit 5.5 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. Registration Statement on Form S-3 (File No. 333-286204) Ladies and Gentlemen: We have examined the Registration Statement on Form S-3 (File No. 333-286204) (the “Registration Statement”), of Welltower Inc., a Delaware corporation (the “Company”), filed with the Securities and Exchange Commissio

Statement of Eligibility of The Bank of New York Mellon Trust Company, N.A., as Trustee under the Trust Indenture Act of 1939, as amended, in respect of the Indenture, dated as of March 15, 2010, for Senior Debt Securities of Welltower OP LLC referenced in Exhibit 4.4.

Exhibit 25.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95-

Opinion of Gibson, Dunn & Crutcher LLP regarding the DownREIT Shares.

EX-5.3 Exhibit 5.3 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. 390,590 Shares of Common Stock Ladies and Gentlemen: We have acted as counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the preparation and filing with the Securities and Exchange Commission (the “Commission”) of the Prospectus Supplement dated March 28, 2025

390,590 Shares Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 390,590 Shares Common Stock This prospectus supplement and the related prospectus relate to the possible issuance, from time to time, of up to 390,590 shares of our common stock in exchange for Class A units of HCN G&L DownREIT II, LLC (the “DownREIT”) tendered

Statement of Eligibility of The Bank of New York Mellon Trust Company, N.A., as Trustee under the Trust Indenture Act of 1939, as amended, in respect of the Form of Indenture for Senior Debt Securities of Welltower Inc. referenced in Exhibit 4.1.

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95-

Form of Indenture for Senior Debt Securities, among Welltower Inc., as issuer, Welltower OP LLC, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.

Exhibit 4.1 WELLTOWER INC., as Issuer, WELLTOWER OP LLC, as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 SENIOR DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a)(3) Not Appli

Statement of Eligibility of The Bank of New York Mellon Trust Company, N.A., as Trustee under the Trust Indenture Act of 1939, as amended, in respect of the Form of Indenture for Junior Subordinated Debt Securities of Welltower OP LLC referenced in Exhibit 4.7.

Exhibit 25.7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95-

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Carr

Form of Indenture for Junior Subordinated Debt Securities, among Welltower Inc., as issuer, Welltower OP LLC, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.

Exhibit 4.3 WELLTOWER INC., as Issuer, WELLTOWER OP LLC, as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF , 20 JUNIOR SUBORDINATED DEBT SECURITIES Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION 310(a)(1) 709 (a)(2) 709 (a)

Statement of Eligibility of The Bank of New York Mellon Trust Company, N.A., as Trustee under the Trust Indenture Act of 1939, as amended, in respect of the Form of Indenture for Junior Subordinated Debt Securities of Welltower Inc. referenced in Exhibit 4.3.

Exhibit 25.3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95-

Tax Opinion of Gibson, Dunn & Crutcher LLP regarding the Resale Shares.

EX-8.5 Exhibit 8.5 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Ladies and Gentlemen: We have acted as special tax counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the prospectus supplement dated March 28, 2025 to the prospectus dated March 28, 2025 (collectively, the “Prospectus”) included in the Company’s Registration Statement on Form S-

Form of Initial Enrollment Form for Welltower Inc. Dividend Reinvestment & Stock Purchase Plan.

EX-99.2 Exhibit 99.2 Computershare Trust Company, N. A. PO Box 43006 Providence, Rl 02940-3006 Within USA US territories & Canada 888 216 7206 Outside USA US territories & Canada 201 680 6578 www. computershare. com/investor Name Address City, State, Zip Joint - Will be presumed to be joint tenants with rights of survivorship unless restricted by applicable state law or otherwise indicated. Custod

$7,500,000,000 Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Nos. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) $7,500,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) BofA Securities, Inc., BBVA Securities Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Cap

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(2) Carr

Up to 23,471,419 Shares Common Stock

Table of Contents File Pursuant to Rule 424(b)(7) Registration Nos. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) Up to 23,471,419 Shares Common Stock Welltower OP LLC (“Welltower OP”), the operating company through which Welltower Inc. (“Welltower”) conducts its business, issued $1,035,000,000 principal amount of its 2.750% Exchangeable Senior Notes due 2028 (the “2028 not

As filed with the Securities and Exchange Commission on March 28, 2025

Table of Contents As filed with the Securities and Exchange Commission on March 28, 2025 Registration No.

238,868 Shares Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-286204 PROSPECTUS SUPPLEMENT (To prospectus dated March 28, 2025) 238,868 Shares Common Stock This prospectus supplement and the related prospectus relate to the possible issuance, from time to time, of up to 238,868 shares of our common stock in exchange for Class A common units of Welltower OP LLC (“Welltower OP”) tendered f

Tax Opinion of Gibson, Dunn & Crutcher LLP regarding the OP Shares.

EX-8.4 Exhibit 8.4 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Ladies and Gentlemen: We have acted as special tax counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the prospectus supplement dated March 28, 2025 to the prospectus dated March 28, 2025 (collectively, the “Prospectus”) included in the Company’s Registration Statement on Form S-

Form of Direct Debit Authorization Form for Welltower Inc. Dividend Reinvestment & Stock Purchase Plan.

EX-99.3 Exhibit 99.3 Computershare Trust Company, N. A. PO Box 43006 Providence, Rl 02940-3006 Within USA US territories & Canada  888 216 7206 Outside USA US territories & Canada  201 680 6578 www. computershare. com/investor Name Address City, State, Zip Holder Account Number — — — — — — — — — — —   Use a black pen. Print in CAPITAL letters inside the grey areas as shown in this example. This fo

Power of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc., a Delaware corporation (the “Company”), or Welltower OP LLC, a Delaware limited liability company (“Welltower OP”), that contemplates filing a Registration Statement on Form S-3 (“Form S-3”) with the Securities and Exchange Commission under the provisions of the

Opinion of Gibson, Dunn & Crutcher LLP regarding the OP Shares.

