Healthcare Realty Trust Inc

Previous wording

This report and other materials the Company has filed or may file with the SEC, as well as information included in oral statements or other written statements made, or to be made, by senior management of the Company, contain, or will contain, disclosures that are “forward-looking statements.” Forward-looking statements include all statements that do not relate solely to historical or current facts and can be identified by the use of words such as “may,” “will,” “expect,” “believe,” “anticipate,” “target,” “intend,” “plan,” “estimate,” “project,” “continue,” “should,” “could” and other comparable terms. These forward-looking statements are based on the current plans and expectations of management and are subject to a number of risks and uncertainties that could materially affect the Company’s current plans and expectations and future financial condition and results. Such risks and uncertainties as more fully discussed in Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 and in other reports filed by the Company with the SEC from time to time include, among other things, the following:

Current wording

This report contains disclosures that are “forward-looking statements.” Forward-looking statements include all statements that do not relate solely to historical or current facts and can often be identified by the use of words such as “may,” “will,” “expect,” “believe,” “anticipate,” “target,” “intend,” “plan,” “estimate,” “project,” “continue,” “should,” “could” and other comparable terms. These forward-looking statements are based on the current plans and expectations of management and are subject to a number of risks and uncertainties that could materially affect the Company’s current plans and expectations and future financial condition and results. Such risks and uncertainties as more fully discussed in Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 and in other reports filed by the Company with the SEC from time to time include, among other things, the following:

Previous wording

•The Company's results of operations have been and will continue to be impacted negatively by the Steward Health and Prospect Medical bankruptcies;

Current wording

•The Company's results of operations have been and will continue to be impacted negatively by the Prospect Medical bankruptcy;

Previous wording

•If lenders under the Unsecured Credit Facility fail to meet their funding commitments, the Company’s operations and consolidated financial position would be negatively impacted;

Current wording

•If lenders under the Revolving Facility fail to meet their funding commitments, the Company’s operations and consolidated financial position would be negatively impacted;

Previous wording

•Trends in the healthcare service industry, including the recent passage of the One Big Beautiful Bill Act which is the subject of ongoing analysis, may negatively affect the demand for the Company’s properties, lease revenues and the values of its investments;

Current wording

•Trends in the healthcare service industry, including the impact of the One Big Beautiful Bill Act passed during 2025 that is subject of ongoing analysis, may negatively affect the demand for the Company’s properties, lease revenues and the values of its investments;

Previous wording

The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Stockholders and investors are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in the Company’s filings and reports, including, without limitation, estimates and projections regarding the performance of development projects the Company is pursuing.

Current wording

The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Stockholders and investors are cautioned not to unduly rely on such forward-looking statements, including, without limitation, estimates and projections regarding the performance of development projects the Company is pursuing.

Previous wording

The Company expects to continue to meet its liquidity needs, including funding additional investments, paying dividends, and funding debt service, through cash flows from operations and liquidity sources, including the Unsecured Credit Facility. Management believes that the Company's liquidity and sources of capital are adequate to satisfy its cash requirements. The Company cannot, however, be certain that these sources of funds will be available at a time and upon terms acceptable to the Company in sufficient amounts to meet its liquidity needs.

Current wording

The Company expects to continue to meet its liquidity needs, including capital for additional investments, tenant improvement allowances, operating and finance lease payments, paying dividends, share repurchases, and funding debt service, through cash on hand, cash flows from operations and the cash flow sources addressed above. Management believes that the Company's liquidity and sources of capital are adequate to satisfy our short and long-term cash requirements. The Company cannot, however, be certain that these sources of funds will be available at a time and upon terms acceptable to the Company in sufficient amounts to meet its liquidity needs.

Previous wording

Cash flows provided by operating activities decreased from $363.6 million for the nine months ended September 30, 2024 to $324.8 million for the nine months ended September 30, 2025. Items impacting cash flows from operations include, but are not limited to, cash generated from property operations, interest payments and the timing of the payment of invoices and other expenses.

Current wording

Cash flows provided by operating activities increased from $47.8 million for the three months ended March 31, 2025 to $52.9 million for the three months ended March 31, 2026. Items impacting cash flows from operations include, but are not limited to, cash generated from property operations, interest payments and the timing of the payment of invoices and other expenses.

Previous wording

Cash flows used in investing activities for the nine months ended September 30, 2025, were approximately $184.3 million. Below is a summary of the investing activities.

