DIVERSIFIED HEALTHCARE TRUST 10-K

Item 9A. Controls and Procedures. As of the end of the period covered by this Annual Report on Form 10-K, our management carried out an evaluation, under the supervision and with the participation of our President and Chief Executive Officer and our Chief Financial Officer and Treasurer, of the effectiveness of our disclosure controls and procedures pursuant to Rules 13a-15 and 15d-15 under the Exchange Act. Based upon that evaluation, our President and Chief Executive Officer and our Chief Financial Officer and Treasurer concluded that our disclosure controls and procedures are effective. There have been no changes in our internal control over financial reporting during the quarter ended December 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Management Report on Assessment of Internal Control Over Financial Reporting. We are responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control system is designed to provide reasonable assurance to our management and Board of Trustees regarding the preparation and fair presentation of published financial statements. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2022. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control—Integrated Framework (2013 framework). Based on this assessment, we believe that, as of December 31, 2022, our internal control over financial reporting is effective. 84 Table of Contents Deloitte & Touche LLP, the independent registered public accounting firm that audited our 2022 Consolidated Financial Statements included in Part IV, Item 15 of this Annual Report on Form 10-K, has issued an attestation report on our internal control over financial reporting. The report appears elsewhere herein. Item 9B. Other Information. None. Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. Not applicable. PART III Item 10. Directors, Executive Officers and Corporate Governance. We have a Code of Conduct that applies to our officers and Trustees, RMR, senior and executive officers of RMR, members of the board of directors of RMR Inc. and employees of RMR who provide significant services to us. Our Code of Conduct is posted on our website, www.dhcreit.com . A printed copy of our Code of Conduct is also available free of charge to any person who requests a copy by writing to our Secretary, Diversified Healthcare Trust, Two Newton Place, 255 Washington Street, Suite 300, Newton, MA 02458-1634. We intend to satisfy the requirements under Item 5.05 of Form 8-K regarding disclosure of amendments to, or waivers from, provisions of our Code of Conduct to apply to our principal executive officer, principal financial officer, principal accounting officer or controller, or any persons performing similar functions, on our website. The remainder of the information required by Item 10 is incorporated by reference to our definitive Proxy Statement. Item 11. Executive Compensation. The information required by Item 11 is incorporated by reference to our definitive Proxy Statement. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Equity Compensation Plan Information. We may award common shares to our officers and other employees of RMR under our Amended and Restated 2012 Equity Compensation Plan, or the 2012 Plan. In addition, each of our Trustees receives common shares as part of his or her annual compensation for serving as a Trustee and such shares are awarded under the 2012 Plan. The terms of awards made under the 2012 Plan are determined by the Compensation Committee of our Board of Trustees at the time of the awards. The following table is as of December 31, 2022: Number of securities to be issued upon exercise of outstanding options, warrants and rights Weighted-average exercise price of outstanding options, warrants and rights Number of securities remaining available for future issuance under our equity compensation plan excluding securities reflected in column (a) Plan Category (a) (b) (c) Equity compensation plans approved by securityholders—2012 Plan None. None. 2,667,253 (1) Equity compensation plan not approved by securityholders None. None. None. Total None. None. 2,667,253 (1) (1) Consists of common shares available for issuance pursuant to the terms of the 2012 Plan. Share awards that are repurchased or forfeited will be added to the common shares available for issuance under the 2012 Plan. Our shareholders approved the 2012 Plan at our 2022 annual meeting of shareholders to increase the total number of common shares available for awards by 2,250,000. Payments by us to RMR employees are described in Notes 5 and 8 to our Consolidated Financial Statements included in Part IV, Item 15 of this Annual Report on Form 10-K. The remainder of the information required by Item 12 is incorporated by reference to our definitive Proxy Statement. 85 Table of Contents Item 13. Certain Relationships and Related Transactions, and Director Independence. The information required by Item 13 is incorporated by reference to our definitive Proxy Statement. Item 14. Principal Accountant Fees and Services. The information required by Item 14 is incorporated by reference to our definitive Proxy Statement. 86 Table of Contents PART IV Item 15. Exhibits and Financial Statement Schedules. (a) Index to Financial Statements and Financial Statement Schedules The following consolidated financial statements and financial statement schedules of Diversified Healthcare Trust are included on the pages indicated: Page Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34 ) F- 1 Consolidated Balance Sheets as of December 31, 2022 and 2021 F- 4 Consolidated Statements of Comprehensive Income (Loss) for each of the three years in the period ended December 31, 2022 F- 5 Consolidated Statements of Shareholders' Equity for each of the three years in the period ended December 31, 2022 F- 6 Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 2022 F- 7 Notes to Consolidated Financial Statements F- 9 Schedule III – Real Estate and Accumulated Depreciation as of December 31, 2022 S- 1 All other schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions, or are inapplicable, and therefore have been omitted. Financial information about AlerisLife may be found on the SEC's website by entering AlerisLife's name at http://www.sec.gov/edgar/searchedgar/companysearch.html. Reference to AlerisLife's financial information on this external website is presented to comply with applicable accounting regulations of the SEC. Except for such financial information contained therein as is required to be included herein under such regulations, AlerisLife's public filings and other information located in external websites are not incorporated by reference into these financial statements. 87 Table of Contents (b) Exhibits Exhibit Number Description 3.1 Composite Copy of Articles of Amendment and Restatement, dated September 20, 1999, as amended to date. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.) 3.2 Articles Supplementary, dated May 11, 2000. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2000.) 3.3 Articles Supplementary, dated June 30, 2017. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 30, 2017.) 3.4 Articles Supplementary, dated May 19, 2020. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on May 20, 2020.) 3.5 Amended and Restated Bylaws of the Company, adopted January 1, 2020. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 2, 2020.) 4.1 Form of Common Share Certificate. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 2, 2020.) 4.2 Indenture, dated as of December 20, 2001, between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association, as successor trustee to State Street Bank and Trust Company). (Incorporated by reference to the Company’s Registration Statement on Form S-3, File No. 333-76588.) 4.3 Supplemental Indenture No. 7, dated as of July 20, 2012, between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 5.625% Senior Notes due 2042, including form thereof. (Incorporated by reference to the Company’s Registration Statement on Form 8-A filed on July 20, 2012.) 4.4 Supplemental Indenture No. 9, dated as of April 28, 2014, between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 4.75% Senior Notes due 2024, including form thereof. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014.) 4.5 Indenture, dated as of February 18, 2016, between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association). (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 18, 2016.) 4.6 First Supplemental Indenture, dated as of February 18, 2016, between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 6.25% Senior Notes due 2046, including form thereof. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 18, 2016.) 4.7 Second Supplemental Indenture, dated as of February 12, 2018, between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 4.75% Senior Notes due 2028, including form thereof. (Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.) 4.8 Third Supplemental Indenture, dated as of June 2, 2020, among the Company, certain subsidiaries of the Company named therein as guarantors and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 9.750% Senior Notes due 2025, including form thereof. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 5, 2020.) 4.9 Supplemental Indenture, dated as of March 5, 2021, among the Company, certain subsidiaries of the Company named therein as guarantors and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 9.750% Senior Notes due 2025. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021.) 4.10 Supplemental Indenture, dated as of September 9, 2022, among the Company, certain subsidiaries of the Company named therein as guarantors and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 9.750% Senior Notes due 2025. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022.) 4.11 Supplemental Indenture, dated as of November 22, 2022, among the Company, certain subsidiaries of the Company named therein as guarantors and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 9.750% Senior Notes due 2025. (Filed herewith.) 4.12 Fourth Supplemental Indenture, dated as of February 8, 2021, among the Company, certain subsidiaries of the Company named therein as guarantors and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 4.375% Senior Notes due 2031, including form thereof. (Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.) 88 Table of Contents 4.13 Supplemental Indenture, dated as of March 5, 2021, among the Company, certain subsidiaries of the Company named therein as guarantors and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 4.375% Senior Notes due 2025. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021.) 4.14 Supplemental Indenture, dated as of September 9, 2022, among the Company, certain subsidiaries of the Company named therein as guarantors and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 4.375% Senior Notes due 2031. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022.) 4.15 Supplemental Indenture, dated as of November 22, 2022, among the Company, certain subsidiaries of the Company named therein as guarantors and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), related to 4.375% Senior Notes due 2031. (Filed herewith.) 4.16 Registration Rights and Lock-Up Agreement, dated as of June 5, 2015, among the Company, ABP Trust (f/k/a Reit Management & Research Trust) and Adam D. Portnoy. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 8, 2015.) 4.17 Description of Securities. (Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.) 8.1 Opinion of Sullivan & Worcester LLP as to certain tax matters. (Filed herewith.) 10.1 Second Amended and Restated Business Management Agreement, dated as of June 5, 2015, between the Company and The RMR Group LLC.(+) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 8, 2015.) 10.2 First Amendment to Second Amended and Restated Business Management Agreement, effective as of August 1, 2021, between the Company and The RMR Group LLC.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.) 10.3 Third Amended and Restated Property Management Agreement, dated as of June 9, 2021, between the Company and The RMR Group LLC.(+) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 9, 2021.) 10.4 Diversified Healthcare Trust Amended and Restated 2012 Equity Compensation Plan.(+) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 6, 2022.) 10.5 Form of Share Award Agreement.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016.) 10.6 Form of Share Award Agreement.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.) 10.7 Form of Share Award Agreement.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022.) 10.8 Form of Indemnification Agreement.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.) 10.9 Summary of Trustee Compensation.(+) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 6, 2022.) 10.10 Amended and Restated Credit Agreement, dated as of August 1, 2017, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other financial institutions party thereto. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.) 10.11 First Amendment to Amended and Restated Credit Agreement, dated as of June 30, 2020, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other institutions party thereto. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on July 2, 2020.) 10.12 Second Amendment to Amended and Restated Credit Agreement, dated as of January 29, 2021, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other institutions party thereto. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 1, 2021.) 10.13 Third Amendment to Amended and Restated Credit Agreement, dated as of September 3, 2021, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other institutions party thereto. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.) 10.14 Fourth Amendment to Amended and Restated Credit Agreement, dated as of February 22, 2022, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other institutions party thereto. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 23, 2022.) 10.15 Fifth Amendment to Amended and Restated Credit Agreement, dated as of February 14, 2023, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other parties party thereto. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 16, 2023.) 89 Table of Contents 10.16 Pledge Agreement, dated as of January 29, 2021, among the Company, certain subsidiaries of the Company party thereto and Wells Fargo Bank, National Association, as Collateral Agent. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 1, 2021.) 10.17 Pledge Amendment, dated as of February 12, 2021, by the Company and certain subsidiaries of the Company party thereto. (Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.) 10.18 Pledged Interest Release Request Letter, dated as of March 4, 2021, between the Company and Wells Fargo Bank, National Association. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021.) 10.19 Release of Certain Guarantors, dated as of March 5, 2021, related to 9.750% Senior Notes due 2025, among the Company, certain subsidiaries of the Company named therein and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association). (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021.) 10.20 Release of Certain Guarantors, dated as of January 28, 2022, related to 9.750% Senior Notes due 2025, among the Company, certain subsidiaries of the Company named therein and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association). ( Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 .) 10.21 Release of Certain Guarantors, dated as of January 28, 2022, related to 4.375% Senior Notes due 2031, among the Company, certain subsidiaries of the Company named therein and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association). (Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.) 10.22 Transaction Agreement, dated December 7, 2001, among the Company, certain subsidiaries of the Company party thereto, AlerisLife Inc. (f/k/a Five Star Senior Living Inc.), certain subsidiaries of AlerisLife Inc. party thereto, FSQ, Inc., Service Properties Trust (f/k/a Hospitality Properties Trust) and The RMR Group LLC. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on December 17, 2001.) 10.23 Amended and Restated Master Management Agreement, dated as of June 9, 2021, among the Company and certain of its subsidiaries, and AlerisLife Inc. and certain of its subsidiaries. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 9, 2021.) 10.24 Amended and Restated Guaranty Agreement, dated as of June 9, 2021, by AlerisLife Inc. for the benefit of certain subsidiaries of the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 9, 2021.) 21.1 Subsidiaries of the Company. (Filed herewith.) 22.1 List of Subsidiary Guarantors. (Filed herewith.) 23.1 Consent of Deloitte & Touche LLP. (Filed herewith.) 23.2 Consent of Sullivan & Worcester LLP. (Contained in Exhibit 8.1.) 31.1 Rule 13a-14(a) Certification. (Filed herewith.) 31.2 Rule 13a-14(a) Certification. (Filed herewith.) 32.1 Section 1350 Certification. (Furnished herewith.) 99.1 Registration Rights Agreement, dated as of August 4, 2009, between AlerisLife Inc. and the Company. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009.) 99.2 Consent and Amendment Agreement, dated as of February 2, 2023, among the Company, ABP Acquisition 2 LLC, ABP Acquisition LLC, ABP Trust and Adam D. Portnoy. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 3, 2023.) 101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. 101.SCH XBRL Taxonomy Extension Schema Document. (Filed herewith.) 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document. (Filed herewith.) 101.DEF XBRL Taxonomy Extension Definition Linkbase Document. (Filed herewith.) 101.LAB XBRL Taxonomy Extension Label Linkbase Document. (Filed herewith.) 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document. (Filed herewith.) 104 Cover Page Interactive Data File. (Formatted as Inline XBRL and contained in Exhibit 101.) (+) Management contract or compensatory plan or arrangement. 90 Table of Contents Item 16. Form 10-K Summary. None. 91 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Trustees and Shareholders of Diversified Healthcare Trust Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Diversified Healthcare Trust (the "Company") as of December 31, 2022 and 2021, the related consolidated statements of comprehensive income (loss), shareholders' equity, and cash flows, for each of the three years in the period ended December 31, 2022, and the related notes and the schedule listed in the Index at Item 15(a) (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 1, 2023, expressed an unqualified opinion on the Company's internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Impairment of Real Estate Properties - Refer to Note 3 to the financial statements Critical Audit Matter Description The Company's investments in real estate properties were $4.86 billion, net of accumulated depreciation of $1.83 billion as of December 31, 2022. These real estate properties are evaluated for impairment periodically or when events or changes in circumstances indicate that the carrying amount of a real estate property may not be recoverable. Impairment indicators may include declining tenant or resident occupancy, weak or declining profitability from the property, decreasing tenant cash flows or liquidity, the Company's decision to dispose of a property before the end of its estimated useful life, and legislative, market or industry changes that could permanently reduce the value of a property. If indicators of impairment are identified for any real estate property, the Company evaluates the recoverability of that real estate property by comparing undiscounted future cash flows expected to be generated by the real estate property over the Company's expected remaining hold period to the respective carrying amount. The Company's undiscounted future cash flows analysis requires management to make significant estimates and assumptions related to expected remaining hold periods, market rents, and terminal capitalization rates. F-1 Table of Contents We identified the impairment of real estate properties as a critical audit matter because of the significant estimates and assumptions management makes to evaluate the recoverability of real estate properties. This required a high degree of auditor judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of the significant estimates and assumptions related to expected remaining hold periods, market rents, and terminal capitalization rates within management's undiscounted future cash flows analysis which are sensitive to future market or industry considerations. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the undiscounted cash flows analysis for each real estate property or group of properties with possible impairment indicators included the following among others: • We tested the effectiveness of controls over management's evaluation of the recoverability of real estate properties, including the key assumptions utilized in estimating the undiscounted future cash flows. • We evaluated the undiscounted cash flow analysis including estimates of expected remaining hold period, market rents, and terminal capitalization rates for each real estate property or group of properties with possible impairment indicators by (1) evaluating the source information and assumptions used by management and (2) comparing management's projections to external market sources and evidence obtained in other areas of our audit. • We evaluated the reasonableness of management's undiscounted future cash flows analysis by developing an independent expectation of future undiscounted cash flows based on third party market data and compared that independent estimate to the carrying amount of the real estate property or group of properties with possible indicators of impairment. We compared our analysis of the recoverability of the real estate property or group of properties to the Company's analysis. • We made inquiries of management about the current status of potential transactions and about management's judgments to understand the probability of future events that could affect the expected remaining hold period and other cash flow assumptions for the properties. /s/ Deloitte & Touche LLP Boston, Massachusetts March 1, 2023 We have served as the Company's auditor since 2020. F-2 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Trustees and Shareholders of Diversified Healthcare Trust Opinion on Internal Control over Financial Reporting We have audited the internal control over financial reporting of Diversified Healthcare Trust (the “Company”) as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2022, of the Company and our report dated March 1, 2023, expressed an unqualified opinion on those financial statements. Basis for Opinion The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management Report on Assessment of Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control over Financial Reporting A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Deloitte & Touche LLP Boston, Massachusetts March 1, 2023 F-3 Table of Contents DIVERSIFIED HEALTHCARE TRUST CONSOLIDATED BALANCE SHEETS (dollars in thousands, except share data) December 31, 2022 2021 ASSETS Real estate properties: Land $ 668,918 $ 741,501 Buildings and improvements 6,023,625 6,072,055 Total real estate properties, gross 6,692,543 6,813,556 Accumulated depreciation ( 1,828,352 ) ( 1,737,807 ) Total real estate properties, net 4,864,191 5,075,749 Investments in unconsolidated joint ventures 155,477 215,127 Assets of properties held for sale 385 — Cash and cash equivalents 658,065 634,848 Restricted cash 30,237 382,097 Investments in equity securities 5,880 31,540 Due from affiliates 8,716 — Acquired real estate leases and other intangible assets, net 45,351 48,746 Other assets, net 233,791 235,407 Total assets $ 6,002,093 $ 6,623,514 LIABILITIES AND SHAREHOLDERS' EQUITY Credit facility $ 700,000 $ 800,000 Senior unsecured notes, net 2,317,700 2,806,811 Secured debt and finance leases, net 30,177 69,713 Accrued interest 29,417 29,845 Due to affiliates 5,202 8,270 Other liabilities 280,986 246,485 Total liabilities 3,363,482 3,961,124 Commitments and contingencies Shareholders' equity: Common shares of beneficial interest, $ .01 par value: 300,000,000 shares authorized, 239,694,842 and 238,994,894 shares issued and outstanding, respectively 2,397 2,390 Additional paid in capital 4,617,031 4,615,475 Cumulative net income 2,071,850 2,087,624 Cumulative distributions ( 4,052,667 ) ( 4,043,099 ) Total shareholders' equity 2,638,611 2,662,390 Total liabilities and shareholders' equity $ 6,002,093 $ 6,623,514 The accompanying notes are an integral part of these consolidated financial statements. F-4 Table of Contents DIVERSIFIED HEALTHCARE TRUST CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (amounts in thousands, except per share data) Year Ended December 31, 2022 2021 2020 Revenues: Rental income $ 260,740 $ 408,589 $ 427,215 Residents fees and services 1,022,826 974,623 1,204,811 Total revenues 1,283,566 1,383,212 1,632,026 Expenses: Property operating expenses 1,109,070 1,091,812 1,236,357 Depreciation and amortization 239,280 271,131 270,147 General and administrative 26,435 34,087 30,593 Acquisition and certain other transaction related costs 2,605 17,506 814 Impairment of assets — ( 174 ) 106,972 Total expenses 1,377,390 1,414,362 1,644,883 Gain on sale of properties 321,862 492,272 6,487 Gains and losses on equity securities, net ( 25,660 ) ( 42,232 ) 34,106 Interest and other income 15,929 20,635 18,221 Interest expense (including net amortization of debt premiums, discounts and issuance costs of $ 8,658 , $ 13,408 and $ 8,022 , respectively) ( 209,383 ) ( 255,759 ) ( 201,483 ) Gain on lease termination — — 22,896 Loss on modification or early extinguishment of debt ( 30,043 ) ( 2,410 ) ( 427 ) (Loss) income from continuing operations before income tax expense and equity in net earnings of investees ( 21,119 ) 181,356 ( 133,057 ) Income tax expense ( 710 ) ( 1,430 ) ( 1,250 ) Equity in net earnings of investees 6,055 — — Net (loss) income ( 15,774 ) 179,926 ( 134,307 ) Net income attributable to noncontrolling interest — ( 5,411 ) ( 5,146 ) Net (loss) income attributable to common shareholders $ ( 15,774 ) $ 174,515 $ ( 139,453 ) Weighted average common shares outstanding (basic and diluted) 238,314 237,967 237,739 Per common share amounts (basic and diluted) Net (loss) income attributable to common shareholders $ ( 0.07 ) $ 0.73 $ ( 0.59 ) The accompanying notes are an integral part of these consolidated financial statements. F-5 Table of Contents DIVERSIFIED HEALTHCARE TRUST CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (dollars in thousands) Number of Shares Common Shares Additional Paid In Capital Cumulative Net Income Cumulative Distributions Total Equity Attributable to Common Shareholders Total Equity Attributable to Noncontrolling Interest Total Equity Balance at December 31, 2019: 237,897,163 $ 2,379 $ 4,612,511 $ 2,052,562 $ ( 3,930,933 ) $ 2,736,519 $ 140,531 $ 2,877,050 Net (loss) income — — — ( 139,453 ) — ( 139,453 ) 5,146 ( 134,307 ) Distributions — — — — ( 42,825 ) ( 42,825 ) — ( 42,825 ) Distribution to common shareholders of the right to receive AlerisLife Inc. common stock — — — — ( 59,801 ) ( 59,801 ) — ( 59,801 ) Share grants 420,000 4 1,570 — — 1,574 — 1,574 Share repurchases ( 47,375 ) — ( 171 ) — — ( 171 ) — ( 171 ) Share forfeitures ( 1,310 ) — ( 6 ) — — ( 6 ) — ( 6 ) Distributions to noncontrolling interest — — — — — — ( 22,292 ) ( 22,292 ) Balance at December 31, 2020: 238,268,478 2,383 4,613,904 1,913,109 ( 4,033,559 ) 2,495,837 123,385 2,619,222 Net income — — — 174,515 — 174,515 5,411 179,926 Distributions — — — — ( 9,540 ) ( 9,540 ) — ( 9,540 ) Share grants 838,000 8 1,956 — — 1,964 — 1,964 Share repurchases ( 109,384 ) ( 1 ) ( 382 ) — — ( 383 ) — ( 383 ) Share forfeitures ( 2,200 ) — ( 3 ) — — ( 3 ) — ( 3 ) Distributions to noncontrolling interest — — — — — — ( 22,348 ) ( 22,348 ) Sale of interest in joint venture — — — — — — ( 106,448 ) ( 106,448 ) Balance at December 31, 2021: 238,994,894 2,390 4,615,475 2,087,624 ( 4,043,099 ) 2,662,390 — 2,662,390 Net loss — — — ( 15,774 ) — ( 15,774 ) — ( 15,774 ) Distributions — — — — ( 9,568 ) ( 9,568 ) — ( 9,568 ) Share grants 847,000 8 1,737 — — 1,745 — 1,745 Share repurchases ( 133,752 ) ( 1 ) ( 170 ) — — ( 171 ) — ( 171 ) Share forfeitures ( 13,300 ) — ( 11 ) — — ( 11 ) — ( 11 ) Balance at December 31, 2022: 239,694,842 $ 2,397 $ 4,617,031 $ 2,071,850 $ ( 4,052,667 ) $ 2,638,611 $ — $ 2,638,611 The accompanying notes are an integral part of these consolidated financial statements. F-6 Table of Contents DIVERSIFIED HEALTHCARE TRUST CONSOLIDATED STATEMENTS OF CASH FLOWS ( dollars in thousands) Year Ended December 31, 2022 2021 2020 CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss) income $ ( 15,774 ) $ 179,926 $ ( 134,307 ) Adjustments to reconcile net (loss) income to cash (used in) provided by operating activities: Depreciation and amortization 239,280 271,131 270,147 Net amortization of debt premiums, discounts and issuance costs 8,658 13,408 8,022 Straight line rental income ( 8,916 ) ( 5,846 ) ( 6,069 ) Amortization of acquired real estate leases 245 ( 7,211 ) ( 7,405 ) Loss on modification or early extinguishment of debt 30,043 2,410 51 Gain on lease termination — — ( 22,896 ) Impairment of assets — ( 174 ) 106,972 Gain on sale of properties ( 321,862 ) ( 492,272 ) ( 6,487 ) Gains and losses on equity securities, net 25,660 42,232 ( 34,106 ) Other non-cash adjustments, net ( 2,038 ) ( 1,811 ) ( 2,203 ) Unconsolidated joint venture distributions 8,769 — — Equity in net earnings of investees ( 6,055 ) — — Change in assets and liabilities: Deferred leasing costs, net ( 7,874 ) ( 20,701 ) ( 7,672 ) Other assets 10,946 ( 51,201 ) ( 27,858 ) Accrued interest ( 428 ) 7,654 ( 305 ) Other liabilities ( 1,007 ) ( 868 ) 22,660 Net cash (used in) provided by operating activities ( 40,353 ) ( 63,323 ) 158,544 CASH FLOWS FROM INVESTING ACTIVITIES: Real estate acquisitions and deposits ( 75,105 ) — ( 2,526 ) Real estate improvements ( 299,387 ) ( 227,605 ) ( 185,585 ) Proceeds from sale of properties, net 822 103,257 147,388 Proceeds from sale of properties to joint venture, net 638,488 — — Proceeds from sale of interest in joint venture, net 108,424 367,033 — Proceeds from insurance recoveries 14,466 — — Distributions in excess of earnings from Affiliates Insurance Company — 11 287 Net cash provided by (used in) investing activities 387,708 242,696 ( 40,436 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of senior unsecured notes, net — 492,500 985,000 Proceeds from borrowings on credit facility — 800,000 430,500 Repayments of borrowings on credit facility ( 100,000 ) — ( 968,000 ) Redemption of senior unsecured notes ( 500,000 ) ( 300,000 ) ( 200,000 ) Repayment of term loan — ( 200,000 ) ( 250,000 ) Repayment of other debt ( 39,067 ) ( 3,159 ) ( 5,941 ) Loss on early extinguishment of debt settled in cash ( 24,375 ) — ( 376 ) Payment of debt issuance costs ( 2,817 ) ( 10,347 ) ( 5,378 ) Repurchase of common shares ( 171 ) ( 383 ) ( 171 ) Distributions to noncontrolling interest — ( 22,348 ) ( 22,292 ) Distributions to shareholders ( 9,568 ) ( 9,540 ) ( 42,825 ) Net cash (used in) provided by financing activities ( 675,998 ) 746,723 ( 79,483 ) (Decrease) increase in cash and cash equivalents and restricted cash ( 328,643 ) 926,096 38,625 Cash and cash equivalents and restricted cash at beginning of period 1,016,945 90,849 52,224 Cash and cash equivalents and restricted cash at end of period $ 688,302 $ 1,016,945 $ 90,849 The accompanying notes are an integral part of these consolidated financial statements. F-7 Table of Contents DIVERSIFIED HEALTHCARE TRUST CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) ( dollars in thousands) Year Ended December 31, 2022 2021 2020 SUPPLEMENTAL CASH FLOW INFORMATION: Interest paid $ 201,153 $ 235,994 $ 195,599 Income taxes paid $ 935 $ 2,798 $ 399 NON-CASH INVESTING ACTIVITIES: Decrease in assets and liabilities resulting from the deconsolidation of investments that were previously consolidated: Real estate, net $ ( 355,669 ) $ ( 686,320 ) $ — Mortgage notes, net $ — $ 618,452 $ — AlerisLife Inc. common stock $ — $ — $ 97,896 Restructuring transaction additional consideration $ — $ — $ ( 75,000 ) Real estate improvements accrued, not paid $ 32,064 $ 20,031 $ 18,097 Capitalized interest $ — $ 1,297 $ 1,833 NON-CASH FINANCING ACTIVITIES: Distribution to common shareholders of the right to receive AlerisLife Inc. common stock $ — $ — $ ( 59,801 ) Supplemental disclosure of cash and cash equivalents and restricted cash: The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within our consolidated balance sheets to the amount shown in our consolidated statements of cash flows: As of December 31, 2022 2021 2020 Cash and cash equivalents $ 658,065 $ 634,848 $ 74,417 Restricted cash (1) 30,237 382,097 16,432 Total cash and cash equivalents and restricted cash shown in our consolidated statements of cash flows $ 688,302 $ 1,016,945 $ 90,849 (1) As of December 31, 2022 and 2021, restricted cash consists of proceeds from the sale of joint venture interests and proceeds from the sale of properties to joint ventures held as collateral pursuant to the agreement governing our credit facility, or our credit agreement. We may use these funds to pay for approved expenditures in accordance with our credit agreement. In January 2023, we used the remaining restricted cash held as collateral to repay a portion of the $ 113,627 reduction in commitments under our credit facility. We continue to be required to hold any proceeds from the sale of properties as restricted cash pursuant to the terms of our credit agreement. Restricted cash also consists of amounts escrowed for real estate taxes, insurance and capital expenditures at certain of our mortgaged properties. Prior to the deconsolidation of the joint venture that owns a life science property located in Boston, Massachusetts, or the Seaport JV, restricted cash also consisted of cash held for the operations of this joint venture. The accompanying notes are an integral part of these consolidated financial statements. F-8 Table of Contents DIVERSIFIED HEALTHCARE TRUST NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (dollar amounts in thousands, except per share data or as otherwise stated) Note 1. Business Diversified Healthcare Trust is a real estate investment trust, or REIT, organized under Maryland law, which owns medical office and life science properties, senior living communities and other healthcare related properties throughout the United States. As of December 31, 2022, we wholly owned 379 properties located in 36 states and Washington, D.C. On that date, the gross book value of our real estate assets was $ 6,692,543 . As of December 31, 2022, we also owned an equity interest in each of two unconsolidated joint ventures that own medical office and life science properties located in five states with an aggregate of approximately 2.2 million rentable square feet. The senior living industry has been adversely impacted by the current economic and market conditions as well as the continuing impact of the COVID-19 pandemic. These conditions continue to have a significant negative impact on our results of operations, financial position and cash flows. Although there have been signs of recovery and increased demand during the year ended December 31, 2022 when compared to the low levels during the COVID-19 pandemic, we cannot be sure when or if the senior housing business will return to historic pre-pandemic levels. To mitigate the effects of the slow recovery coming from the COVID-19 pandemic and the increased variability in operating cash flows from our senior housing operating portfolio, or SHOP, segment, we continue to work with our senior living operators to manage costs, especially labor costs, and to increase rates and occupancy. As of February 24, 2023, we have approximately $ 413,000 of cash and cash equivalents and $ 450,000 in outstanding borrowings under our credit facility, which matures on January 15, 2024. Our credit facility is secured by 61 properties which had an appraised value in excess of $ 1,300,000 based on appraisals completed to secure the credit facility. We believe we will have access to various types of financings, including equity offerings, to repay our debts and other obligations as they become due or will be able to extend the maturity of certain debt. We also have the ability to defer certain capital improvements if we believe we need to preserve liquidity. We believe that our current financial resources, actions we have taken and are in the process of taking, our expectations as to the future performance of the senior living industry and our fully collateralized credit facility will provide us with sufficient liquidity going forward. Note 2. Summary of Significant Accounting Policies BASIS OF PRESENTATION. Our consolidated financial statements include the accounts of Diversified Healthcare Trust, we, us or our, and our subsidiaries, all of which are 100 % owned directly or indirectly by us as of December 31, 2022. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. REAL ESTATE PROPERTIES. We record properties at our cost and calculate depreciation on real estate investments on a straight line basis over estimated useful lives generally up to 40 years. We allocate the purchase prices of our properties to land, building and improvements based on determinations of the fair values of these assets assuming the properties are vacant. We determine the fair value of each property using methods similar to those used by independent appraisers, which may involve estimated cash flows that are based on a number of factors, including capitalization rates and discount rates, among others. In some circumstances, we engage independent real estate appraisal firms to provide market information and evaluations which are relevant to our purchase price allocations and determinations of depreciable useful lives; however, we are ultimately responsible for the purchase price allocations and determinations of useful lives. We allocate a portion of the purchase price to above market and below market leases based on the present value (using an interest rate which reflects the risks associated with acquired in place leases at the time each property was acquired by us) of the difference, if any, between (i) the contractual amounts to be paid pursuant to the acquired in place leases and (ii) our estimates of fair market lease rates for the corresponding leases, measured over a period equal to the terms of the respective leases. The terms of below market leases that include bargain renewal options, if any, are further adjusted if we determine that renewal is probable. We allocate a portion of the purchase price to acquired in place leases and tenant relationships based upon market estimates to lease up the property based on the leases in place at the time of purchase. In making these allocations, we consider factors such as estimated carrying costs during the expected lease up periods, including real estate taxes, insurance and other operating income and expenses and costs, such as leasing commissions, legal and other related expenses, to execute similar leases in current market conditions at the time a property was acquired by us. We allocate this aggregate value between acquired in place lease values and tenant relationships based on our evaluation of the specific characteristics of each tenant's lease. However, we have not separated the value of tenant relationships from the value of acquired in place leases because such value and related amortization expense is immaterial to our consolidated financial F-9 Table of Contents statements. If the value of tenant relationships becomes material in the future, we may separately allocate those amounts and amortize the allocated amount over the estimated life of the relationships. We amortize capitalized above market lease values (included in acquired real estate leases and other intangible assets, net in our consolidated balance sheets) as a reduction to rental income over the remaining non-cancelable terms of the respective leases. We amortize capitalized below market lease values (included in other liabilities in our consolidated balance sheets) as an increase to rental income over the non-cancelable periods of the respective leases. For the years ended December 31, 2022, 2021 and 2020, such amortization resulted in a net increase in rental income of $( 245 ), $ 7,211 and $ 7,405 , respectively. We amortize the value of in place leases exclusive of the value of above market and below market in place leases to expense over the remaining non-cancelable periods of the respective leases. During the years ended December 31, 2022, 2021 and 2020, such amortization included in depreciation totaled $ 11,524 , $ 42,783 and $ 48,669 , respectively. If a lease is terminated prior to its stated expiration, the unamortized amount relating to that lease is written off. As of December 31, 2022 and 2021, our acquired real estate leases and assumed real estate lease obligations, excluding properties held for sale, were as follows: December 31, 2022 2021 Acquired real estate leases: Capitalized above market lease values $ 5,187 $ 8,092 Less: accumulated amortization ( 3,978 ) ( 6,268 ) Capitalized above market lease values, net 1,209 1,824 Lease origination value 107,171 123,682 Less: accumulated amortization ( 63,029 ) ( 76,760 ) Lease origination value, net 44,142 46,922 Acquired real estate leases and other intangible assets, net $ 45,351 $ 48,746 Assumed real estate lease obligations: Capitalized below market lease values $ 3,685 $ 6,141 Less: accumulated amortization ( 2,567 ) ( 3,585 ) Assumed real estate lease obligations, net $ 1,118 $ 2,556 As of December 31, 2022, the weighted average amortization periods for capitalized above market lease values, lease origination value and capitalized below market lease values were 4.3 years, 7.0 years and 4.6 years, respectively. Future amortization of net intangible acquired real estate lease assets and obligations to be recognized over the current terms of the associated leases as of December 31, 2022 are estimated to be $ 11,061 in 2023, $ 7,725 in 2024, $ 5,317 in 2025, $ 4,378 in 2026, $ 3,412 in 2027 and $ 12,340 thereafter. CASH AND CASH EQUIVALENTS. We consider highly liquid investments with original maturities of three months or less at the date of purchase to be cash equivalents. RESTRICTED CASH. Restricted cash consists of amounts held as collateral pursuant to our credit agreement and amounts escrowed for real estate taxes, insurance and capital expenditures at certain of our mortgaged properties. Prior to the deconsolidation of the Seaport JV, restricted cash also consisted of cash held for the operations of this joint venture. INVESTMENTS IN EQUITY SECURITIES. We classify the common shares we own of AlerisLife Inc., or AlerisLife, as an equity method investment. This equity method investment is included in investments in equity securities in our consolidated balance sheets. On April 1, 2019, we and AlerisLife entered into a transaction agreement, or the Transaction Agreement, to restructure our business arrangements with Five Star Senior Living, or Five Star, which is an operating division of AlerisLife, effective January 1, 2020, or the 2020 Restructuring Transaction. At December 31, 2019, we owned 423,500 AlerisLife common shares after giving effect to the one-for-ten reverse stock split effected by AlerisLife