EX-5.4 Exhibit 5.4 March 28, 2025 Welltower Inc. 4500 Dorr Street Toledo, Ohio 43615 Re: Welltower Inc. 238,868 Shares of Common Stock Ladies and Gentlemen: We have acted as counsel to Welltower Inc., a Delaware corporation (the “Company”), in connection with the preparation and filing with the Securities and Exchange Commission (the “Commission”) of the Prospectus Supplement dated March 28, 2025

Subsidiaries of the Company.

Exhibit 21 Subsidiary Name Jurisdiction of Organization 10 Sterling Drive NJ Owner LLC Delaware 10 Terracina Boulevard Owner LLC Delaware 100 Dublin Road Opco LLC Delaware 100 Trich Drive LLC Delaware 100 Washington Commons Drive Owner LLC Delaware 100 West Queen Street PA Owner LLC Delaware 1001 W Golden Landlord LLC Delaware 10040 Hillview Rd FL Owner LLC Delaware 101 Clyde Morris Boulevard OpCo

Powers of Attorney.

EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc.

List of Subsidiary Issuers and Guaranteed Securities

EXHIBIT 22 List of Subsidiary Issuers and Guaranteed Securities Welltower Inc. fully and unconditionally guarantees all of the notes issued by Welltower OP LLC.

Recovery of Incentive-Based Compensation from Executive Officers in Event of Accounting Restatement

EXHIBIT 97 CLAWBACK POLICY A.OVERVIEW It is the policy of Welltower Inc. (the “Company”) that, in the event the Company is required to prepare an accounting restatement of the Company’s financial statements due to material non-compliance with any financial reporting requirement under the federal securities laws (including any such correction that is material to the previously issued financial stat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-8923 WELLTOWER INC. (Exact name of re

Summary of Director Compensation

EXHIBIT 10.3 Welltower Inc. Non-Employee Director Compensation Effective January 1, 2025 For each calendar year, each non-employee member of the Board of Directors of Welltower Inc. (the “Company”) will receive an annual retainer of $100,000, payable in equal quarterly installments. If there is a non-employee director serving as the Chair of the Board, such individual will receive an additional re

nsider Trading Policy

EXHIBIT 19 INSIDER TRADING POLICY A. INTRODUCTION The purpose of this Insider Trading Policy (the “Policy”) is to promote compliance with all applicable federal and state securities laws by Welltower Inc. and its directors, officers and employees. Federal and state laws prohibit buying, selling or making other transfers of securities by persons who are in possession of material information that is

Exhibit 4.11

EXHIBIT 4.11 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, Welltower Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $1.00 par value per share (“Common Stock”); (ii) guarant

Amendment No. 1 to Limited Liability Company Agreement of Welltower OP LLC, dated as of June 1, 2022.

EXHIBIT 3.4 AMENDMENT No. 1 TO LIMITED LIABILITY COMPANY AGREEMENT OF WELLTOWER OP LLC June 1, 2022 THIS AMENDMENT NO. 1 TO THE LIMITED LIABILITY COMPANY AGREEMENT (as so amended, the “Agreement”) of Welltower OP LLC (the “Company”), dated as of June 1, 2022 (this “Amendment”), is entered into by and among Welltower Inc., a Delaware corporation, as the initial member of the Company (the “Initial M

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numb

Welltower Reports Fourth Quarter 2024 Results

FOR IMMEDIATE RELEASE February 11, 2025 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Fourth Quarter 2024 Results Toledo, Ohio, February 11, 2025….

TOLEDO, Ohio, January 2, 2025 /PRNewswire/ — Welltower Inc. (NYSE: WELL) today announced executive and senior leadership team promotions to further solidify its

EX-99.1 Exhibit 99.1 TOLEDO, Ohio, January 2, 2025 /PRNewswire/ — Welltower Inc. (NYSE: WELL) today announced executive and senior leadership team promotions to further solidify its best-in-class team and to strengthen the Company’s long-term growth prospects. “The transformation of Welltower and the progress we have made over the past decade would not have been possible without the dedication, co

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2025 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numbe

WELL / Welltower Inc. / COHEN & STEERS, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 4)* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Fili

WELL / Welltower Inc. / Capital International Investors - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security  Type  Security  Class  Title  Fee  Calculation  or  Carry  Forward  Rule  Amount  Registered  Proposed  Maximum  Offering  Price  Per Unit  Maximum  Aggregate  Offering  Price  Fee Rate  Amount  of 

Equity Distribution Agreement, dated as of October 29, 2024, among Welltower Inc., Welltower OP LLC, the sales agents named therein and the related forward purchasers.

Exhibit 1.1 WELLTOWER INC. $5,000,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT October 29, 2024 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated October 29, 2024, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Wellt

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numbe

$5,000,000,000 Common Stock

Form 424(b)(5) Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $5,000,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) BofA Securities, Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, BOK Financial Securities,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWE

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

Welltower Reports Third Quarter 2024 Results

FOR IMMEDIATE RELEASE October 28, 2024 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Third Quarter 2024 Results Toledo, Ohio, October 28, 2024….

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numbe

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Ex-Filing Fees Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC.