Current wording

Cash flows used in investing activities for the three months ended March 31, 2026 and March 31, 2025, were approximately $45.3 million and $38.8 million, respectively. Below is a summary of the investing activities.

Previous wording

The Company disposed of 31 medical outpatient properties and two land parcels during the nine months ended September 30, 2025 for a total sales price of $477.6 million, generating net proceeds of $447.3 million after seller financing and closing credits. The following table details these dispositions for the nine months ended September 30, 2025:

Current wording

The Company disposed of three medical outpatient properties during the three months ended March 31, 2026 for a total sales price of $33.4 million, generating net proceeds of $30.0 million after closing credits. The following table details these dispositions for the three months ended March 31, 2026:

Previous wording

During the nine months ended September 30, 2025, the Company incurred capital costs totaling $230.1 million for the following:

Current wording

During the three months ended March 31, 2026, the Company incurred capital costs totaling $49.1 million for the following:

Previous wording

•$108.9 million toward development and redevelopment of properties;

Current wording

•$18.3 million toward development and redevelopment of properties;

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•$59.9 million toward first generation tenant improvements and planned capital expenditures for acquisitions;

Current wording

•$18.2 million toward first generation tenant improvements and planned capital expenditures for acquisitions;

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•$35.9 million toward second generation tenant improvements; and

Current wording

•$8.5 million toward second generation tenant improvements; and

Previous wording

Cash flows used in financing activities for the nine months ended September 30, 2025 were approximately $534.5 million. See Notes 4 and 7 to the Condensed Consolidated Financial Statements in this report for more information about capital markets and financing activities.

Current wording

Cash flows used in financing activities for the three months ended March 31, 2026 and March 31, 2025, were approximately $7.5 million and $52.1 million, respectively. See Notes 4 and 7 to the Condensed Consolidated Financial Statements in this report for more information about capital markets and financing activities.

Previous wording

As of September 30, 2025, the Company had 15 outstanding interest rate swaps totaling $1.0 billion to hedge the one-month term Secured Overnight Financing Rate ("SOFR"). As of September 30, 2025, seven of these swaps totaling $500 million were designated as cash flow hedges. The following table details the amount and rate of each swap (dollars in thousands):

Current wording

As of March 31, 2026, the Company hadsix outstanding interest rate derivatives totaling $500.0 million to hedge the one-month term Secured Overnight Financing Rate ("SOFR"). As of March 31, 2026, all six of these swaps were designated as cash flow hedges. The following table details the amount and rate of each swap (dollars in thousands):

Previous wording

The OP has issued unsecured notes described in Note 4 to the Company's Condensed Consolidated Financial Statements included in this report. All unsecured notes are fully and unconditionally guaranteed by the Company, and the OP is 98.6% owned by the Company. Effective January 4, 2021, the Securities and Exchange Commission (the “SEC”) adopted amendments to the financial disclosure requirements which permit subsidiary issuers of obligations guaranteed by the parent to omit separate financial statements if the consolidated financial statements of the parent company have been filed, the subsidiary obligor is a consolidated subsidiary of the parent company, the guaranteed security is debt or debt-like, and the security is guaranteed fully and unconditionally by the parent.

Current wording

The OP has issued unsecured notes described in Note 4 to the Company's Condensed Consolidated Financial Statements included in this report. All unsecured notes are fully and unconditionally guaranteed by the Company, and the OP is 98.8%owned by the Company. Effective January 4, 2021, the Securities and Exchange Commission (the “SEC”) adopted amendments to the financial disclosure requirements which permit subsidiary issuers of obligations guaranteed by the parent to omit separate financial statements if the consolidated financial statements of the parent company have been filed, the subsidiary obligor is a consolidated subsidiary of the parent company, the guaranteed security is debt or debt-like, and the security is guaranteed fully and unconditionally by the parent.

Previous wording

Rising interest rates and increased volatility in the capital markets have increased the Company’s cost and availability of debt and equity capital. Limited availability and increases in the cost of capital could adversely impact the Company’s ability to finance operations and acquire, develop, and redevelop properties. To the extent the Company’s tenants experience increased costs or financing difficulties due to the economic and market conditions, they may be unable or unwilling to make payments or perform their obligations when due. Additionally, increased interest rates may also result in less liquid property markets, limiting the Company’s ability to sell existing assets or obtain joint venture capital.

