Ventas, Inc.
For the period ended Sep 30, 2026. Filed Oct 28, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Oct 28, 2026
VTR$88.75-0.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-07-30.
0000740260-26-000024
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-28.
0000740260-26-000030
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 217 previous paragraphs and 220 current paragraphs.
128 unchanged; 67 reworded; 24 added; 20 removed; 2 previous and 1 current paragraphs rearranged.
Tables are not compared: 34 previous and 34 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (24)
Current report
n/a—not applicable.
Current report
•During the nine months ended September 30, 2026, we acquired 101 senior housing communities in our SHOP segment for an aggregate purchase price of $3.9 billion.
Current report
•In October 2026, we acquired 13 senior housing communities in our SHOP segment, for an aggregate purchase price of $803.5 million.
Current report
•In October 2026, we sold one senior housing community in our SHOP segment and seven properties in our OM&R segment for aggregate consideration of $135.8 million and expect to recognize a gain of $77.4 million.
Current report
•In October 2026, we repaid upon maturity $450.0 million aggregate principal amount of 3.25% Senior Notes due 2026.
Current report
•During the nine months ended September 30, 2026, we used the proceeds from new mortgage loans with a total principal amount of $198.1 million with maturities ranging from February 2031 to October 2036 to refinance existing mortgage loans with a principal balance of $185.0 million.
Current report
•During the three months ended September 30, 2026, we entered into equity forward sales agreements under the ATM Program for 7.8 million shares of our common stock for gross proceeds of $0.7 billion, representing an average price of $90.87 per share. During the three months ended September 30, 2026, we settled 15.9 million shares of common stock under outstanding equity forward sales agreements entered into under the ATM Program for net cash proceeds of $1.4 billion.
Current report
The following table compares results of operations for our 198 Same-Store NNN segment properties (dollars in thousands):
Current report
(Loss) income from unconsolidated entities
Current report
The$5.5 million loss from unconsolidated entities for the three months ended September 30, 2026 compared to the$16.6 million of income for the same period in 2025 was primarily due to a gain on real estate dispositions by the Pension Fund Joint Venture in 2025.
Current report
Gain on real estate dispositions for the three months ended September 30, 2026 and 2025 was relatively consistent.
Current report
Nine Months Ended September 30, 2026 and 2025
Current report
The following table summarizes results of operations in our SHOP segment for the nine months ended September 30, 2026 (dollars in thousands):
Current report
The following table compares results of operations for our 198 Same-Store NNN segment properties (dollars in thousands):
Current report
The decrease in our Same-Store NNN segment rental income for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily due to a prior year $14.6 million net non-cash revenue impact of a change in revenue recognition from cash to straight-line related to a senior housing triple-net tenant, partially offset by increases in rental income from lease renewals and contractual rent escalators.
Current report
(Loss) income from unconsolidated entities
Current report
The$20.6 million loss from unconsolidated entities for the nine months ended September 30, 2026 compared to$12.2 million of income for the same period in 2025 was primarily due to a gain on real estate dispositions by the Pension Fund Joint Venture in 2025 and higher costs incurred as a result of more assets being fully placed in service during 2026.
Current report
Income tax benefit
Current report
(2)For the three and nine months ended September 30, 2025, primarily due to the non-cash revenue impact of changed revenue recognition from cash to straight-line related to a senior housing triple-net tenant.
Current report
In October 2026, we repaid upon maturity $450.0 million aggregate principal amount of 3.25% Senior Notes due 2026.
Current report
During the three months ended September 30, 2026, we used the proceeds from new mortgage loans with a total principal amount of $130.7 million with maturities ranging from September 2031 to October 2036 to refinance existing mortgage loans with a principal balance of $121.2 million.
Current report
During the nine months ended September 30, 2026, we used the proceeds from new mortgage loans with a total principal amount of $198.1 million with maturities ranging from February 2031 to October 2036 to refinance existing mortgage loans with a principal balance of $185.0 million.
Current report
During the three months ended September 30, 2026, we entered into equity forward sales agreements under the ATM Program for 7.8 million shares of our common stock for gross proceeds of $0.7 billion, representing an average price of $90.87 per share. During the three months ended September 30, 2026, we settled 15.9 million shares of common stock under outstanding equity forward sales agreements entered into under the ATM Program for net cash proceeds of $1.4 billion.
