Welltower Stock: Dividend vs Normalized FFO, SHOP and Debt

The $0.85 dividend against three FFO numbers

Welltower reports GAAP net income, NAREIT FFO and its own Normalized FFO. It does not report AFFO, the measure Realty Income, W. P. Carey and most net-lease REITs use (see our pages on Realty Income and W. P. Carey). The company says its measures “may not be comparable to similarly entitled items reported by other real estate investment trusts or other companies,” so the table uses Welltower's own definitions and adds one stricter measure of ours.

The company's own payout ratio uses the dividend actually paid in the quarter, $0.74, and gives 46% for Q2 2026, 48% for the first half, 53% for 2025 and 59% for 2024. The $0.85 starts with the quarter declared on July 27, so the next ratio will move up unless Normalized FFO does: $0.85 over the $1.60 of Q2 is 53% (our arithmetic). On the full-year guidance midpoint of $6.40, an annualized $3.40 is also 53% (our arithmetic).

On the June 30, 2026 closing price in the release, $226.97, the annualized $3.40 is a 1.5% yield (our arithmetic). That price is dated and is not a quote. The June 1, 2026 press release quotes Chief Executive Officer Shankh Mitra on the raise: the Board “has approved a further mid-teens percentage increase to our dividend,” after “low double-digit increases” in each of the previous two years. Cash dividends paid in the first half were $1.047 billion; at the new rate and 718.9 million shares a quarter would cost about $611 million (our arithmetic), against $527 million paid in Q2.

Why 2025 NAREIT FFO was half of Normalized FFO

A reader who compares Welltower with a non-traded REIT will usually meet its Normalized FFO first. The 2025 numbers show what stands between it and the NAREIT definition, which excludes depreciation but nothing else.

The release says the compensation line is “primarily related to expenses recognized on the Ten Year Executive Continuity and Alignment Program for named executive officers and key employees, the 2021 Special Performance Option Awards and 2022-2025 Outperformance Program.” The 10-K notes that the Board adopted the executive program on October 26, 2025. The supplemental's twelve-month EBITDA bridge adds back $1,556.1 million of stock-based compensation, which is consistent with an equity-based charge, but we have not seen the company call it non-cash in these filings. Welltower's 2025 NAREIT FFO was $2.68 per diluted share and its Normalized FFO was $5.29. In the first half of 2026 the gap was much smaller: $2.92 against $3.07, with net normalizing items of $110.6 million, mostly other expenses of $118.1 million for non-capitalizable transaction costs and legal fees.

Senior housing operating: five quarters of occupancy, margin and NOI

Welltower calls the segment Seniors Housing Operating (SHO): independent living, assisted living, memory care and U.K. care homes that it owns and, through operators, runs, so that it keeps resident fees and pays the operating costs. It was 69.9% of in-place NOI on June 30, 2026 ($3.40 billion of $4.87 billion annualized, our arithmetic from the supplemental's figures). The same-store pool is 980 properties with about 112,000 units; it excludes properties bought in the last five quarters.

Three things stand out. First, the 20.5% same-store NOI growth sits on 9.2% revenue growth: the release attributes it to 330 basis points of occupancy and 5.2% growth in revenue per occupied room, and the table shows a 3.0-point margin gain. Same-store compensation expense rose 4.5% (our arithmetic: $730,982 thousand against $699,255 thousand), less than half the revenue growth. Second, units in the whole SHO portfolio rose from 129,758 to 172,155 in a year, so the same-store pool is a shrinking share of the segment: non-same-store properties produced $572.7 million of $1,421.3 million of Q2 pro rata NOI (40.3%, our arithmetic). Third, total SHO occupancy, which includes buildings bought in the last year, was 87.6%, below the same-store 89.4%. The supplemental lists 64 unstabilized SHO properties, 8,910 units, many still filling.