with respect to its common shares on September 30, 2019. Pursuant to the 2020 Restructuring Transaction, on January 1, 2020, AlerisLife issued 10,268,158 common shares to F-10 Table of Contents us. The fair value and initial cost basis of the AlerisLife common shares issued to us on January 1, 2020 was $ 38,095 . At December 31, 2022, we owned 10,691,658 AlerisLife common shares. At December 31, 2022 and 2021, our investment in AlerisLife had a fair value of $ 5,880 and $ 31,540 , respectively, including an unrealized loss of $ 25,660 and $ 42,232 , respectively. Based on the terms of the Transaction Agreement, including the issuance of additional AlerisLife shares to us, we concluded that we have significant influence, but not control, over AlerisLife's most significant activities and therefor we determined that AlerisLife is not a variable interest entity, or VIE, and account for our investment in AlerisLife as an equity method investment starting January 1, 2020. We have elected the fair value option for our investment in AlerisLife. We continue to present our investment in AlerisLife in Investments in equity securities in our consolidated balance sheets due to the comparable accounting treatment of the shares we owned in AlerisLife as of December 31, 2022 and 2021. In February 2023, in connection with the proposed acquisition of AlerisLife by a subsidiary of ABP Trust, which is the controlling shareholder of The RMR Group Inc., or RMR Inc., pursuant to a tender offer for all of the outstanding common shares of AlerisLife (other than the AlerisLife common shares owned by ABP Trust or its applicable subsidiaries), at a price of $ 1.31 per share, we agreed to tender all of our AlerisLife common shares into the tender offer at the tender offer price, subject to the right, but not the obligation, to purchase, in a single private transaction, on or before December 31, 2023, a number of shares of common stock of the surviving entity in the proposed acquisition constituting a percentage up to 31.9 % of the then issued and outstanding shares of the common stock of the surviving entity based on the tender offer price and otherwise pursuant to a stockholders agreement to be entered into at the time of any such purchase on such terms as are negotiated and mutually agreed by the parties. See Notes 6 and 8 for further information regarding our investment in AlerisLife and former investment in RMR Inc. EQUITY METHOD INVESTMENTS. As of December 31, 2022, we owned a 10 % equity interest in our unconsolidated Seaport JV and a 20 % equity interest in an unconsolidated joint venture for 10 medical office and life science properties, or the LSMD JV. The property owned by the Seaport JV is encumbered by an aggregate $ 620,000 of mortgage debts. The properties owned by the LSMD JV are encumbered by an aggregate $ 456,625 of mortgage debts. We do not control the activities that are most significant to these joint ventures and, as a result, we account for our investment in these joint ventures under the equity method of accounting under the fair value option. See Notes 3, 10 and 11 for more information regarding these joint ventures. DEBT ISSUANCE COSTS. Debt issuance costs include issuance or assumption costs related to borrowings and we amortize those costs as interest expense over the terms of the respective loans. Debt issuance costs for our credit facility totaled $ 29,717 and $ 27,383 at December 31, 2022 and 2021, respectively, and accumulated amortization of debt issuance costs totaled $ 26,315 and $ 22,899 at December 31, 2022 and 2021, respectively, and are included in other assets, net in our consolidated balance sheets. Debt issuance costs for our unsecured senior notes and secured debt totaled $ 47,661 and $ 53,649 at December 31, 2022 and 2021, respectively, and accumulated amortization of debt issuance costs totaled $ 19,791 and $ 15,800 , respectively, and are presented in our consolidated balance sheet as a direct deduction from the associated debt liability. Future amortization of debt issuance costs to be recognized with respect to our loans as of December 31, 2022 are estimated to be $ 7,169 in 2023, $ 3,902 in 2024, $ 2,754 in 2025, $ 1,956 in 2026, $ 1,956 in 2027 and $ 13,535 thereafter. DEFERRED LEASING COSTS. Deferred leasing costs include capitalized brokerage costs and inducements associated with the successful negotiation of leases. We amortize deferred leasing costs, which are included in depreciation and amortization expense, and inducements, which are included as a reduction in rental income, on a straight line basis over the terms of the respective leases. Deferred leasing costs are included in other assets, net in our consolidated balance sheets. Deferred leasing costs totaled $ 55,043 and $ 64,255 at December 31, 2022 and 2021, respectively, and accumulated amortization of deferred leasing costs totaled $ 15,482 and $ 17,074 at December 31, 2022 and 2021, respectively. At December 31, 2022, the remaining weighted average amortization period is approximately 8.1 years. Future amortization of deferred leasing costs to be recognized during the current terms of our existing leases as of December 31, 2022, are estimated to be $ 6,652 in 2023, $ 5,840 in 2024, $ 5,379 in 2025, $ 4,805 in 2026, $ 3,781 in 2027 and $ 13,104 thereafter. REVENUE RECOGNITION. We are a lessor of medical office and life science properties, senior living communities and other healthcare related properties. Our leases provide our tenants with the contractual right to use and economically benefit from all of the premises demised under the leases; therefore, we have determined to evaluate our leases as lease arrangements. For leases where we are the lessee, we recognize a right of use asset and a lease liability equal to the present value of the minimum lease payments with rental payments being applied to the lease liability and the right of use asset being amortized over the term of the lease. The right of use asset and related lease liability are included within other assets, net and other liabilities, respectively, within our consolidated balance sheets. In addition, we lease equipment at certain of our managed F-11 Table of Contents senior living communities. These leases are short term in nature, are cancelable with no fee or do not result in an annual expense in excess of our capitalization policy and, as a result, will not be recorded on our consolidated balance sheets. Our leases provide for base rent payments and in addition may include variable payments. Rental income from operating leases, including any payments derived by index or market based indices, is recognized on a straight line basis over the lease term when we have determined that the collectability of substantially all of the lease payments is probable. Some of our leases have options to extend or terminate the lease exercisable at the option of our tenants, which are considered when determining the lease term. We do not include in our measurement of our lease receivables certain variable payments, including changes in the index or market based indices after the inception of the lease, certain tenant reimbursements and other income until the specific events that trigger the variable payments have occurred. Certain of our leases contain non-lease components, such as property level operating expenses and capital expenditures reimbursed by our tenants as well as other required lease payments. We have determined that all of our leases qualify for the practical expedient to not separate the lease and non-lease components because (i) the lease components are operating leases and (ii) the timing and pattern of recognition of the non-lease components are the same as those of the lease components. We apply Codification Topic 842, Leases, to the combined component. Income derived by our leases is recorded in rental income in our consolidated statements of comprehensive income (loss). Certain tenants are obligated to pay directly their obligations under their leases for insurance, real estate taxes and certain other expenses. These obligations, which have been assumed by the tenants under the terms of their respective leases, are not reflected in our consolidated financial statements. To the extent any tenant responsible for any such obligations under the applicable lease defaults on such lease or if it is deemed probable that the tenant will fail to pay for such obligations, we would record a liability for such obligations. For the years ended December 31, 2022, 2021 and 2020, we recognized the rental income from our operating leases on a straight line basis over the term of each lease agreement. We recognized percentage rents when realizable and earned, which was generally during the fourth quarter of the year. For the years ended December 31, 2022, 2021 and 2020, percentage rents earned aggregated $ 2,978 , $ 1,993 and $ 2,144 , respectively. As of December 31, 2022, we owned 237 senior living communities that are managed by third party managers for our account. We derive our revenues at these managed senior living communities primarily from services our managers provide to residents on our behalf and we record revenues when the services are provided. We use the TRS structure authorized by the REIT Investment Diversification and Empowerment Act for nearly all of our managed senior living communities. Under the Coronavirus Aid, Relief, and Economic Security Act, or the CARES Act, the U.S. Department of Health and Human Services established a Provider Relief Fund. Subsequently, the American Rescue Plan Act, or ARPA, was enacted. Retention and use of the funds received under the CARES Act and ARPA are subject to certain terms and conditions. The terms and conditions require that the funds be utilized to compensate for lost revenues that are attributable to the COVID-19 pandemic and for eligible costs to prevent, prepare for and respond to the COVID-19 pandemic that are not covered by other sources. Further, fund recipients are required to be participating in Medicare at the time of distribution and are subject to certain other terms and conditions, including quarterly reporting requirements. In addition, fund recipients are required to have billed Medicare during 2019 and to continue to provide care after January 31, 2020 for diagnosis, testing or care for individuals with possible or actual COVID-19 cases. Any funds not used in accordance with the terms and conditions must be returned. We recognize income from government grants on a systematic and rational basis over the period in which we recognize the related expenses or loss of revenues for which the grants are intended to compensate when there is reasonable assurance that we will comply with the applicable terms and conditions of the grant and there is reasonable assurance that the grant will be received. During the years ended December 31, 2022, 2021 and 2020, we received $ 605 , $ 20,800 and $ 19,961 , respectively, in