Current report
During the nine months ended September 30, 2026, we entered into equity forward sales agreements under the ATM Program for 42.5 million shares of our common stock for gross proceeds of $3.7 billion, representing an average price of $86.91 per share. During the nine months ended September 30, 2026, we settled 47.3 million shares of common stock under outstanding equity forward sales agreements entered into under the ATM Program for net cash proceeds of $3.9 billion.
Removed paragraphs (20)
Previous report
In July 2026, we completed an internal corporate reorganization (the “Reorganization”) into a holding company structure commonly referred to as an umbrella partnership real estate investment trust (“UPREIT”). As part of the Reorganization, Ventas OP LLC (the “Operating Company”) became the sole direct subsidiary of Ventas, Inc. and all other subsidiaries previously held directly by Ventas, Inc. became indirect wholly-owned subsidiaries of Ventas, Inc. As a result, we now own substantially all of our assets and conduct substantially all of our business through our Operating Company. The day-to-day management of our business remains exclusively controlled by Ventas, Inc. and the completion of the Reorganization did not result in any changes to our consolidated financial condition, results of operations or how we operate our business through our reportable segments. Accordingly, the Reorganization did not impact our current and historical financial statements.
Previous report
In connection with the Reorganization, Ventas Realty, Limited Partnership (“VRLP”) was recapitalized as reflected in the Second Amended and Restated Agreement of Limited Partnership of VRLP (“VRLP Limited Partnership Agreement”) attached to this Quarterly Report on Form 10-Q as Exhibit 10. Following the recapitalization, the Operating Company holds all of VRLP’s limited partnership interests and Ventas Inc. remains VRLP’s sole general partner. The foregoing description of the VRLP Limited Partnership Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the VRLP Limited Partnership Agreement, which is incorporated herein by reference.
Previous report
•In our SHOP segment, during the six months ended June 30, 2026, we acquired 61 senior housing communities for an aggregate purchase price of $2.8 billion.
Previous report
•In our SHOP segment, in July 2026, we acquired 2 senior housing communities, for an aggregate purchase price of $142.2 million.
Previous report
•During the six months ended June 30, 2026, we used the proceeds from a new mortgage loan with a principal amount of C$92.0 million ($67.4 million) maturing in February 2031 to refinance an existing mortgage loan with a principal amount of C$87.1 million ($63.8 million).
Previous report
•During the three months ended June 30, 2026, we entered into equity forward sales agreements under the ATM Program for 20.9 million shares of our common stock for gross proceeds of $1.8 billion, representing an average price of $86.94 per share. During the three months ended June 30, 2026, we settled 20.8 million shares of common stock under outstanding equity forward sales agreements entered into under the ATM Program for net cash proceeds of $1.7 billion.
Previous report
•In July 2026, the Ventas Fund, an equity method investee, acquiredone senior housing community for a purchase price of $63.3 million.
Previous report
The following table compares results of operations for our 199 Same-Store NNN segment properties (dollars in thousands):
Previous report
Loss from unconsolidated entities
Previous report
The $6.7 million increase in Loss from unconsolidated entities for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to higher depreciation and amortization expense and interest expense due to assets being placed in service.
Previous report
For the three months ended June 30, 2026, we sold 3 properties for a $0.2 million gain. For the three months ended June 30, 2025, we sold 10 properties and recognized a $13.2 million gain.
Previous report
Income tax benefit (expense)
Previous report
Six Months Ended June 30, 2026 and 2025
Previous report
The following table summarizes results of operations in our SHOP segment for the six months ended June 30, 2026 (dollars in thousands):
Previous report
The following table compares results of operations for our 199 Same-Store NNN segment properties (dollars in thousands):
Previous report
Loss from unconsolidated entities
Previous report
The $10.7 million increase in Loss from unconsolidated entities for the six months ended June 30, 2026 compared to the same period in 2025 is primarily due to higher depreciation and amortization expense and interest expense due to assets being placed in service.
Previous report
During the six months ended June 30, 2026, we used the proceeds from a new mortgage loan with a principal amount of C$92.0 million ($67.4 million) maturing in February 2031 to refinance an existing mortgage loan with a principal amount of C$87.1 million ($63.8 million).