Up to 23,471,419 Shares Common Stock

File Pursuant to Rule 424(b)(7) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) Up to 23,471,419 Shares Common Stock Welltower OP LLC (“Welltower OP”), the operating company through which Welltower Inc. (“Welltower”) conducts its business, issued $1,035,000,000 principal amount of its 2.750% Exchangeable Senior Notes due 2028 (the “2028 notes”) in a private t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWER INC

4, 2024, by and among the Company; the lenders therein; KeyBank National Association, as administrative agent and L/C issuer; BofA Securities, Inc., JPMorgan Chase Bank, N.A. and Wells Fargo Securities LLC, as joint book runners; BofA Securities, as book runner; BofA Securities, Inc., JPMorgan Chase Bank, N.A., Wells Fargo Securities LLC, as U.S. joint lead arrangers; BofA Securities, Inc., JPMorgan Chase Bank, N.A., KeyBanc Capital Markets Inc. and RBC Capital Markets, as Canadian joint lead arrangers; Bank of America, N.A., JPMorgan Chase Bank, N.A. and Wells Fargo Securities LLC as co-syndication agents; Bank of America, N.A. , as syndication agent; MUFG Bank, Ltd., Barclays Bank PLC, Citibank, N.A., Credit Agricole Corporate and Investment Bank, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Mizuho Bank, Ltd., Morgan Stanley Senior Funding, Inc., PNC Bank, National Association and Royal Bank of Canada, as co-documentation agents; BNP Paribas, Citizens Bank, N.A., Fifth Third Bank, National Association, The Huntington National Bank, Regions Bank, The Bank of Nova Scotia, The Toronto-Dominion Bank, New York Branch, TD Bank, NA, Truist Bank, The Bank of New York Mellon, Banco Bilbao Vizcaya Argentaria, S.A., New York Branch and Bank of Montreal, as co-senior managing agents, Capital One, National Association, as managing agent and Credit Agricole Corporate and Investment Bank, as sustainability structuring agent.

EXHIBIT 10.3 AMENDMENT NO. 3 TO CREDIT AGREEMENT AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of June 14, 2024 (this “Amendment”), by and among WELLTOWER OP LLC, a Delaware limited liability company (the “Borrower”), WELLTOWER INC., a Delaware corporation (the “Parent Guarantor”), and KEYBANK NATIONAL ASSOCIATION, as administrative agent for each of the Lenders (defined below) (in such capacity,

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2024 Welltower Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number)

Amendment No. 4 to Credit Agreement, dated as of July 24, 2024, by and among the Company; the lenders therein; KeyBank National Association, as administrative agent and L/C issuer; BofA Securities, Inc., JPMorgan Chase Bank, N.A. and Wells Fargo Securities LLC, as joint book runners; BofA Securities, as book runner; BofA Securities, Inc., JPMorgan Chase Bank, N.A., Wells Fargo Securities LLC, as U.S. joint lead arrangers; BofA Securities, Inc., JPMorgan Chase Bank, N.A., KeyBanc Capital Markets Inc. and RBC Capital Markets, as Canadian joint lead arrangers; Bank of America, N.A., JPMorgan Chase Bank, N.A. and Wells Fargo Securities LLC as co-syndication agents; Bank of America, N.A. , as syndication agent; MUFG Bank, Ltd., Barclays Bank PLC, Citibank, N.A., Credit Agricole Corporate and Investment Bank, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Mizuho Bank, Ltd., Morgan Stanley Senior Funding, Inc., PNC Bank, National Association and Royal Bank of Canada, as co-documentation agents; BNP Paribas, Citizens Bank, N.A., Fifth Third Bank, National Association, The Huntington National Bank, Regions Bank, The Bank of Nova Scotia, The Toronto-Dominion Bank, New York Branch, TD Bank, NA, Truist Bank, The Bank of New York Mellon, Banco Bilbao Vizcaya Argentaria, S.A., New York Branch and Bank of Montreal, as co-senior managing agents, Capital One, National Association, as managing agent and Credit Agricole Corporate and Investment Bank, as sustainability structuring agent.

EXHIBIT 10.1 AMENDMENT NO. 4 TO CREDIT AGREEMENT This AMENDMENT NO. 4 TO CREDIT AGREEMENT, dated as of July 24, 2024 (this “Amendment”), is made by and among WELLTOWER OP LLC, a Delaware limited liability company (, the “Borrower”), WELLTOWER INC., a Delaware corporation (the “Parent Guarantor”), the several banks and other parties from time to time parties hereto (the “Lenders”) and KEYBANK NATIO

Welltower Announces Addition of Andrew Gundlach to Board of Directors

EXHIBIT 99.3 Welltower Announces Addition of Andrew Gundlach to Board of Directors TOLEDO, Ohio, July 29, 2024 /PRNewswire/ - Welltower Inc. (NYSE: WELL) announced today the appointment of Andrew Gundlach to its Board of Directors. Mr. Gundlach, 53, is the President and Co-CEO of Bleichroeder LP, a registered investment advisor serving ultra-high-net-worth families. He has extensive experience in

Welltower Reports Second Quarter 2024 Results

' FOR IMMEDIATE RELEASE July 29, 2024 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Second Quarter 2024 Results Toledo, Ohio, July 29, 2024….

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2024 (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2024 (July 11, 2024) Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State

he Bank of New York Mellon Trust Company, N.A., as trustee (filed with the Commission as Exhibit 4.1 to the Company's Form 8-K filed

Exhibit 4.1 WELLTOWER OP LLC as Issuer WELLTOWER INC. as REIT and Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of July 11, 2024 3.125% Exchangeable Senior Notes due 2029 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01. Definitions 1 Section 1.02. References to Interest 12 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE O

Welltower Announces Closing of $1.035 Billion of Exchangeable Senior Notes

Exhibit 99.1 Welltower Announces Closing of $1.035 Billion of Exchangeable Senior Notes TOLEDO, Ohio, July 11, 2024 /PRNewswire/ — Welltower® Inc. (NYSE: WELL) (“Welltower” or the “Company”) announced today that its operating company, Welltower OP LLC (“Welltower OP”), has closed the previously announced offering (the “Offering”) of $1.035 billion aggregate principal amount of 3.125% exchangeable

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2024 Welltower Inc. Well

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2024 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State or other jurisdiction of incorpor

and the initial purchasers party thereto (filed with the Commission as Exhibit 10.1 to the Company's Form 8-K filed

Exhibit 10.1 WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) $1,035,000,000 (including the Additional Notes (as defined in the Purchase Agreement)) 3.125% Exchangeable Senior Notes due 2029 REGISTRATION RIGHTS AGREEMENT Dated: July 11, 2024 WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) 3.125% Exchange

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) (

Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expec

Exhibit 99.1 Business Update June 3, 2024 Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to his

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) (

Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Welltower Inc.

