NEW YORK, Oct. 02, 2026 (GLOBE NEWSWIRE) -- National Healthcare Properties, Inc. (Nasdaq: NHP) (the “Company”) announced today that, as previously disclosed, all outstanding shares of its Class A common stock, $0.01 par value per share (“Class A common stock”), will automatically convert into its common stock, $0.01 par value per share (“common stock”), on a one-for-one basis. All shares of common stock will begin trading on the Nasdaq Global Market, effective at 9:30 a.m. Eastern time on October 19, 2026. The conversion will have no effect on the economic rights of holders of shares of Class A common stock and the Company’s operations.
The conversion will occur automatically and without any action on the part of shareholders pursuant to the Company’s charter documents, as amended or supplemented, as described in the Company’s Registration Statement on Form S-11 filed with the United States Securities and Exchange Commission (File No. 333-294895) in connection with the Company’s public offering of the Class A common stock. The common stock has the same preferences, rights, voting powers (one vote per share), restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption or otherwise, as the Class A common stock. Following the conversion of the Class A common stock, all provisions of the Company’s charter documents, as amended or supplemented, applicable to the shares of common stock shall apply to the shares of the common stock converted from the Class A common stock. Cash will be paid in lieu of any fractional shares of Class A common stock.
Immediately upon and concurrent with such conversion, no shares of Class A common stock will remain issued or outstanding. The Company’s common stock will have a new CUSIP of 42226B600.
About National Healthcare Properties
National Healthcare Properties, Inc. (Nasdaq: NHP) is a self-managed real estate investment trust focused on acquiring, owning and investing in a diversified portfolio of healthcare real estate, with an emphasis on providing senior housing to serve a growing elderly population in the United States. Additional information about the Company can be found on its website at nhpreit.com.
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Cautionary Statement Regarding Forward-Looking Statements
This press release may contain “forward-looking” statements as defined in the Private Securities Litigation Reform
Act of 1995. Forward-looking statements generally can be identified by the use of terminology such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “seek,” “will,” “may,” “should,” “predict,” “project,” “potential,” “continue” or the negatives of these terms or variations of them or similar expressions. Risks and uncertainties, the occurrence of which could adversely affect the Company’s business and cause actual results to differ materially from those expressed or implied in the forward-looking statements, include, but are not limited to, the following: changes in economic cycles generally and in the real estate and healthcare markets specifically; the success of the Company’s growth strategy, including its ability to successfully identify, complete and integrate new acquisitions; the Company’s ability to complete acquisitions or dispositions on the terms and timing the Company expects, or at all; changes to inflation and interest rates; competition in the real estate and healthcare markets; the Company’s ability to retain certain key personnel; legislative and regulatory changes in the healthcare and real estate industries; reductions or changes in reimbursement from third-party payors, including Medicare and Medicaid; discovery of previously undetected environmentally hazardous conditions; the Company’s ability to pay down, refinance, restructure or extend its indebtedness as it becomes due; system failures, cyber incidents or deficiencies in the Company’s cybersecurity systems; the availability of capital on favorable terms, or at all; the Company’s ability to remain qualified as a real estate investment trust for U.S. federal income tax purposes; and other risks and uncertainties described in the section titled Risk Factors of the Company’s most recent Annual Report on Form 10-K and all other filings with the Securities and Exchange Commission. Finally, the Company assumes no obligation to update or revise any forward-looking statements or to update the reasons why actual results could differ from those projected in any forward-looking statements.