Previous report
During the three months ended June 30, 2026, we entered into equity forward sales agreements under the ATM Program for 20.9 million shares of our common stock for gross proceeds of $1.8 billion, representing an average price of $86.94 per share. During the three months ended June 30, 2026, we settled 20.8 million shares of common stock under outstanding equity forward sales agreements entered into under the ATM Program for net cash proceeds of $1.7 billion.
Previous report
In July 2026, we entered into equity forward sales agreements under the ATM Program for 1.3 million shares of common stock or approximately $119.7 million in gross proceeds which remain unsettled with maturity in December 2027. As of July 30, 2026, the remaining amount available under the ATM Program for future sales of common stock was $2.0 billion, and we maintained unsettled equity forward sales agreements of 18.5 million shares of common stock, or approximately $1.6 billion in gross proceeds, with varying maturities through December 2027.
Reworded paragraphs (67)
Previous wording
Certain factors that could affect our future results and our ability to achieve our stated goals include, but are not limited to: (a) our exposure and the exposure of our managers, tenants and borrowers to complex and evolving governmental policy, laws and regulations, including relating to healthcare, data privacy, cybersecurity, artificial intelligence, international trade and environmental matters, the impact of such policies, laws and regulations on our and our managers’, tenants’ and borrowers’ business and the challenges and expense associated with complying with such policies, laws and regulations; (b) the impact of market, macroeconomic and general economic conditions on us, our managers, tenants and borrowers and in areas in which our properties are geographically concentrated, including changes in or elevated inflation, interest rates and exchange rates, labor market dynamics and rises in unemployment, tightening of lending standards and reduced availability of credit or capital, events that affect consumer confidence, and the actual and perceived state of the real estate markets and public and private capital markets; (c) our ability, and the ability of our managers, tenants and borrowers, to navigate the trends impacting our or their businesses and the industries in which we or they operate, including their ability to respond to the impact of the U.S. political environment on government funding and reimbursement programs, and the financial condition or business prospect of our managers, tenants and borrowers; (d) our ability to achieve the anticipated benefits and synergies from, and effectively integrate, our completed or anticipated acquisitions and investments; (e) our ability to identify and consummate future investments in healthcare assets and effectively manage our portfolio opportunities and our investments in co-investment vehicles, joint ventures and minority interests; (f) the potential for significant general and commercial claims, legal actions, investigations, regulatory proceedings and enforcement actions that could subject us or our managers, tenants or borrowers to increased operating costs, uninsured liabilities, including fines and other penalties, reputational harm or significant operational limitations, including the loss or suspension of or moratoriums on accreditations, licenses or certificates of need, suspension of or nonpayment for new admissions, denial of reimbursement, suspension, decertification or exclusion from federal, state or foreign healthcare programs or the closure of facilities or communities; (g) our reliance on third-party managers and tenants to operate or exert substantial control over properties they manage for, or lease from, us, which limits our control and influence over such properties, their operations and their performance; (h) our reliance and the reliance of our managers, tenants and borrowers on the financial, credit and capital markets and the risk that those markets may be disrupt…
Excerpt shortened here; the source contains the full paragraph.