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WELLTOWER INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware Welltower Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “GCL”), does hereby certify that: 1. The Amended and Restated Certificate of Incorpora

. (filed with the Commission as Exhibit 3.2 to the Form 8-K filed on May 24, 2024 (File No. 001-08923), and incorporated herein by reference thereto).

Exhibit 3.2 RESTATED CERTIFICATE OF INCORPORATION OF WELLTOWER INC. The present name of the corporation is Welltower Inc. (the “Corporation”). The Corporation was incorporated under the name “WELL Merger Holdco Inc.” by the filing of its original Certificate of Incorporation with the Secretary of State of the State of Delaware on February 15, 2022. This Restated Certificate of Incorporation of the

Form of Welltower Inc. 2024-2026 LTIP Form Award Agreement.*

EXHIBIT 10.2 AWARD AGREEMENT WELLTOWER INC. 2024-2026 LONG-TERM INCENTIVE PROGRAM THIS LONG-TERM INCENTIVE PROGRAM AWARD AGREEMENT (the “Agreement”), made this #GrantDate#, between Welltower Inc., a Delaware corporation (the “Corporation”), and #ParticipantName# (the “Participant”). WHEREAS, the Participant is an employee of the Corporation; and WHEREAS, the Corporation adopted the Welltower Inc.

Long-Term Incentive Program (filed with the Commission as Exhibit 10.1 to the Company's Form 10-Q filed

EXHIBIT 10.1 WELLTOWER INC. 2024-2026 LONG-TERM INCENTIVE PROGRAM 1.PURPOSE. This 2024-2026 Long-Term Incentive Program (the “Program”) is adopted pursuant to the Welltower Inc. 2022 Long-Term Incentive Plan (the “Equity Plan”) and any successor equity plan and is intended to provide an incentive for superior work and to motivate executives and employees of Welltower Inc. (the “Company “) toward e

$3,500,000,000 Common Stock

Table of Contents File Pursuant to Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $3,500,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, BofA

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number)

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security  Type  Security Class Title Fee Calculation or Carry Forward Rule Amoun

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security  Type  Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Ca

Form of Welltower Inc. 2022 Long-Term Incentive Plan Restricted Stock Unit Grant Agreement.*

EXHIBIT 10.4 WELLTOWER INC. 2022 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT AGREEMENT FOR NON-EMPLOYEE DIRECTOR THIS RESTRICTED STOCK UNIT GRANT AGREEMENT (the "Agreement"), made as of #GrantDate# (the "Grant Date"), between Welltower Inc., a Delaware corporation (the "Corporation"), and #ParticipantName# (the "Director"). RECITALS: A. The Director serves as a member of the Board of Dire

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWER IN

Equity Distribution Agreement, dated as of April 30, 2024, among Welltower Inc., Welltower OP LLC, the sales agents and the related forward purchasers (filed with the Commission as Exhibit 1.1 to the Company's Form 8-K filed April 30, 2024 (File No. 001-08923), and incorporated herein by reference thereto).

Exhibit 1.1 WELLTOWER INC. $3,500,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT April 30, 2024 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated April 30, 2024, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Welltower

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☑             Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e

Form of Welltower OP LLC Profits Interests Plan Option Unit Agreement.*

EXHIBIT 10.3 FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN OPTION UNIT AGREEMENT This OPTION UNIT AGREEMENT (the “Award Agreement”) is made as of the Grant Date set forth below hereto between Welltower Inc., a Delaware corporation (the “Parent Member”), its subsidiary Welltower OP LLC, a Delaware limited liability company (the “Company”), and the individual identified below (the “Participant”).

Welltower Reports First Quarter 2024 Results

' FOR IMMEDIATE RELEASE April 29, 2024 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports First Quarter 2024 Results Toledo, Ohio, April 29, 2024….

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number)

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 10 Glossary 15 Supplemental Reporting Measures 16 Forward Looking Statements and Risk Factors 20 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: þ Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number)

Summary of Director Compensation.*

EXHIBIT 10.3 Welltower Inc. Non-Employee Director Compensation Effective January 1, 2024 For each calendar year, each non-employee member of the Board of Directors of Welltower Inc. (the “Company”) will receive an annual retainer of $100,000, payable in equal quarterly installments. If there is a non-employee director serving as the Chair of the Board, such individual will receive an additional re

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security  Type  Security Class Title Fee Calculation or Carry Forward Rule Amoun

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security  Type  Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-8923 WELLTOWER INC. (Exact name of re

Powers of Attorney.

EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc.

Recovery of Incentive-Based Compensation from Executive Officers in Event of Accounting Restatement.

EXHIBIT 97 CLAWBACK POLICY A.OVERVIEW It is the policy of Welltower Inc. (the “Company”) that, in the event the Company is required to prepare an accounting restatement of the Company’s financial statements due to material non-compliance with any financial reporting requirement under the federal securities laws (including any such correction that is material to the previously issued financial stat

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numb

Subsidiaries of the Company.

EXHIBIT 21 Subsidiary Name Jurisdiction of Organization 10 Sterling Drive NJ Owner LLC Delaware 100 Trich Drive LLC Delaware 100 West Queen Street PA Owner LLC Delaware 10040 Hillview Rd FL Owner LLC Delaware 1010 Carpenters Way FL Owner LLC Delaware 1010-1090 Old Des Peres Road LLC Delaware 10225 Old Ardrey Kell NC PropCo, LLC Delaware 1026 Albee Farm Rd FL Owner LLC Delaware 10475 Wilshire Boule

Equity Distribution Agreement, dated as of February 15, 2024, among Welltower Inc., Welltower OP LLC, the sales agents and the related forward purchasers (filed with the Commission as Exhibit 1.1 to the Company's Form 8-K filed February 15, 2024 (File No. 001-08923), and incorporated herein by reference thereto).