funds to be used to support the operations of our managed senior living communities; we have currently determined that $ 4,327 , $ 19,554 and $ 17,485 , of such funds meet the required terms and conditions. We have recognized $ 4,327 , $ 19,554 and $ 17,485 as interest and other income in our consolidated statements of comprehensive income (loss) with respect to our SHOP segment for the years ended December 31, 2022, 2021 and 2020, respectively. As of December 31, 2022, we have recognized all funds and no amount remained in other liabilities in our consolidated balance sheet. As of December 31, 2021 and 2020, we had not recognized $ 3,722 and $ 2,476 , respectively, of funds and included these amounts in other liabilities in our consolidated balance sheets. PER COMMON SHARE AMOUNTS. We calculate basic earnings per common share by dividing net income (loss) by the weighted average number of our common shares of beneficial interest, $ .01 par value, or our common shares, outstanding during the period. We calculate diluted earnings per common share using the more dilutive of the two class method F-12 Table of Contents or the treasury stock method. Unvested share awards and other potentially dilutive common shares and the related impact on earnings, are considered when calculating diluted earnings per share. INCOME TAXES. We have elected to be taxed as a REIT under the United States Internal Revenue Code of 1986, as amended, and as such are generally not subject to federal and most state income taxation on our operating income provided we distribute our taxable income to our shareholders and meet certain organization and operating requirements. We do, however, lease our managed senior living communities to our wholly owned TRSs that, unlike most of our subsidiaries, file a separate consolidated federal corporate income tax return and are subject to federal and state income taxes. Our consolidated income tax provision includes the income tax provision related to the operations of our TRSs and certain state income taxes we incur despite our taxation as a REIT. The Income Taxes Topic of the Codification prescribes how we should recognize, measure and present in our financial statements uncertain tax positions that have been taken or are expected to be taken in a tax return. Tax benefits are recognized to the extent that it is “more likely than not” that a particular tax position will be sustained upon examination or audit. To the extent the “more likely than not” standard has been satisfied, the benefit associated with a tax position is measured as the largest amount that has a greater than 50% likelihood of being realized upon settlement. We classify interest and penalties related to uncertain tax positions, if any, in our financial statements as a component of general and administrative expense. USE OF ESTIMATES. Preparation of these financial statements in conformity with accounting principles generally accepted in the United States, or GAAP, requires us to make estimates and assumptions that may affect the amounts reported in these consolidated financial statements and related notes. The actual results could differ from these estimates. Significant estimates in the consolidated financial statements include purchase price allocations, useful lives of fixed assets and assessment of impairment of real estate and the related intangibles. SEGMENT REPORTING. As of December 31, 2022, we operate in, and report financial information for, the following two segments: our portfolio of medical office and life science properties, or our Office Portfolio, and SHOP. We aggregate each of these two reporting segments based on their similar operating and economic characteristics. See Note 12 for further information regarding our reportable operating segments. Note 3. Real Estate Investments Our real estate properties, excluding those classified as held for sale, if any, consisted of land of $ 668,918 and buildings and improvements of $ 6,023,625 as of December 31, 2022, and land of $ 741,501 and buildings and improvements of $ 6,072,055 as of December 31, 2021. Accumulated depreciation was $ 1,640,094 and $ 188,258 for buildings and improvements, respectively, as of December 31, 2022, and $ 1,587,573 and $ 150,234 for buildings and improvements, respectively, as of December 31, 2021. Our portfolio as of December 31, 2022 includes: 105 medical office and life science properties with approximately 8.8 million rentable square feet; 264 senior living communities, including independent living (including active adult), assisted living, memory care and skilled nursing facilities, or SNFs, with 27,408 living units; and 10 wellness centers with approximately 812,000 square feet of interior space plus outdoor developed facilities. We have accounted for our 2022 acquisition as an acquisition of assets. We funded this acquisition using cash on hand. Joint Venture Activities: As of December 31, 2022, we had equity investments in joint ventures as follows: Joint Venture DHC Ownership DHC Carrying Value of Investment at December 31, 2022 Number of Properties Location Square Feet Seaport Innovation LLC 10 % $ 104,697 1 MA 1,134,479 The LSMD Fund REIT LLC 20 % 50,780 10 CA, MA, NY, TX, WA 1,068,763 $ 155,477 11 2,203,242 F-13 Table of Contents The following table provides a summary of the mortgage debts of these joint ventures: Joint Venture Coupon Rate Maturity Date Principal Balance at December 31, 2022 (1) Mortgage Notes Payable (secured by one property in Massachusetts) (2) 3.53 % 8/6/2026 $ 620,000 Mortgage Notes Payable (secured by nine properties in five states) 3.46 % 2/11/2032 189,800 Mortgage Notes Payable (secured by one property in California) (3) 5.90 % 2/9/2024 266,825 Weighted Average / Total 4.10 % $ 1,076,625 (1) Amounts are not adjusted for our minority equity interest. (2) Following the deconsolidation in December 2021 of the net assets of the Seaport JV, we no longer include this $ 620,000 of secured debt financing in our consolidated balance sheet; however, we continue to provide certain guaranties on this debt. (3) The maturity date of February 9, 2024 is subject to three , one year extension options and requires interest to be paid at an annual rate based on the secured overnight financing rate, or SOFR, plus a premium of 1.90 %. The interest rate is as of December 31, 2022. This joint venture has also purchased an interest rate cap through February 2024 with a SOFR strike rate equal to 4.00 %. In March 2017, we entered into the Seaport JV with an institutional investor. The investor owned a 45 % equity interest in the joint venture, and we owned the remaining 55 % equity interest in the joint venture. We determined that, while we owned a 55 % equity interest in this joint venture, this joint venture was a VIE as defined under the Consolidation Topic of the Financial Accounting Standards Board Codification. We concluded that we must consolidate this VIE, and we did so, until we sold an additional 35 % equity interest in the joint venture in December 2021. We reached this determination because we were the entity with the power to direct the activities that most significantly impacted the VIE's economic performance and we had the obligation to absorb losses of, and the right to receive benefits from, the VIE that could be significant to the VIE, and therefore were the primary beneficiary of the VIE. The joint venture investor's interest in this consolidated entity was reflected as noncontrolling interest in our consolidated financial statements. In December 2021, we sold an additional 35 % equity interest from our then remaining 55 % equity interest in the Seaport JV to another third party institutional investor for $ 378,000 , before closing costs and other adjustments. Effective as of the date of the sale, we deconsolidated the net assets of this joint venture and recognized a net gain on sale of $ 461,434 related to this transaction during the year ended December 31, 2021, which is included in gain on sale of properties in our consolidated statements of comprehensive income (loss). After giving effect to the sale, we owned a 20 % equity interest in this joint venture, but determined that we were no longer the primary beneficiary. Effective as of the date of the sale, we deconsolidated this joint venture and we now account for this joint venture using the equity method of accounting under the fair value option. Prior to the deconsolidation of the net assets of this joint venture, the joint venture investor's interest in this consolidated entity was reflected as noncontrolling interest in our consolidated financial statements. In June 2022, we sold an additional 10 % equity interest from our then remaining 20 % equity interest in the Seaport JV to an existing joint venture investor for $ 108,000 , before closing costs and other adjustments. We received net proceeds of $ 108,424 from this transaction, which included working capital prorations and formation costs. We recognized a net loss on sale of $ 1,428 related to this transaction during the year ended December 31, 2022, which is included in gain on sale of properties in our consolidated statements of comprehensive income (loss). After giving effect to these sales, we continue to own a 10 % equity interest in this joint venture. Our initial investment amount was based on a property valuation of $ 1,700,000 , less $ 620,000 of existing mortgage debts on the property that this joint venture assumed. See Note 10 for more information regarding the valuation of our investment in this joint venture. In January 2022, we entered into the LSMD JV with two unrelated third party institutional investors. We sold equity interests in this joint venture to those investors for aggregate proceeds, before closing costs and other adjustments, of approximately $ 653,300 . We deconsolidated the net assets of these properties effective as of the date of the sale and recognized a net gain on sale of $ 322,468 related to this transaction during the year ended December 31, 2022, which is included in gain on sale of properties in our consolidated statements of comprehensive income (loss). The equity interests that the investors acquired from us equaled 41 % and 39 %, respectively, of the total equity interests in the joint venture and we retained a 20 % equity interest in the joint venture. Following the sale, we account for this joint venture using the equity method of accounting under the fair value option. The initial investment amounts were based upon a property valuation of approximately $ 702,500 , less approximately $ 456,600 of secured debt on the properties incurred by this joint venture. See Note 10 for more information regarding the valuation of our investment in this joint venture. F-14 Table of Contents Acquisitions: The table below represents the purchase price allocations (including net closing adjustments) of acquisitions for the years ended December 31, 2022, 2021 and 2020: Date