Current wording
Certain factors that could affect our future results and our ability to achieve our stated goals include, but are not limited to: (a) our exposure and the exposure of our managers, tenants and borrowers to complex and evolving governmental policy, laws and regulations, including relating to healthcare, data privacy, cybersecurity, artificial intelligence, international trade and environmental matters, the impact of such policies, laws and regulations on our and our managers’, tenants’ and borrowers’ business and the challenges and expense associated with complying with such policies, laws and regulations; (b) the impact of market, macroeconomic and general economic conditions on us, our managers, tenants and borrowers and in areas in which our properties are geographically concentrated, including changes in or elevated inflation, interest rates and exchange rates, labor market dynamics and rises in unemployment, tightening of lending standards and reduced availability of credit or capital, events that affect consumer confidence, and the actual and perceived state of the real estate markets and public and private capital markets; (c) our ability, and the ability of our managers, tenants and borrowers, to navigate the trends impacting our or their businesses and the industries in which we or they operate, including their ability to respond to the impact of the U.S. political environment on government funding and reimbursement programs, and the financial condition or business prospect of our managers, tenants and borrowers; (d) our ability to achieve the anticipated benefits and synergies from, and effectively integrate, our completed or anticipated acquisitions and investments; (e) our ability to identify and consummate future investments in healthcare assets and effectively manage our portfolio opportunities and our investments in co-investment vehicles, joint ventures and minority interests; (f) the potential for significant general and commercial claims, legal actions, investigations, regulatory proceedings and enforcement actions that could subject us or our managers, tenants or borrowers to increased operating costs, uninsured liabilities, including fines and other penalties, reputational harm or significant operational limitations, including the loss or suspension of or moratoriums on accreditations, licenses or certificates of need, suspension of or nonpayment for new admissions, denial of reimbursement, suspension, decertification or exclusion from federal, state or foreign healthcare programs or the closure of facilities or communities; (g) our reliance on third-party managers and tenants to operate or exert substantial control over properties they manage for, or lease from, us, which limits our control and influence over such properties, their operations and their performance; (h) our reliance and the reliance of our managers, tenants and borrowers on the financial, credit and capital markets and the risk that those markets may be disrupt…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
Ventas, Inc. is an S&P 500 company focused on delivering strong, sustainable shareholder returns by enabling exceptional environments that benefit a large and growing aging population. We hold a portfolio that includes senior housing communities, outpatient medical buildings, research centers, hospitals and healthcare facilities located in North America and the United Kingdom. As of June 30, 2026, we owned or had investments in 1,456 properties consisting of 1,420 properties in our reportable segments (“Segment Properties”) and 36 properties held by unconsolidated real estate entities in our non-segment operations. We are headquartered in Chicago, Illinois with additional corporate offices in Louisville, Kentucky and New York, New York.
Current wording
Ventas, Inc. is an S&P 500 company focused on delivering strong, sustainable shareholder returns by enabling exceptional environments that benefit a large and growing aging population. We hold a portfolio that includes senior housing communities, outpatient medical buildings, research centers, hospitals and healthcare facilities located in North America and the United Kingdom. As of September 30, 2026, we owned or had investments in 1,491 properties consisting of 1,454 properties in our reportable segments (“Segment Properties”) and 37 properties held by unconsolidated real estate entities in our non-segment operations. We are headquartered in Chicago, Illinois with additional corporate offices in Louisville, Kentucky and New York, New York.
Previous wording
The following table summarizes information for our portfolio for the six months ended June 30, 2026 (dollars in thousands):
Current wording
The following table summarizes information for our portfolio for the nine months ended September 30, 2026 (dollars in thousands):
Previous wording
•During the six months ended June 30, 2026, we sold three senior housing communities in our SHOP segment, two properties in our OM&R segment and 10 properties in our NNN segment formerly leased to Brookdale Senior Living (“Brookdale”), for aggregate consideration of $52.6 million and recognized $15.2 million in Gain on real estate dispositions in our Consolidated Statements of Income.
Current wording
•During the nine months ended September 30, 2026, we sold six senior housing communities in our SHOP segment, two properties in our OM&R segment and 11 properties in our NNN segment, for aggregate consideration of $66.8 million and recognized $16.0 million in Gain on real estate dispositions in our Consolidated Statements of Income.
Previous wording
•As of June 30, 2026, we had $4.9 billion in liquidity, including approximately $3.5 billion of availability under our unsecured revolving credit facility, $199.0 million of cash and cash equivalents on hand, and $1.5 billion of estimated proceeds available under unsettled equity forward sales agreements, calculated using the forward price, net of fees, partially offset by $265.0 million in borrowings outstanding under our commercial paper program and $28.2 million outstanding under our uncommitted line for standby letters of credit.
Current wording
•As of September 30, 2026, we had $4.5 billion in liquidity, including approximately $3.5 billion of availability under our unsecured revolving credit facility, $202.0 million of cash and cash equivalents on hand, and $0.8 billion of estimated proceeds available under unsettled equity forward sales agreements, calculated using the forward price, net of fees, partially offset by $17.0 million in borrowings outstanding under our commercial paper program and $28.1 million outstanding under our uncommitted line for standby letters of credit.
Previous wording
•In January 2026, VRLP amended the existing $500 million unsecured term loan due June 2027 to, among other things, extend the maturity to January 2031 and increase the aggregate principal borrowings to up to $1.25 billion. In connection with the amendment, VRLP also repaid in full a $200 million unsecured term loan due February 2027. As of June 30, 2026, aggregate principal of $1.25 billion was outstanding.