Exhibit 1.1 WELLTOWER INC. $3,500,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT February 15, 2024 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated February 15, 2024, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Wel

February 15, 2024 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.13(d) WELLTOWER INC. 2022 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT AGREEMENT (TIME-BASED) GRANT NOTICE 1.Grant of Restricted Stock Units. Welltower Inc., a Delaware corporation (the “Corporation”), hereby grants (the “Grant”) to #ParticipantName# (the “Participant”) a total of #GrantCustom1# restricted stock units with respect to shares of the Corporation’s common stock, $1.

$3,500,000,000 Common Stock

Table of Contents File Pursuant to Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $3,500,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, BofA

Exhibit 4.10

EXHIBIT 4.10 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, Welltower Inc. (the “Company”) had the following classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, $1.00 par value per share (“Common Stock”); (ii) guarant

WELL / Welltower Inc. / COHEN & STEERS, INC. Passive Investment

SC 13G/A 1 well13gbody-123123.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 3)* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) December 31, 2023 (

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numb

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

Welltower Reports Fourth Quarter 2023 Results

' FOR IMMEDIATE RELEASE February 13, 2024 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Fourth Quarter 2023 Results Toledo, Ohio, February 13, 2024….

WELL / Welltower Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02268-welltowerinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 18)* Name of issuer: Welltower Inc Title of Class of Securities: Common Stock CUSIP Number: 95040Q104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the ru

WELL / Welltower Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi

Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expec

Exhibit 99.1 Business Update January 22, 2024 Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2024 Welltower Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2024 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2023 Welltower Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numb

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34- 1096634 (State or other jurisdiction of incorporation) (Commission File Num

Amended and Restated By-Laws of the Company (filed with the Commission as Exhibit 3.1 to the Form 8-K filed on November 30, 2023 (File No. 001-08923), and incorporated herein by reference thereto).

Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF WELLTOWER INC. Set forth below are the Amended and Restated By-Laws (“By-Laws”) of Welltower Inc., a Delaware corporation (the “Corporation”), as adopted by the Board of Directors of the Corporation effective as of November 28, 2023. ARTICLE I OFFICES Section 1. Registered Office. The registered office of the Corporation shall be in the City of Wilmingto

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Numbe

Underwriting Agreement, dated as of November 6, 2023, among Welltower Inc., Welltower OP LLC and BofA Securities, Inc. and Goldman Sachs & Co. LLC, as underwriters.

Exhibit 1.1 WELLTOWER INC. UNDERWRITING AGREEMENT November 6, 2023 BofA Securities, Inc. Goldman Sachs & Co. LLC As Representatives of the several Underwriters named in Schedule A hereto c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 Ladies and Gentlemen: Welltower Inc., a Delaware corporation (the “Compa

17,500,000 Shares Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) 17,500,000 Shares Common Stock Welltower Inc. is offering and selling 17,500,000 shares of its common stock, par value $1.00 per share. Our common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “WELL.” On November 6, 2023, the last repor

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule(1) Amou

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule(1) Amount Registered(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee C

Subject to Completion Preliminary Prospectus Supplement dated November 6, 2023

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264093 The information in this prospectus supplement is not complete and may be changed. This prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities, in any jurisdiction where the offer or sale is not permitted. Subject to Comple

List of Subsidiary Issuers and Guaranteed Securities.

EXHIBIT 22 List of Subsidiary Issuers and Guaranteed Securities Welltower Inc. fully and unconditionally guarantees all of the notes issued by Welltower OP LLC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWE

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numbe

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

Welltower Reports Third Quarter 2023 Results

FOR IMMEDIATE RELEASE October 30, 2023 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Third Quarter 2023 Results Toledo, Ohio, October 30, 2023….

Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expec

Exhibit 99.1 Business Update September 11, 2023 Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2023 Welltower Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2023 Welltower Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number)

Up to 13,559,535 Shares Common Stock

424B7 Table of Contents File Pursuant to Rule 424(b)(7) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) Up to 13,559,535 Shares Common Stock Welltower OP LLC (“Welltower OP”), the operating company through which Welltower Inc. (“Welltower”) conducts its business, issued $1,035,000,000 principal amount of its 2.750% Exchangeable Senior Notes due 2028 (the “not

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) WELLTOWER INC.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number)

, 2023, among Welltower Inc., Welltower OP LLC, the sales agents and the related forward purchasers (filed with the Commission as Exhibit 1.1 to the Company's Form 8-K filed

Exhibit 1.1 WELLTOWER INC. $4,000,000,000 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT August 1, 2023 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated August 1, 2023, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Welltower

$4,000,000,000 Common Stock

Table of Contents File Pursuant to Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $4,000,000,000 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, BofA

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWER INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 Welltower Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number)

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

Welltower Reports Second Quarter 2023 Results

FOR IMMEDIATE RELEASE July 31, 2023 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Second Quarter 2023 Results Toledo, Ohio, July 31, 2023….

Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expec

EX-99.1 Exhibit 99.1 Business Update June 6, 2023 Forward Looking Statements and Risk Factors This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solel

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2023 Welltower Inc. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2023 Welltower Inc. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) (

UNITED STATES SECURITIES AND EXCHANGE COMM I SSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 Welltower Inc. Wel

UNITED STATES SECURITIES AND EXCHANGE COMM I SSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Delaware Welltower Inc. 1-8923 34-1096634 (State or other jurisdiction of incorpo

he Bank of New York Mellon Trust Company, N.A., as trustee (filed with the Commission as Exhibit 4.1 to the Company's Form 8-K filed

EX-4.1 Exhibit 4.1 Execution Version WELLTOWER OP LLC as Issuer WELLTOWER INC. as REIT and Guarantor Execution Version AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of May 11, 2023 2.750% Exchangeable Senior Notes due 2028 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTI

and the initial purchasers party thereto (filed with the Commission as Exhibit 10.1 to the Company's Form 8-K filed