Location Type of Property Number of Properties Square Feet Cash Paid (1) Land Buildings and Improvements Acquired Real Estate Leases Acquisitions during the year ended December 31, 2022: July 2022 California Life Science 1 88,508 $ 75,105 $ 15,774 $ 45,249 $ 14,082 Acquisitions during the year ended December 31, 2021: We did not acquire any properties during the year ended December 31, 2021. Acquisitions during the year ended December 31, 2020: We did not acquire any properties during the year ended December 31, 2020. (1) Cash paid includes closing costs. In January 2020, we acquired a vacant land parcel adjacent to a life science property we own located in Tempe, Arizona for $ 2,600 , excluding acquisition costs. Impairment: We regularly evaluate our assets for indicators of impairment. Impairment indicators may include declining tenant or resident occupancy, weak or declining profitability from the property, decreasing tenant cash flows or liquidity, our decision to dispose of an asset before the end of its estimated useful life, and legislative, market or industry changes that could permanently reduce the value of an asset. If indicators of impairment are present, we evaluate the carrying value of the affected assets by comparing it to the expected future undiscounted cash flows to be generated from those assets. The future cash flows are subjective and are based in part on assumptions regarding hold periods, market rents and terminal capitalization rates. If the sum of these expected future cash flows is less than the carrying value, we reduce the net carrying value of the asset to its estimated fair value. During 2022, no impairment charges were recorded on held and used properties. During 2021, we recorded a reversal of impairment charges of $ 174 related to the estimated costs to sell 10 senior living communities that were classified as held for sale in our consolidated balance sheet as of December 31, 2020 and changed the status of those communities from held for sale to held and used as of March 31, 2021. These impairment charges, in aggregate, are included in impairment of assets in our consolidated statements of comprehensive income (loss). During 2020, we recorded impairment charges of $ 98,414 to adjust the carrying values of 28 senior living communities to their aggregate estimated fair value. These 28 senior living communities included nine senior living communities which we sold in 2020, seven senior living communities which we closed in 2020 and three of which we sold in February 2023, and 10 senior living communities which were classified as held for sale in our consolidated balance sheet as of December 31, 2020. During 2020, we also recorded impairment charges of $ 8,558 to adjust the carrying value of seven medical office properties to their estimated fair value. We sold four of these medical office properties in 2020. One of these medical office properties was classified as held for sale in our consolidated balance sheet as of December 31, 2020 and sold in February 2021. These impairment charges, in aggregate, are included in impairment of assets in our consolidated statements of comprehensive income (loss). Dispositions: During the year ended December 31, 2022, we did not dispose of any properties, and during the years ended December 31, 2021 and 2020, we sold five and 27 properties, respectively, for aggregate sales prices of $ 104,500 and $ 152,893 , respectively, excluding closing costs, as presented in the table below. The sales of these properties do not represent significant dispositions, individually or in the aggregate, and we do not believe these sales represent a strategic shift in our business. As a result, the results of operations for these properties are included in continuing operations through the date of sale of such properties in our consolidated statements of comprehensive income (loss). F-15 Table of Contents Date of Sale Location Type of Property Number of Properties Square Feet or Number of Units Sales Price (1) Gain (loss) on Sale Dispositions during the year ended December 31, 2022: We did not dispose of any properties during the year ended December 31, 2022. Dispositions during the year ended December 31, 2021: February 2021 Pennsylvania Medical Office 1 92,000 sq. ft. $ 9,000 $ ( 122 ) April 2021 Florida Life Science / Medical Office 4 263,656 sq. ft. 95,500 30,760 5 $ 104,500 $ 30,638 Dispositions during the year ended December 31, 2020: January 2020 Louisiana Medical Office 6 40,575 sq. ft. $ 5,925 $ ( 81 ) February 2020 Pennsylvania Medical Office 1 50,000 sq. ft. 2,900 — March 2020 Texas Medical Office 1 70,229 sq. ft. 8,779 2,863 April 2020 (2) California IL / AL 3 599 units 47,000 ( 256 ) June 2020 South Carolina Medical Office 1 49,242 sq. ft. 3,550 — July 2020 Texas Medical Office 1 6,849 sq. ft. 2,072 ( 30 ) July 2020 Connecticut Medical Office 1 32,162 sq. ft. 625 ( 25 ) August 2020 (2) Mississippi AL 2 116 units 2,500 ( 42 ) September 2020 Mississippi Medical Office 1 78,747 sq. ft. 7,250 ( 114 ) October 2020 Various AL 3 239 units 46,000 4,292 November 2020 (2) Nebraska AL 1 131 units 3,000 ( 26 ) December 2020 New York Medical Office 1 64,060 sq. ft. 3,875 ( 273 ) December 2020 Ohio Life Science 2 232,016 sq. ft. 7,917 257 December 2020 (2) Wisconsin SNF / AL 3 537 units 11,500 ( 303 ) 27 $ 152,893 $ 6,262 (1) Sales price excludes closing costs. (2) These senior living communities were previously operated by Five Star. We classify all properties as held for sale in our consolidated balance sheets that meet the applicable criteria for that treatment as set forth in the Property, Plant and Equipment Topic of the Codification. As of December 31, 2022, we had one closed senior living community classified as held for sale. As of December 31, 2021, we had no properties classified as held for sale. In February 2023, we sold three closed senior living communities, including the community classified as held for sale as of December 31, 2022, for an aggregate sales price of $ 2,800 , excluding closing costs. Investments and Capital Expenditures: During 2022, we committed $ 22,911 for leasing related costs related to 0.9 million square feet of leases executed at our medical office and life science properties. During 2021, we committed $ 97,520 for leasing related costs related to 2.6 million square feet of leases executed at our medical office and life science properties. Committed and unspent tenant related obligations based on executed leases as of December 31, 2022 and 2021 were $ 39,314 and $ 76,573 , respectively. Other: In September 2022, certain of our managed senior living communities located in Florida experienced hurricane related damage. We carry comprehensive property, casualty, flood and business interruption insurances that we anticipate will cover our losses at these senior living communities, subject to a deductible. During the year ended December 31, 2022, we incurred total losses of $ 11,253 related to the property damage sustained and deductible incurred. For the year ended December 31, 2022, we recognized a loss of $ 7,635 for the involuntary conversion of nonmonetary assets and wrote off a portion of the net book value of the damaged assets and included this amount in our consolidated statements of comprehensive income (loss). As of December 31, 2022, we received $ 14,466 in cash from our insurance provider, and as such, we have recovered the total losses of $ 11,253 incurred during the year ended December 31, 2022. The loss of $ 7,635 for the involuntary conversion of nonmonetary assets, recovery of those $ 7,635 in losses and the deductible of $ 3,618 are included in property operating F-16 Table of Contents expenses in our consolidated statements of comprehensive income (loss). We received $ 3,213 in cash in excess of our losses, which is included in other liabilities in our consolidated balance sheets. Note 4. Leases We are a lessor of medical office and life science properties, senior living communities and other healthcare related properties. Our leases provide our tenants with the contractual right to use and economically benefit from all of the premises demised under the leases; therefore, we have determined to evaluate our leases as lease arrangements. Our leases provide for base rent payments and, in addition, may include variable payments. Rental income from operating leases, including any payments derived by index or market based indices, is recognized on a straight line basis over the lease term when we have determined that the collectability of substantially all of the lease payments is probable. Some of our leases have options to extend or terminate the lease exercisable at the option of our tenants, which are considered when determining the lease term. We increased rental income to record revenue on a straight line basis by $ 8,916 , $ 5,846 and $ 6,069 for the years ended December 31, 2022, 2021 and 2020, respectively. Rents receivable, excluding receivables related to our properties classified as held for sale, if any, include $ 76,363 and $ 82,131 of straight line rent receivables at December 31, 2022 and 2021, respectively, and are included in other assets, net in our consolidated balance sheets. We do not include in our measurement of our lease receivables certain variable payments, including changes in the index or market based indices after the inception of the lease, certain tenant reimbursements and other income until the specific events that trigger the variable payments have occurred. Such payments totaled $ 47,669 , $ 74,860 and $ 77,599 for the years ended December 31, 2022, 2021 and 2020, respectively, of which tenant reimbursements totaled $ 44,470 , $ 72,690 and $ 75,378 , respectively. The following table presents our operating lease maturity analysis, excluding lease payments from properties classified as held for sale, if any, as of December 31, 2022: Year Amount 2023 $ 194,662 2024 182,337 2025 168,690 2026 158,344 2027 137,147 Thereafter 602,571 Total $ 1,443,751 Right of Use Asset and Lease Liability . For leases where we are the lessee, we recognized a right of use asset and a lease liability equal to the present value of the minimum lease payments with rental payments being applied to the lease liability and the right of use asset being amortized over the term of the lease. The values of the right of use assets and related liabilities representing our future obligation under the respective lease arrangements for which we are the lessee were $ 26,508 and $ 26,889 , respectively, as of December 31, 2022, and $ 4,153 and $ 4,352 , respectively, as of December 31, 2021. The right of use assets and related lease liabilities are included within other assets, net and other liabilities , respectively, within our consolidated balance sheets. In addition, we lease equipment at certain of our managed senior living communities. These leases are short term in nature, are cancelable with no fee or do not result in an