Current wording
•In January 2026, VRLP amended the existing $500 million unsecured term loan due June 2027 to, among other things, extend the maturity to January 2031 and increase the aggregate principal borrowings to up to
Previous wording
•In June 2026, we settled the outstanding aggregate principal amount of $856.1 million of the exchangeable notes in cash and the conversion premium by issuing 5.9 million of Ventas common stock.
Current wording
•During the nine months ended September 30, 2026, we settled the outstanding aggregate principal amount of $862.5 million of the exchangeable notes in cash and the conversion premium by issuing 6.0 million shares of Ventas common stock.
Previous wording
•During the three months ended June 30, 2026, in connection with certain of our senior housing acquisitions, we incurred $333.7 million of mortgage loans with maturities ranging from August 2029 to May 2031.
Current wording
•During the nine months ended September 30, 2026, we incurred $333.7 million of mortgage loans with maturities ranging from August 2029 to May 2031 in connection with certain of our senior housing acquisitions.
Previous wording
•During the six months ended June 30, 2026, the Ventas Fund, an equity method investee, acquired two senior housing communities for an aggregate purchase price of $109.3 million.
Current wording
•During the nine months ended September 30, 2026, the Ventas Fund, an equity method investee, acquired three senior housing communities for an aggregate purchase price of $172.5 million.
Previous wording
•During the six months ended June 30, 2026, the Pension Fund Joint Venture, an equity method investee, sold one senior housing community for proceeds of $37.8 million.
Current wording
•During the nine months ended September 30, 2026, the Pension Fund Joint Venture, an equity method investee, sold one senior housing community for proceeds of $37.8 million. In October 2026, this entity sold its last remaining senior housing community for aggregate consideration of $142.0 million.
Previous wording
The increase in our SHOP segment NOI for the three months ended June 30, 2026 compared to the same period in 2025 was primarily driven by revenue growth due to an increase in average occupancy, revenue per occupied room, additional properties acquired and conversions of senior housing communities from our NNN segment to our SHOP segment. The revenue increase is partially offset by higher operating expenses in 2026, driven by an increase in the number of communities in our SHOP segment, increase in occupancy and inflation.
Current wording
The increase in our SHOP segment NOI for the three months ended September 30, 2026 compared to the same period in 2025 was primarily driven by revenue growth due to an increase in average occupancy, revenue per occupied room, additional properties acquired and conversions of senior housing communities from our NNN segment to our SHOP segment. The revenue increase is partially offset by higher operating expenses in 2026, driven by an increase in the number of communities in our SHOP segment, and increases in occupancy and inflation.
Previous wording
The following table compares results of operations for our 567 Same-Store SHOP communities (dollars in thousands). See “Non-GAAP Financial Measures—NOI” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure regarding Same-Store NOI for each of our reportable business segments.
Current wording
The following table compares results of operations for our 600 Same-Store SHOP communities (dollars in thousands). See “Non-GAAP Financial Measures—NOI” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure regarding Same-Store NOI for each of our reportable business segments.
Previous wording
The $5.0 million increase in our OM&R segment NOI for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to new leasing activity, high tenant retention and additional NOI from a development project placed in service, partially offset by higher property-level operating expenses and dispositions.
Current wording
The $5.7 million increase in our OM&R segment NOI for the three months ended September 30, 2026 compared to the same period in 2025 was primarily due to new leasing activity, high tenant retention and additional NOI from a development project placed in service, partially offset by higher property-level operating expenses and dispositions.
Previous wording
The following table compares results of operations for our 399 Same-Store OM&R properties (dollars in thousands):
Current wording
The following table compares results of operations for our 393 Same-Store OM&R properties (dollars in thousands):
Previous wording
The $4.7 million increase in our Same-Store OM&R segment NOI for the three months ended June 30, 2026 compared to the same period in 2025 is primarily due to new leasing activity and high tenant retention, partially offset by higher property-level operating expenses.
Current wording
The $5.1 million increase in our Same-Store OM&R segment NOI for the three months ended September 30, 2026 compared to the same period in 2025 is primarily due to new leasing activity and high tenant retention, partially offset by higher property-level operating expenses.