EX-10.1 Exhibit 10.1 WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) $1,035,000,000 (including the Additional Notes (as defined in the Purchase Agreement)) 2.750% Exchangeable Senior Notes due 2028 REGISTRATION RIGHTS AGREEMENT Dated: May 11, 2023 WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) 2.750% E

Welltower Announces Closing of $1.035 Billion of Exchangeable Senior Notes

EX-99.1 Exhibit 99.1 Welltower Announces Closing of $1.035 Billion of Exchangeable Senior Notes TOLEDO, Ohio, May 11, 2023 /PRNewswire/ — Welltower® Inc. (NYSE: WELL) (“Welltower” or the “Company”) announced today that its operating company, Welltower OP LLC (“Welltower OP”), has closed the previously announced offering (the “Offering”) of $1.035 billion aggregate principal amount of 2.750% exchan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2023 Welltower Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number) (I

Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWER IN

Powers of Attorney of certain directors and officers of Welltower OP LLC.

EX-24.2 Exhibit 24.2 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower OP LLC, a Delaware limited liability company (“Welltower OP”), that contemplates filing a Registration Statement on Form S-3 (“Form S-3”) with the Securities and Exchange Commission under the provisions of the Securities Act of 1933, as amended, for the purpose of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

Equity Distribution Agreement, dated as of May 3, 2023, among Welltower Inc., Welltower OP LLC, the sales agents and the related forward purchasers.

EX-1.1 Exhibit 1.1 WELLTOWER INC. $2,532,139,425 Shares of Common Stock (par value $1.00 per share) EQUITY DISTRIBUTION AGREEMENT May 3, 2023 To the Forward Purchasers, Forward Sellers and Sales Agents listed on Annex I Ladies and Gentlemen: This Equity Distribution Agreement (this “Agreement”), dated May 3, 2023, is by and among Welltower Inc., a Delaware corporation (the “Company”), and Welltowe

As filed with the Securities and Exchange Commission on May 3, 2023

POSASR As filed with the Securities and Exchange Commission on May 3, 2023 Registration Nos.

Form of Welltower Inc. 2023-2025 Long-Term Incentive Program Award Agreement (filed with

EXHIBIT 10.2 LONG-TERM INCENTIVE PROGRAM AWARD AGREEMENT THIS LONG-TERM INCENTIVE PROGRAM AWARD AGREEMENT (the “Agreement”), made this [ ], 2023, between Welltower Inc., a Delaware corporation (the “Corporation”), and [ ] (the “Participant”). WHEREAS, the Participant is an employee of the Corporation; and WHEREAS, the Corporation adopted the Welltower Inc. 2022 Long-Term Incentive Plan (the “Plan”

Calculation of Filing Fee Tables (Form Type) WELLTOWER INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC.

$2,532,139,425 Common Stock

424B5 Table of Contents File Pursuant to Rule 424(b)(5) Registration Nos. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) $2,532,139,425 Common Stock We and Welltower OP LLC entered into an equity distribution agreement (the “equity distribution agreement”) with (i) Robert W. Baird & Co. Incorporated, Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Cor

2023 to 2025 Long-Term Incentive Program

EXHIBIT 10.1 WELLTOWER INC. 2023-2025 LONG-TERM INCENTIVE PROGRAM 1.PURPOSE. This 2023-2025 Long-Term Incentive Program (the “Program”) is adopted pursuant to the Welltower Inc. 2022 Long-Term Incentive Plan (the “Equity Plan”) and any successor equity plan and is intended to provide an incentive for superior work and to motivate executives and employees of Welltower Inc. (the “Company.”) toward e

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 Welltower Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number) (I

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 11 Glossary 16 Supplemental Reporting Measures 17 Forward Looking Statements and Risk Factors 21 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

Welltower Reports First Quarter 2023 Results

FOR IMMEDIATE RELEASE May 2, 2023 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports First Quarter 2023 Results Toledo, Ohio, May 2, 2023….

Schedule 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definit

(filed with the Commission as Exhibit 10.17(i) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.17(i) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN TIME-BASED LTIP UNIT AGREEMENT Name of Participant (the “Participant”): [] No. of LTIP Units: [●] Vesting Period: LTIP Units shall vest on Month Day, 20XX, subject to the Participant’s continued service as a member of the Board of Directors of the Parent Member through such date (the “Vesting Date”). Grant Date: Month Day, 20XX RECIT

(filed with the Commission as Exhibit 10.17(h) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.17(h) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN TIME-BASED LTIP UNIT AGREEMENT Name of Participant (the “Participant”): [] No. of LTIP Units: [●] Vesting Period: LTIP Units shall vest subject to the Participant’s continued employment with the Employer, in accordance with the following schedule: one-fourth of the LTIP Units will become fully vested on January 15, 20XX, one-fourth o

10.17(d) Form of Welltower OP LLC Profits Interests Plan Option Unit Agreement (Option Unit Replacement

EXHIBIT 10.17(d) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN OPTION UNIT AGREEMENT OPTION UNIT REPLACEMENT EQUITY AWARD This OPTION UNIT AGREEMENT (the “Award Agreement”) is made as of the Exchange Date set forth below hereto between Welltower Inc., a Delaware corporation (the “Parent Member”), its subsidiary Welltower OP LLC, a Delaware limited liability company (the “Company”), and the indiv

10.16(b) Form of Welltower Inc. 2022 Long-Term Incentive Plan Other Stock Unit Award Agreement

EXHIBIT 10.16(b) WELLTOWER INC. 2022 LONG-TERM INCENTIVE PLAN OTHER STOCK UNIT AWARD THIS OTHER STOCK UNIT AWARD AGREEMENT (the “Agreement”), shall be effective this [], by Welltower Inc., a Delaware corporation (the “Corporation”) to [] (the “Participant”). The Agreement sets forth the terms and conditions under which the Corporation has granted an Other Stock Units Award to Participant (the “Awa

(filed with the Commission as Exhibit 10.17(c) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto).