The 10-K uses a different base. At December 31, 2025 it showed SHO occupancy of 87.5% (84.7% a year earlier), triple-net 73.1% (83.3%) and outpatient medical 95.8%, on consolidated properties only and excluding investments in unconsolidated entities. They are not the supplemental's pro rata, stable-portfolio figures, and we could not reconcile the triple-net 73.1% in the 10-K with the 84.7% in the Q2 2026 supplemental from the filings alone.

Where the NOI comes from: segments, operators, countries and coverage

Coverage and occupancy for triple-net and long-term care are as of March 31, 2026; Welltower says it computes them from unaudited information supplied by tenants and has not verified it. The operator list is where a holder should look for concentration:

By country the in-place NOI is 67.2% United States, 23.7% United Kingdom and 9.1% Canada. The 10-K puts the U.K. and Canada at 20.0% and 6.8% of total revenues at year-end, and the 10-Q's concentration table shows U.K. NOI at 24% in Q2 2026 against 13% in Q2 2025. The balance sheet carries the currency effect: accumulated foreign currency translation was a $984.7 million loss on June 30, 2026, against $598.6 million at December 31, 2025.

What $9.6 billion of buying and $4.5 billion of share sales look like

The largest piece was Amica Senior Lifestyles: the 10-Q gives a total purchase price of $2,951,181 thousand for 34 Canadian communities plus interests in four unconsolidated properties on April 1, 2026, with $408,623 thousand of secured debt assumed; the press release states the same deal as C$4.1 billion pro rata for 38 communities (the unit differs, so the two figures are not directly comparable). On July 2, 2026 Welltower closed another five properties under development for C$647 million. Year to date the release counts $15.5 billion of gross investments closed or under contract. In October 2025 Welltower had already bought Barchester (consideration of $6.85 billion, net of cash) and HC-One ($1.65 billion).

On the selling side, a definitive agreement values an outpatient medical portfolio at about $7.2 billion, and eight properties remained to sell on June 30, 2026, expected to close before the end of 2026. Development is a smaller line: 40 SHO projects carry $1.44 billion of unfunded commitments at a projected stable yield of 10.5%.

Equity is the other side of the ledger. Shares outstanding were 696,507,255 on December 31, 2025, 718,902,041 on June 30, 2026 and 720,744,951 on July 24, 2026. In July alone Welltower sold 1,859,636 ATM shares. On July 28, 2026 it signed a new equity distribution agreement for “shares of Common Stock having an aggregate sales price of up to $7,500,000,000,” terminating the October 28, 2025 agreement, with forward sales allowed; the 10-Q shows no forward agreements outstanding on June 30. Per share, the cost is visible: average diluted shares rose 10.5% in Q2 against a year earlier while Normalized FFO dollars rose 37.7% and per-share Normalized FFO 25.0% (our arithmetic).

Debt: 2.99 times, and what falls due from 2027

Net debt to Adjusted EBITDA was 2.99 times on June 30, 2026 (3.03 times on December 31, 2025), net debt $16.12 billion, and net debt to enterprise value 8.9% (10.1% a year earlier). The 10-Q's interest coverage ratio was 7.52 times in Q2 2026, 8.27 times in Q1 and 4.63 times in Q4 2025, the quarter in which $1,489 million of special incentive compensation was recognized. S&P and Moody's rated the company A- and A3, both stable, per the Q4 2025 release.

The ladder looks comfortable: 4.00% average rate, 5.1 years, a $6.25 billion unsecured revolver (a $4.25 billion tranche to March 6, 2030 and a $2.0 billion tranche to July 24, 2029) with nothing drawn, and $2.1 billion of cash and restricted cash. The 2027 line is the one to watch, because the Canadian term loans bear interest at adjusted CORRA plus 0.65% and 62% of that year (our arithmetic: $1.93 billion of $3.14 billion) is that single maturity. In March 2026 Welltower replaced its previous $5.0 billion revolver and two term loans with the new facility, which allows another $1.25 billion. In July 2026 it issued C$1.15 billion of Canadian notes at a weighted 3.95% coupon, and in April it repaid $700 million of senior notes with free cash flow. The exchangeable notes can be settled in shares, which is a dilution route that does not show in the ATM table.