Previous wording
The following table summarizes results of operations in our 200 NNN segment properties for the three months ended June 30, 2026 (dollars in thousands):
Current wording
The following table summarizes results of operations in our 199 NNN segment properties for the three months ended September 30, 2026 (dollars in thousands):
Previous wording
The $59.4 million decrease in our NNN segment NOI for the six months ended June 30, 2026 compared to the same period in 2025 was primarily driven by a $46.7 million decrease in rental income from senior housing communities that converted to our SHOP segment and a $15.4 million decrease in rental income from dispositions.
Current wording
The $30.8 million decrease in our NNN segment NOI for the three months ended September 30, 2026 compared to the same period in 2025 was primarily driven by a $22.7 million decrease in rental income from senior housing communities that converted to our SHOP segment and a prior year $14.6 million net non-cash revenue impact of a change in revenue recognition from cash to straight-line related to a senior housing triple-net tenant.
Previous wording
The increase in our Same-Store NNN segment rental income for the three months ended June 30, 2026 compared to the same period in 2025 was attributable primarily due to contractual rent escalators.
Current wording
The decrease in our Same-Store NNN segment rental income for the three months ended September 30, 2026 compared to the same period in 2025 was attributable primarily due to a prior year $14.6 million net non-cash revenue impact of a change in revenue recognition from cash to straight-line related to a senior housing triple-net tenant, partially offset by increases in rental income from lease renewals and contractual rent escalators.
Previous wording
Non-segment NOI includes management fees and promote revenues, net of expenses, related to our third-party institutional private capital management platform, income from loans and investments and corporate-level expenses not directly attributable to any of our three reportable business segments. The $2.0 million increase in non-segment NOI for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to interest income from a new secured loan investment.
Current wording
Non-segment NOI includes management fees and promote revenues, net of expenses, related to our third-party institutional private capital management platform, income from loans and investments and corporate-level expenses not directly attributable to any of our three reportable business segments. The $6.0 million increase in non-segment NOI for the three months ended September 30, 2026 compared to the same period in 2025 was primarily due to interest income from a new secured loan investment.
Previous wording
The $4.1 million decrease in Interest and other income for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to a decrease in overall cash and cash equivalents invested in short-term money market funds.
Current wording
The $2.2 million decrease in Interest and other income for the three months ended September 30, 2026 compared to the same period in 2025 was primarily due to a decrease in overall cash and cash equivalents invested in short-term money market funds.
Previous wording
The $9.7 million increase in Interest expense for the three months ended June 30, 2026 compared to the same period in 2025 was driven primarily by an increase in the weighted average debt outstanding. Our weighted average debt outstanding was $13.5 billion and $13.0 billion for the three months ended June 30, 2026 and 2025, respectively. Total debt decreased from $13.0 billion as of December 31, 2025 to $12.7 billion as of June 30, 2026. Our weighted average effective interest rate was 4.59% and 4.55% for the three months ended June 30, 2026 and 2025, respectively.
Current wording
The $3.3 million increase in Interest expense for the three months ended September 30, 2026 compared to the same period in 2025 was driven primarily by an increase in the weighted average effective interest rate. Our weighted average effective interest rate was 4.65% and 4.59% for the three months ended September 30, 2026 and 2025, respectively. Our weighted average debt outstanding was $13.2 billion and $13.3 billion for the three months ended September 30, 2026 and 2025, respectively. Total debt decreased from $13.0 billion as of December 31, 2025 to $12.4 billion as of September 30, 2026.
Previous wording
The $60.0 million increase in Depreciation and amortization expense for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to an increase of $64.1 million associated with recent acquisition activities in 2026 compared to 2025.
Current wording
The $88.8 million increase in Depreciation and amortization expense for the three months ended September 30, 2026 compared to the same period in 2025 was primarily due to an increase of $77.7 million associated with recent acquisition activities in 2026 compared to 2025, and a $21.4 million increase in impairment charges.
Previous wording
The $4.1 million increase in General, administrative and professional fees for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to an increase in investments and strategic initiatives and to scale our employee base in support of our growing enterprise.
Current wording
The $7.3 million increase in General, administrative and professional fees for the three months ended September 30, 2026 compared to the same period in 2025 was primarily due to an increase in our portfolio from acquisition activities, strategic initiatives and investments in our enterprise, including artificial intelligence capabilities.
Previous wording
The $8.9 million increase in Transaction, transition and restructuring costs for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to a $6.2 million increase in transaction costs.