Current wording

Increased volatility in interest rates and in the capital markets have increased the Company’s cost and impacted the availability of debt and equity capital. Limited availability and increases in the cost of capital could adversely impact the Company’s ability to finance operations and acquire, develop, and redevelop properties. To the extent the Company’s tenants experience increased costs or financing difficulties due to the economic and market conditions, they may be unable or unwilling to make payments or perform their obligations when due. Additionally, increased interest rates may also result in less liquid property markets, limiting the Company’s ability to sell existing assets or obtain joint venture capital.

Previous wording

The Company expects that approximately 15% of its leases will expire each year in the ordinary course of business. There are 350 multi-tenant and single-tenant leases totaling 1.2 million square feet that will expire during the remainder of 2025. Approximately 70% of the leases expiring during the remainder of 2025 are for space in buildings located on or adjacent to hospital campuses, are distributed throughout the portfolio, and are not concentrated with any one tenant, health system or market area. The Company typically expects to retain 75% to 90% of tenants upon expiration, and the retention ratio for the first nine months of the year was within this range.

Current wording

The Company expects that approximately 10-15% of its leases will expire each year in the ordinary course of business. There are 768 multi-tenant and single-tenant leases totaling 2.2 million square feet that will expire during the remainder of 2026. Approximately 72% of the leases expiring during the remainder of 2026 are for space in buildings located on or adjacent to hospital campuses, are distributed throughout the portfolio, and are not concentrated with any one tenant, health system or market area. The Company typically expects to retain 75% to 90% of tenants upon expiration, and the retention ratio for the first three months of the year was within this range.

Previous wording

1 Includes three properties totaling $87.6 million with stated purchase prices or prices based on fixed capitalization rates.

Current wording

1 Purchase option prices are based on fair market value components that are determined by an appraisal process, except for two properties totaling$42.6 million with stated prices or prices based on fixed capitalization rates.

Previous wording

2 These purchase options have been exercisable for an average of 18.6 years.

Current wording

2 These purchase options have been exercisable for an average of 21.7 years.

Previous wording

In addition to FFO, the Company presents Normalized FFO and FAD. Normalized FFO is presented by adding to FFO acquisition-related costs, acceleration of debt issuance costs, debt extinguishment costs and other Company-defined normalizing items to evaluate operating performance. FAD is presented by adding to Normalized FFO non-real estate depreciation and amortization, non-cash financing receivable amortization, loan origination cost amortization, deferred financing fees amortization, stock-based compensation expense and rent reserves, net; and subtracting maintenance capital expenditures, including second generation tenant improvements and leasing commissions paid and straight-line rent income, net of expense. The Company's definition of these terms may not be comparable to that of other real estate companies as they may have different methodologies for computing these amounts. FFO, Normalized FFO and FAD should not be considered as an alternative to net income as an indicator of the Company's financial performance or to cash flow from operating activities as an indicator of the Company's liquidity. FFO, Normalized FFO and FAD should be reviewed in connection with GAAP financial measures.

Current wording

In addition to FFO, the Company presents Normalized FFO and FAD. Normalized FFO is presented by adding acquisition-related costs, acceleration of debt issuance costs, debt extinguishment costs, restructuring, severance and other Company-defined normalizing items to evaluate operating performance. FAD is presented by adding to Normalized FFO non-real estate depreciation and amortization, non-cash financing receivable amortization, loan origination cost amortization, deferred financing fees amortization, and stock-based compensation expense; and subtracting maintenance capital expenditures, including second generation tenant improvements and leasing commissions paid and straight-line rent income, net of expense. The Company's definition of these terms may not be comparable to that of other real estate companies as they may have different methodologies for computing these amounts. FFO, Normalized FFO and FAD should not be considered as an alternative to net income as an indicator of the Company's financial performance or to cash flow from operating activities as an indicator of the Company's liquidity. FFO, Normalized FFO and FAD should be reviewed in connection with GAAP financial measures.

Previous wording

The table below reconciles net income to FFO, Normalized FFO and FAD for the three and nine months ended September 30, 2025 and 2024:

Current wording

The table below reconciles net loss to FFO, Normalized FFO and FAD for the three months ended March 31, 2026 and 2025:

Previous wording

760,552, respectively, for the three months ended September 30, 2025 and 2024, and the dilutive impact of 4,253,989 and 4,213,402 OP Units outstanding for the three and nine months ended September 30, 2025, respectively.