Welltower beside American Healthcare REIT, and what non-traded holders can take from it

Our readers who hold or held non-traded healthcare REITs meet Welltower in two ways: as a benchmark and as a buyer. American Healthcare REIT (AHR), which began as the non-traded Griffin-American Healthcare REIT IV and is now NYSE-listed, runs the same kind of operating-plus-lease portfolio at one-eleventh the scale (our arithmetic: Welltower's $1,180.1 million of Q2 Normalized FFO against AHR's $105.2 million). Our AHR page has the detail.

The two growth rates for senior housing operating properties are identical to one decimal, 20.5%, in separate companies' filings. They use their own same-store definitions, so the match is not proof of anything beyond a strong operating market for both. The difference a holder feels is scale and funding: Welltower raised $4.48 billion through its ATM in six months. For how a non-traded vehicle's exit differs from a listed share, see our pages on non-traded versus publicly traded REITs and the listing discount; our review of NorthStar Healthcare Income covers a non-traded healthcare REIT that ended in a merger with a Welltower affiliate, and our Griffin-American Healthcare REIT page covers the AHR lineage. Welltower is also the largest line in all eight equity REIT ETFs we read (REIT ETF holdings), so many readers own it without choosing it.

Risks the filings list, and which ones show in the numbers

The 10-K's risk summary includes “the ability of operators and tenants to make payments to us,” “our ability to replace our managers on a timely and successful basis” and “ownership of property outside the U.S.” The 10-Q for Q2 2026 says there have been “no material changes from the risk factors” in the 10-K.

What a holder or buyer can do with this

• Choose the FFO number that matches your question. If you want to compare with a net-lease REIT, remember that Welltower publishes no AFFO; the $1.39 cash-basis figure above is ours. If you want the company's view, use Normalized FFO and read Exhibit 2 each quarter.
• Split the growth. Of Q2 pro rata NOI of $1,421.3 million, 56% was in the same-store pool (our arithmetic: $800.5 million), growing 15.5%. The rest comes from buildings that have not yet been in the pool for five full quarters; their results will enter it over the next year.
• Watch dated items. The Q3 2026 results and 10-Q (not filed as of October 15, 2026); the remaining eight outpatient medical sales before the end of 2026; the CAD term loans due April 9, 2027; and the next dividend declaration.
• Size the position. Welltower is one company, three countries and a few operators. A listed share can be sold on any trading day at the market price, which moves; a non-traded REIT repurchases under rules its board controls.

This is analysis of public documents, not investment, legal or tax advice. If one healthcare REIT, or a mix of listed and non-traded ones, is a large share of your portfolio, a conversation with a qualified adviser about how it fits may be worth having.

FAQ

Sources, read on October 15, 2026: Welltower Inc. (CIK 766704) Form 10-K for 2025 (accession 0000766704-26-000010, filed February 12, 2026); Form 10-Q for the quarter ended June 30, 2026 (0000766704-26-000030, filed July 28, 2026); Form 8-K of July 27, 2026 with the Q2 2026 earnings release and supplemental information package, Exhibits 99.1 and 99.2 (0000766704-26-000026); Form 8-K of February 10, 2026 with the Q4 2025 earnings release (0000766704-26-000005); Forms 8-K of March 10, 2026 (0001193125-26-099414), June 1, 2026 (0001193125-26-249823), July 13, 2026 (0001193125-26-302020) and July 28, 2026 (0001628280-26-050186); American Healthcare REIT, Inc. (CIK 1632970) Form 10-Q for the quarter ended June 30, 2026 (0001193125-26-340269) and Form 8-K of August 6, 2026 (0001193125-26-338076). Payout ratios, sums, percentage changes, the cash-basis FFO figure, the 48.4% debt share and the AHR scale comparison are our arithmetic. This is analysis of public documents, not investment, legal or tax advice.