Current wording
The $2.4 million increase in Transaction, transition and restructuring costs for the three months ended September 30, 2026 compared to the same period in 2025 was primarily due to higher costs for the UPREIT Reorganization.
Previous wording
The $1.4 million decrease in Other expense for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to lower insurance related expenses, net of insurance proceeds, partially offset by mark to market adjustments to our derivative instruments in 2025.
Current wording
The $3.5 million decrease in Other expense for the three months ended September 30, 2026 compared to the same period in 2025 was primarily due to a mark to market loss on derivative instruments in the prior year.
Previous wording
The $41.6 million of income tax benefit for the six months ended June 30, 2026 was primarily due to the reversal of valuation allowances recorded against the net deferred tax assets of certain of our TRS entities, partially offset by increases in the valuation allowance for certain TRS entities during the periods. The $6.7 million of income tax benefit for the six months ended June 30, 2025 was primarily due to the reversal of valuation allowances recorded against the net deferred tax assets of certain of our TRS entities.
Current wording
The $19.3 million and$6.3 million income tax benefits for the three months ended September 30, 2026 and 2025 are primarily due to the reversal of valuation allowances recorded against the net deferred tax assets of certain of our TRS entities, partially offset by increases in the valuation allowance for certain TRS entities during the period.
Previous wording
The table below shows our results of operations for the six months ended June 30, 2026 and 2025 and the effect of changes in those results from period to period on our Net income attributable to common stockholders (dollars in thousands):
Current wording
The table below shows our results of operations for the nine months ended September 30, 2026 and 2025 and the effect of changes in those results from period to period on our Net income attributable to common stockholders (dollars in thousands):
Previous wording
The increase in our SHOP segment NOI for the six months ended June 30, 2026 compared to the same period in 2025 was primarily driven by revenue growth due to an increase in average occupancy, revenue per occupied room, additional properties acquired and conversions of senior housing communities from our NNN segment to our SHOP segment. The revenue increase is partially offset by higher operating expenses in 2026, driven by an increase in the number of communities in our SHOP segment, increase in occupancy and inflation.
Current wording
The increase in our SHOP segment NOI for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily driven by revenue growth due to an increase in average occupancy, revenue per occupied room, additional properties acquired and conversions of senior housing communities from our NNN segment to our SHOP segment. The revenue increase is partially offset by higher operating expenses in 2026, driven by an increase in the number of communities in our SHOP segment, and increases in occupancy and inflation.
Previous wording
The following table compares results of operations for our 550 Same-Store SHOP communities (dollars in thousands). See “Non-GAAP Financial Measures—NOI” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure regarding Same-Store NOI for each of our reportable business segments.
Current wording
The following table compares results of operations for our 543 Same-Store SHOP communities (dollars in thousands). See “Non-GAAP Financial Measures—NOI” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure regarding Same-Store NOI for each of our reportable business segments.
Previous wording
The increase in our Same-Store SHOP segment NOI for the six months ended June 30, 2026 compared to the same period in 2025 was primarily driven by higher average occupancy and revenue per occupied room, partially offset by higher property-level operating expenses due to higher occupancy and inflation.
Current wording
The increase in our Same-Store SHOP segment NOI for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily driven by higher average occupancy and revenue per occupied room, partially offset by higher property-level operating expenses due to higher occupancy and inflation.
Previous wording
The following table summarizes results of operations in our OM&R segment for the six months ended June 30, 2026 (dollars in thousands). For properties in our OM&R segment, occupancy generally reflects occupied square footage divided by net rentable square footage as of the end of the reporting period.
Current wording
The following table summarizes results of operations in our OM&R segment for the nine months ended September 30, 2026 (dollars in thousands). For properties in our OM&R segment, occupancy generally reflects occupied square footage divided by net rentable square footage as of the end of the reporting period.
Previous wording
The $9.6 million increase in our OM&R segment NOI for the six months ended June 30, 2026 compared to the same period in 2025 was primarily due to new leasing activity, high tenant retention and additional NOI from a development project placed in service, partially offset by higher property-level operating expenses and dispositions.
Current wording
The $15.3 million increase in our OM&R segment NOI for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily due to new leasing activity, high tenant retention and additional NOI from a development project placed in service, partially offset by higher property-level operating expenses and dispositions.