EXHIBIT 10.17(c) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN PERFORMANCE LTIP UNIT AGREEMENT LTIP EXCHANGE EQUITY AWARD Name of Participant (the “Participant”): [] No. of Originally Granted Restricted Stock Units: [●] at target [●●] at maximum at “High” performance No. of LTIP Units: [●] at target [●●] at maximum at “High” performance Exchange Date: January 3, 2023 RECITALS A.The Participant i

(filed with the Commission as Exhibit 10.4(e) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.4(e) 2021 SPECIAL STOCK OPTION AWARD AGREEMENT THIS 2021 SPECIAL STOCK OPTION AWARD AGREEMENT (the “Agreement”), made this 13th day of December, 2021, between Welltower Inc., a Delaware corporation (the “Corporation”), and [] (the “Participant”). WHEREAS, the Participant is an employee of the Corporation; and WHEREAS, the Corporation adopted the Welltower Inc. 2016 Long-Term Incentive P

erred LTIP Unit Agreement (Non-Employee Director).*

EXHIBIT 10.17(n) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN LTIP UNIT AGREEMENT LTIP EXCHANGE EQUITY AWARD Name of Participant (the “Participant”): [} No. of Originally Granted Deferred Stock Units: [●] No. of LTIP Units: [●] Exchange Date: January 3, 2023 RECITALS A.The Participant is a member of the Board of Directors of Welltower Inc., a Delaware corporation (the “Parent Member”) and there

(filed with the Commission as Exhibit 10.17(a) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto).

EXHIBIT 10.17(a) WELLTOWER OP LLC PROFITS INTERESTS PLAN 1.Purpose. This Profits Interests Plan (the “Plan”) is adopted by Welltower OP LLC (the “Company”), a subsidiary of Welltower, Inc., a Delaware corporation, and constitutes an “Equity Incentive Plan” as defined in that that certain Limited Liability Company Agreement of the Company (the “LLC Agreement”). The Plan is intended to provide for t

(filed with the Commission as Exhibit 10.17(j) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EX-10.17J 14 exhibit1017j-10xk2022.htm EX-10.17J EXHIBIT 10.17(j) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN PERFORMANCE LTIP UNIT AGREEMENT Name of Participant (the “Participant”): [] No. of LTIP Units: [●] at target [●●] at maximum at “High” performance Grant Date: Month Day, 20XX RECITALS A.The Participant is an employee of Welltower Inc., a Delaware corporation (the “Parent Member”) or on

Powers of Attorney.

EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, a director or officer of Welltower Inc.

Form of Welltower Inc. RSU Grant Agreement (Non-Employee Directors).*

EX-10.17M 17 exhibit1017m-10xk2022.htm EX-10.17M EXHIBIT 10.17(m) RESTRICTED STOCK UNIT GRANT AGREEMENT FOR NON-EMPLOYEE DIRECTOR THIS RESTRICTED STOCK UNIT GRANT AGREEMENT (the "Agreement"), made this Month Day, 20XX (the "Grant Date"), between Welltower Inc., a Delaware corporation (the "Corporation"), and [], the "Director"). WITNESSETH: WHEREAS, the Director serves as a member of the Board of

(filed with the Commission as Exhibit 10.17(b) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.17(b) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN TIME-BASED LTIP UNIT AGREEMENT LTIP EXCHANGE EQUITY AWARD Name of Participant (the “Participant”): [] No. of Originally Granted Restricted Stock Units: [●] Original Grant Date: Month Day, 20XX No. of LTIP Units: [●] Vesting Period: LTIP Units shall vest subject to the Participant’s continued employment with the Employer, in accordanc

(filed with the Commission as Exhibit 10.17(e) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.17(e) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN OPTION UNIT AGREEMENT OPTION UNIT REPLACEMENT EQUITY AWARD FOR 2021 SPECIAL STOCK OPTION GRANT This OPTION UNIT AGREEMENT (the “Award Agreement”) is made as of the Exchange Date set forth below hereto between Welltower Inc., a Delaware corporation (the “Parent Member”), its subsidiary Welltower OP LLC, a Delaware limited liability co

(filed with the Commission as Exhibit 10.17(k) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.17(k) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN OPTION UNIT AGREEMENT This OPTION UNIT AGREEMENT (the “Award Agreement”) is made as of the Grant Date set forth below hereto between Welltower Inc., a Delaware corporation (the “Parent Member”), its subsidiary Welltower OP LLC, a Delaware limited liability company (the “Company”), and the individual identified below (the “Participant

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-8923 WELLTOWER INC. (Exact name of re

Subsidiaries of the Company.

EX-21 19 exhibit21-10xk2022.htm EX-21 EXHIBIT 21 Subsidiary Name Jurisdiction of Organization 0722548 B.C. Ltd. British Columbia 10 Sterling Drive NJ Owner LLC Delaware 100 Abbeyville Road PA Owner LLC Delaware 100 Knoedler Road, LLC Delaware 100 Trich Drive LLC Delaware 100 West Queen Street PA Owner LLC Delaware 1000 Aston Gardens Drive, LLC Delaware 1001 E. Alex Bell Road OH Owner LLC Delaware

(filed with the Commission as Exhibit 10.17(g) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.17(g) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN TIME-BASED LTIP UNIT AGREEMENT LTIP EXCHANGE EQUITY AWARD Name of Participant (the “Participant”): [] No. of Originally Granted Deferred Stock Units: [●] Original Grant Date: March 2, 2022 No. of LTIP Units: [●] Vesting Period: LTIP Units shall vest on March 2, 2023, subject to the Participant’s continued service as a member of the B

