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Ventas 8-K Report, Corporate Update (Dec 4, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed December 4, 2025
Period End
December 2, 2025
Security
VTR
In the record · 2016–202610-K1110-Q348-K128

VTR filed 11 annual reports (10-K), 34 quarterly reports (10-Q) and 128 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Jul ’18Jul ’18
  2. Leadership change8-K · Sep ’22Sep ’22
  3. Leadership change8-K · Sep ’26Sep ’26

01—Abstract

Summary

Summary of the 8-K filed December 4, 2025. Cited figures are marked; the original filing is the authoritative source.

On December 4, 2025, Ventas Realty, Limited Partnership, a wholly owned subsidiary of Ventas, Inc., issued and sold $500,000,000a in aggregate principal amount of its 5.000% Senior Notes due 2036 in a registered public offering under the existing Form S-3 registration statement of Ventas, Inc. and Ventas Realty.

The Notes are guaranteed by Ventas, Inc. on a senior unsecured basis. The Notes were sold under an underwriting agreement dated December 2, 2025, among Ventas Realty, Ventas, Inc. and the underwriters named therein, and were issued under a base indenture dated February 23, 2018, as supplemented by an eleventh supplemental indenture dated December 4, 2025, with U.S. Bank Trust Company, National Association, as trustee. Ventas, Inc. intends to use the net proceeds for general corporate purposes, which may include repayment of other indebtedness, and to pay related fees and expenses.

The filing is a routine debt issuance disclosure under Item 8.01 and reports no financial results, guidance or other operating developments. Its key terms are the note size, coupon, maturity and senior unsecured guarantee structure.

02—Key points

Key Highlights

  1. Ventas Realty, Limited Partnership issued $500,000,000 of 5.000% Senior Notes due 2036 on December 4, 2025.
  2. The offering was a registered public offering under the existing Form S-3 shelf registration statement (File Nos. 333-277185 and 333-277185-01).
  3. The Notes are guaranteed by Ventas, Inc. on a senior unsecured basis.
  4. The underwriting agreement is dated December 2, 2025, and the eleventh supplemental indenture is dated December 4, 2025.
  5. U.S. Bank Trust Company, National Association (successor to U.S. Bank National Association) is the trustee under the indenture dated February 23, 2018.
  6. Proceeds are intended for general corporate purposes, which may include repayment of other indebtedness, and to pay related fees and expenses.
  7. The filing is a debt financing disclosure and does not report earnings, financial results or guidance.

03—Questions

Frequently Asked Questions

  1. What securities were issued?

    Ventas Realty, Limited Partnership, a wholly owned subsidiary of Ventas, Inc., issued and sold $500,000,000 in aggregate principal amount of 5.000% Senior Notes due 2036.

  2. Who guarantees the Notes?

    Ventas, Inc. guarantees the Notes on a senior unsecured basis.

  3. How will the proceeds be used?

    Ventas, Inc. intends to use the proceeds for general corporate purposes, which may include repayment of other indebtedness, and to pay related fees and expenses.

  4. Under what documents were the Notes issued?

    The Notes were sold under an underwriting agreement dated December 2, 2025, and issued under a base indenture dated February 23, 2018, as supplemented by an eleventh supplemental indenture dated December 4, 2025, with U.S. Bank Trust Company, National Association, as trustee.

  5. Was this offering registered with the SEC?

    Yes. The Notes were sold in a registered public offering pursuant to the existing Form S-3 registration statement of Ventas, Inc. and Ventas Realty (File Nos. 333-277185 and 333-277185-01).

04—Continue

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