Previous wording
The following table compares results of operations for our 399 Same-Store OM&R properties (dollars in thousands):
Current wording
The following table compares results of operations for our 392 Same-Store OM&R properties (dollars in thousands):
Previous wording
The $8.0 million increase in our Same-Store OM&R segment NOI for the six months ended June 30, 2026 compared to the same period in 2025 is primarily due to new leasing activity and high tenant retention, partially offset by higher property-level operating expenses.
Current wording
The $12.9 million increase in our Same-Store OM&R segment NOI for the nine months ended September 30, 2026 compared to the same period in 2025 is primarily due to new leasing activity and high tenant retention, partially offset by higher property-level operating expenses.
Previous wording
The following table summarizes results of operations in our 200 NNN segment properties for the six months ended June 30, 2026 (dollars in thousands):
Current wording
The following table summarizes results of operations in our 199 NNN segment properties for the nine months ended September 30, 2026 (dollars in thousands):
Previous wording
The $27.0 million decrease in our NNN segment NOI for the three months ended June 30, 2026 compared to the same period in 2025 was primarily driven by a $22.1 million decrease in rental income from senior housing communities that converted to our SHOP segment and a $5.9 million decrease in rental income from dispositions.
Current wording
The $90.2 million decrease in our NNN segment NOI for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily driven by a $69.5 million decrease in rental income from senior housing communities that converted to our SHOP segment, a prior year $14.6 million net non-cash revenue impact of a change in revenue recognition from cash to straight-line related to a senior housing tenant and a $17.0 million decrease in rental income from dispositions.
Previous wording
The $1.7 million increase in non-segment NOI for the six months ended June 30, 2026 compared to the same period in 2025 was primarily due to interest income from a new secured loan investment.
Current wording
The $7.6 million increase in non-segment NOI for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily due to interest income from a new secured loan investment.
Previous wording
The $4.7 million decrease in Interest and other income for the six months ended June 30, 2026 compared to the same period in 2025 was primarily due to a decrease in overall cash and cash equivalents invested in short-term money market funds.
Current wording
The $6.9 million decrease in Interest and other income for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily due to a decrease in overall cash and cash equivalents invested in short-term money market funds.
Previous wording
The $16.5 million increase in Interest expense, net of capitalized interest for the six months ended June 30, 2026 compared to the same period in 2025 was driven primarily by higher rates and a higher overall debt balance. Our weighted average effective interest rate was 4.59% and 4.51% for the six months ended June 30, 2026 and 2025, respectively. Our weighted average debt outstanding was $13.4 billion and $13.1 billion for the six months ended June 30, 2026 and 2025, respectively. Total debt decreased from $13.0 billion as of December 31,2025 to $12.7 billion as of June 30, 2026.
Current wording
The $19.8 million increase in Interest expense, net of capitalized interest for the nine months ended September 30, 2026 compared to the same period in 2025 was driven by an increase in the weighted average effective interest rate and the weighted average debt outstanding. Our weighted average effective interest rate was 4.61% and 4.54% for the nine months ended September 30, 2026 and 2025, respectively. Our weighted average debt outstanding was $13.3 billion and $13.2 billion for the nine months ended September 30, 2026 and 2025, respectively. Total debt decreased from $13.0 billion as of December 31, 2025 to $12.4 billion as of September 30, 2026.
Previous wording
The $120.9 million increase in Depreciation and amortization expense for the six months ended June 30, 2026 compared to the same period in 2025 was primarily due to $118.8 million associated with recent acquisition activities in 2026 compared to 2025.
Current wording
The $209.8 million increase in Depreciation and amortization expense for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily due to an increase of $196.5 million from recent acquisitions and $24.6 million increase in impairment charges.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
$1.25 billion. In connection with the amendment, VRLP also repaid in full a $200 million unsecured term loan due February 2027. As of September 30, 2026, aggregate principal of $1.25 billion was outstanding.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
The increase in our Same-Store NNN segment rental income for the six months ended June 30, 2026 compared to the same period in 2025 was attributable primarily to contractual rent escalators.
Previous report — wording carried elsewhere
The following table summarizes our lease expirations in our OM&R and NNN segments, excluding real estate assets classified as held for sale, over the next 10 years and thereafter, assuming that none of the tenants exercise any of their renewal or purchase options, as of June 30, 2026 (dollars and square feet in thousands):