Current wording

2 The Company utilizes the treasury stock method which includes the dilutive effect of nonvested share-based awards outstanding of 493,403 and 317,511, respectively, for the three months ended March 31, 2026 and 2025, and the dilutive impact of 4,278,028 OP Units outstanding for the three months ended March 31, 2026,

Previous wording

The following table reflects the Company's Same Store Cash NOI for the nine months ended September 30, 2025 and 2024:

Current wording

The following table reflects the Company's Same Store Cash NOI for the three months ended March 31, 2026 and 2025:

Previous wording

The following tables reconcile net loss to Same Store NOI and the same store property metrics to the total owned real estate portfolio for the nine months ended September 30, 2025 and 2024:

Current wording

The following tables reconcile net income (loss) to Same Store NOI and the same store property metrics to the total owned real estate portfolio for the three months ended March 31, 2026 and 2025:

Previous wording

Includes management fee income, interest, above and below market lease intangible amortization, lease inducement amortization, lease terminations and tenant improvement overage amortization.

Current wording

Includes management fee income, interest, above and below market lease intangible amortization, lease inducement amortization, lease termination fees and tenant improvement overage amortization.

Previous wording

The Company’s results of operations for the three months ended September 30, 2025, compared to the same period in 2024 were impacted by developments, dispositions, gains on sale, and capital markets transactions.

Current wording

The Company’s results of operations for the three months ended March 31, 2026, compared to the same period in 2025 were impacted by developments, dispositions, gain on sales and impairment charges recorded on real estate properties, and capital markets transactions.

Previous wording

Rental income decreased $19.1 million, or 6.2%, for the three months ended September 30, 2025, compared to the prior year period. This decrease is primarily comprised of the following:

Current wording

Rental income decreased $21.3 million, or 7.4%, for the three months ended March 31, 2026, compared to the prior year period. This decrease is primarily comprised of the following:

Previous wording

•Leasing activity resulted in an increase of $7.4 million.

Current wording

•Leasing activity resulted in an increase of $10.9 million.

Previous wording

Other operating income increased $1.9 million, or 37.2%, for the three months ended September 30, 2025, compared to the prior year period primarily as a result of income from management fees related to unconsolidated joint ventures.

Current wording

Other operating income increased $1.3 million, or 20.6%, for the three months ended March 31, 2026, compared to the prior year period primarily as a result of income from management fees.

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◦Property tax expense of $0.5 million; and

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▪Property tax expense of $0.2 million; and

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◦Leasing commissions and other administrative and legal expenses of $1.1 million;

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▪Other administrative and legal expenses of $0.2 million;

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◦Maintenance and repair expense of $0.2 million.

Current wording

◦Maintenance and repair expense of $0.7 million; and

Previous wording

General and administrative expenses increased approximately $1.6 million, or 8.2%, for the three months ended September 30, 2025, compared to the prior year period primarily as a result of the following activity:

Current wording

General and administrative expenses increased approximately $3.8 million, or 28.2%, for the three months ended March 31, 2026, compared to the prior year period primarily as a result of the following activity:

Previous wording

•Increase in restructuring and severance-related charges of $5.2 million.

Current wording

•Increase in restructuring and severance-related charges of $7.1 million and non-cash incentive compensation expense of $0.9 million.

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◦Other decreases include legal and other administrative costs of $0.6 million.

Current wording

◦Other decreases include legal and other administrative costs of $0.7 million.

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•Assets that became fully depreciated resulted in a decrease of $16.9 million.

Current wording

•Assets that became fully depreciated resulted in a decrease of $17.3 million.

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•Various building and tenant improvement expenditures resulted in an increase of $7.9 million.

Current wording

•Various building and tenant improvement expenditures resulted in an increase of $9.8 million.

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•Active interest rate swaps accounted for an increase of $8.1 million, while expired interest rate swaps accounted for an increase of $0.3 million.

Current wording

•Developments completed in 2025 resulted in an increase of $0.3 million.

Previous wording

In the three months ended September 30, 2025, the Company recognized gains on sale of real estate properties and other assets of approximately $76.8 million. In the three months ended September 30, 2024, the Company recognized gains on sale of real estate properties and other assets of approximately $39.3 million.

Current wording

In the three months ended March 31, 2026, the Company recognized gains on sale of real estate properties and other assets of approximately $10.8 million. In the three months ended March 31, 2025, the Company recognized gains on sale of real estate properties and other assets of approximately $2.9 million.