(filed with the Commission as Exhibit 10.17(f) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.17(f) FORM OF WELLTOWER OP LLC PROFITS INTERESTS PLAN OUTPERFORMANCE LTIP UNIT AGREEMENT OUTPERFORMANCE EXCHANGE EQUITY AWARD Name of Participant (the “Participant”): [] No. of Originally Granted Restricted Stock Units: [●●] at maximum performance No. of LTIP Units: [●●] at maximum performance Exchange Date: January 3, 2023 RECITALS A.The Participant is an employee of Welltower Inc., a

Summary of Director Compensation

EXHIBIT 10.3 Welltower Inc. Non-Employee Director Compensation Effective January 1, 2023 For each calendar year, each non-employee member of the Board of Directors of Welltower Inc. (the “Company”) will receive an annual retainer of $100,000, payable in equal quarterly installments. If there is a non-employee director serving as the Chair of the Board, such individual will receive an additional re

(filed with the Commission as Exhibit 10.17(l) to the Company's Form 10-K filed February 21, 2023 (File No. 001-08923), and incorporated herein by reference thereto)

EXHIBIT 10.17(l) FORM OF WELLTOWER INC. CASH BONUS AWARD AGREEMENT FOR ACCRUED DIVIDEND EQUIVALENT RIGHTS (CONVERTED OP AWARDS) Name of Participant (the “Participant”): [] Payment Amount: for performance-based LTIP awards [$●] at target [$●] at maximum performance RECITALS A.This cash bonus award (the “Cash Award”) is being granted by Welltower Inc. (“Parent Member”) to the Participant named above

Welltower Reports Fourth Quarter 2022 Results

FOR IMMEDIATE RELEASE February 15, 2023 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Fourth Quarter 2022 Results Toledo, Ohio, February 15, 2023….

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numb

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 12 Glossary 17 Supplemental Reporting Measures 18 Forward Looking Statements and Risk Factors 22 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

WELL / Welltower Inc / COHEN & STEERS, INC. Passive Investment

SC 13G/A 1 well13gbody-123122.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 2)* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) December 31, 2022 (

WELL / Welltower Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02236-welltowerinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 17)* Name of issuer: Welltower Inc. Title of Class of Securities: REIT CUSIP Number: 95040Q104 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule purs

WELL / Welltower Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

WELL / Welltower Inc / COHEN & STEERS, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 1)* Welltower Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 95040Q104 (CUSIP Number) October 31, 2022 (Date of Event Which Requires Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWE

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 6 Financial 12 Glossary 17 Supplemental Reporting Measures 18 Forward Looking Statements and Risk Factors 22 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2022 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Numbe

Welltower Reports Third Quarter 2022 Results

FOR IMMEDIATE RELEASE November 7, 2022 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Third Quarter 2022 Results Toledo, Ohio, November 7, 2022?.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2022 Welltower Inc. (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34- 1096634 (State or other jurisdiction of incorporation) (Commis

Business Update October 4, 2022

Exhibit 99.1 Business Update October 4, 2022 Forward Looking Statements and Risk Factors This document contains ?forward-looking statements? as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as ?may,? ?will,? ?intend,? ?should,? ?believe,? ?expect,? ?anticipate,? ?project,? ?pro forma,? ?estimate? or similar expressions that do not relate solely to

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of Incorporation) (Commission File Number)

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acute Care Seniors Housi

Table of Contents Overview 1 Portfolio 2 Investment 8 Financial 14 Glossary 19 Supplemental Reporting Measures 20 Forward Looking Statements and Risk Factors 24 Overview (dollars and occupancy at Welltower pro rata ownership; dollars in thousands) Portfolio Composition(1) Beds/Unit Mix Average Age Properties Total Wellness Housing Independent Living Assisted Living Memory Care Long-Term/ Post-Acut

Welltower Reports Second Quarter 2022 Results

FOR IMMEDIATE RELEASE August 9, 2022 For more information contact: Tim McHugh (419) 247-2800 Welltower Reports Second Quarter 2022 Results Toledo, Ohio, August 9, 2022?.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-8923 WELLTOWER INC

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2022 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State or other jurisdiction of incorpo

EX-FILING FEES

Ex-Filing Fees Calculation of Filing Fee Tables 424(b)(5) (Form Type) WELLTOWER INC.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2022 Welltower Inc. (Exact name of registrant as specified in its charter) Delaware 1-8923 34-1096634 (State or other jurisdiction of incorporation) (Commission File Number)

300,026 Shares Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264093 PROSPECTUS SUPPLEMENT (To prospectus dated April 1, 2022) 300,026 Shares Common Stock This prospectus supplement and the related prospectus relate to the possible issuance, from time to time, of up to 300,026 shares of our common stock in exchange for Class A common units of Welltower OP LLC (?Welltower OP?) tendered fo

Business Update July 13, 2022

Exhibit 99.1 Business Update July 13, 2022 Forward Looking Statements and Risk Factors This document contains ?forward-looking statements? as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as ?may,? ?will,? ?intend,? ?should,? ?believe,? ?expect,? ?anticipate,? ?project,? ?pro forma,? ?estimate? or similar expressions that do not relate solely to hi

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2022 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34- 1096634 (State or other jurisdiction of incorpo

Amendment No. 2 to Credit Agreement, dated June 15, 2022, by and among the Company, Welltower OP LLC, the lenders and other financial institutions listed therein and KeyBank National Association, as administrative agent (filed with the Commission as Exhibit 10.1 to the Company's Form 8-K filed

Exhibit 10.1 [Execution Version] AMENDMENT NO. 2 TO CREDIT AGREEMENT AMENDMENT NO. 2, dated as of June 15, 2022 (this ?Amendment?), to CREDIT AGREEMENT, dated as of June 4, 2021, by and among WELLTOWER OP LLC, a Delaware limited liability company (formerly known as Welltower OP Inc., a Delaware corporation, the ?Borrower?), WELLTOWER INC., a Delaware corporation (formerly known as WELL Merger Hold

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2022 Welltower Inc. Welltower OP LLC (Exact name of registrant as specified in its charter) Welltower Inc. Delaware 1-8923 34-1096634 (State or other jurisdiction of incorpor