annual expense in excess of our capitalization policy and, as a result, are not recorded on our consolidated balance sheets. Note 5. Shareholders' Equity We have common shares available for issuance under the terms of our equity compensation plan adopted in 2012, as amended, or the 2012 Plan. During the years ended December 31, 2022, 2021 and 2020, we awarded to our officers and other employees of The RMR Group LLC, or RMR, annual share awards of 707,000 , 718,000 and 360,000 of our common shares, respectively, valued at $ 919 , $ 2,448 and $ 1,357 , in aggregate, respectively. In accordance with our Trustee compensation arrangements, we also awarded each of our then Trustees 20,000 common shares with an aggregate value of $ 300 ($ 43 per Trustee), 20,000 common shares with an aggregate value of $ 444 ($ 74 per Trustee) and 10,000 common shares with an aggregate value of $ 176 ($ 29 per Trustee) in 2022, 2021 and 2020, respectively. The values of the share awards were based F-17 Table of Contents upon the closing price of our common shares trading on The Nasdaq Stock Market LLC, or Nasdaq, on the dates of awards. The common shares awarded to our Trustees vested immediately. The common shares awarded to our officers and certain other employees of RMR (in those capacities) vest in five equal annual installments beginning on the date of award. We include the value of awarded shares in general and administrative expenses in our consolidated statements of comprehensive income (loss) ratably over the vesting period. At December 31, 2022, 2,667,253 of our common shares remain available for issuance under the 2012 Plan. A summary of shares awarded, forfeited, vested and unvested under the terms of the 2012 Plan from January 1, 2020 to December 31, 2022 is as follows: Number of Shares Weighted Average Award Date Fair Value Unvested shares at December 31, 2019 227,340 $ 12.52 Shares awarded in 2020 420,000 $ 3.65 Shares vested / forfeited in 2020 ( 212,790 ) $ 7.04 Unvested shares at December 31, 2020 434,550 $ 6.15 Shares awarded in 2021 838,000 $ 3.45 Shares vested / forfeited in 2021 ( 426,930 ) $ 4.98 Unvested shares at December 31, 2021 845,620 $ 4.07 Shares awarded in 2022 847,000 $ 1.44 Shares vested / forfeited in 2022 ( 576,620 ) $ 3.24 Unvested shares at December 31, 2022 1,116,000 $ 2.50 The 1,116,000 unvested shares as of December 31, 2022 are scheduled to vest as follows: 374,800 shares in 2023, 329,400 shares in 2024, 270,400 shares in 2025 and 141,400 shares in 2026. As of December 31, 2022, the estimated future compensation for the unvested shares was $ 2,424 based on the adjusted award date fair value of these shares. At December 31, 2022, the weighted average period over which the compensation expense will be recorded is approximately 1.9 years. We recorded share based compensation expense of $ 1,733 in 2022, $ 1,960 in 2021 and $ 1,568 in 2020. We recognize forfeitures as they occur. During 2022, 2021 and 2020, we purchased an aggregate of 133,752 , 109,384 and 47,375 , respectively, of our common shares from certain of our Trustees and officers and certain other current and former officers and employees of RMR in satisfaction of tax withholding and payment obligations in connection with the vesting of awards of our common shares. See Note 8 for further information regarding these purchases. A summary of cash distributions paid to common shareholders, for federal income tax purposes, as are follows for the periods presented: Annual Per Characterization of Distribution Share Total Ordinary Capital Return of Year Distribution Distribution Income Gain Capital 2022 $ 0.04 $ 9,568 — % 14.0 % 86.0 % 2021 $ 0.04 $ 9,540 — % 100.0 % — % 2020 $ 0.18 $ 42,825 — % — % 100.0 % On January 12, 2023, we declared a quarterly distribution to common shareholders of record on January 23, 2023 of $ 0.01 per share, or approximately $ 2,397 in aggregate. We paid this distribution on February 16, 2023, using cash on hand. As described in Note 6, pursuant to the 2020 Restructuring Transaction, on January 1, 2020, AlerisLife issued an aggregate of 16,118,849 common shares, with an aggregate value of $ 59,801 , to our shareholders of record as of December 13, 2019. We recorded this issuance as a non-cash distribution in our consolidated financial statements. F-18 Table of Contents Note 6. Senior Living Community Management Agreements Restructuring our Business Arrangements with Five Star The Transaction Agreement with Five Star. Pursuant to the Transaction Agreement, effective January 1, 2020, or the Conversion Time: • our previously existing master leases with Five Star for all of our senior living communities that Five Star leased, as well as our previously existing management agreements and pooling agreements with Five Star for our senior living communities that Five Star managed, were terminated and replaced with new management agreements and a related omnibus agreement, which agreements were subsequently replaced in June 2021, as described below; • AlerisLife issued to us 10,268,158 of its common shares and an aggregate of approximately 16,118,849 to our shareholders of record as of December 13, 2019; • as consideration for these share issuances, we provided Five Star with $ 75,000 of additional consideration by assuming certain of Five Star's working capital liabilities and making cash payments to Five Star, resulting in a gain on lease termination of $ 22,896 for the year ended December 31, 2020 in our consolidated statements of comprehensive income (loss); and • pursuant to a guaranty agreement dated as of January 1, 2020 and amended and restated on June 9, 2021, made by AlerisLife in favor of our applicable subsidiaries, AlerisLife has guaranteed the payment and performance of each of its applicable subsidiary's obligations under our applicable management agreements with Five Star. 2021 Amendments to our Management Arrangements with Five Star . On June 9, 2021, we and Five Star amended our management arrangements. The principal changes to the management arrangements included: • that Five Star agreed to cooperate with us in transitioning 108 of our senior living communities with approximately 7,500 living units to other third party managers without our payment of any termination fee to Five Star; • that we no longer have the right to sell up to an additional $ 682,000 of senior living communities currently managed by Five Star and terminate Five Star's management of those communities without our payment of a fee to Five Star upon sale; • that Five Star is continuing to manage 119 of the 120 of our senior living communities that were included as part of the management arrangements (the management for one active adult community was terminated by mutual agreement effective October 31, 2022), and that the skilled nursing units in all of our continuing care retirement communities that Five Star is continuing to manage, which then included approximately 1,500 living units, were closed and are being evaluated and repositioned; • that beginning in 2025, we will have the right to terminate up to 10 % of the senior living communities that Five Star is continuing to manage, based on total revenues per year for failure to meet 80 % of a target earnings before interest, taxes, depreciation and amortization, or EBITDA, for the applicable period; • that the incentive fee that Five Star may earn in any calendar year for the senior living communities that Five Star is continuing to manage is no longer subject to a cap and that any senior living communities that are undergoing a major renovation or repositioning are excluded from the calculation of the incentive fee; • that RMR will oversee any major renovation or repositioning activities at the senior living communities that Five Star is continuing to manage; and • that the term of our management agreements with Five Star for our senior living communities that Five Star is continuing to manage was extended by two years to December 31, 2036. Pursuant to these changes, we and Five Star entered into an amended and restated master management agreement, or the Master Management Agreement, for the senior living communities that Five Star is continuing to manage. These agreements replaced our prior master leases and management and pooling agreements with Five Star. In addition, AlerisLife F-19 Table of Contents delivered to us a related amended and restated guaranty agreement pursuant to which AlerisLife is continuing to guarantee the payment and performance of its subsidiaries' obligations under the applicable management agreements. Pursuant to the Master Management Agreement, Five Star receives a management fee equal to 5 % of the gross revenues realized at the applicable senior living communities plus reimbursement for its direct costs and expenses related to such communities. Commencing with the calendar year 2021, Five Star may receive an annual incentive fee equal to 15 % of the amount by which the annual EBITDA of all communities on a combined basis exceeds the target EBITDA for all communities on a combined basis for such calendar year. The target EBITDA for those communities on a combined basis is increased annually based on the greater of the annual increase of the consumer price index, or CPI, or 2 %, plus 6 % of any capital investments funded at the managed communities on a combined basis in excess of the target capital investment. Unless otherwise agreed, the target capital investment increases annually based on the greater of the annual increase of CPI or 2 %. Any senior living communities that are undergoing a major renovation or repositioning are excluded from the calculation of the incentive fee. The Master Management Agreement expires in 2036, subject to Five Star's right to extend for two consecutive five year terms if Five Star achieves certain performance targets for the combined managed communities portfolio, unless earlier terminated. Pursuant to the Master Management Agreement, beginning in 2025, we have the right to terminate up to 10 % of the senior living communities that Five Star is continuing to manage, based on total revenues per year for failure to meet 80 % of a target EBITDA for the applicable period. In 2021, we completed the transition of 107 of the 108 senior living communities, containing 7,340 living units, from Five Star to other third party managers. The remaining senior living community was closed in February 2022 and we are assessing opportunities to redevelop that property. We continue to lease our senior living communities that have been transitioned to other managers to our TRSs. We incurred costs related to retention and other transition costs for these communities. We recorded $ 2,096 and $ 17,363 for the years ended December 31, 2022 and 2021, respectively, of these costs to acquisition and certain other transaction related costs in our consolidated statements of comprehensive income (loss). Our Senior Living Communities Managed by Five Star. Five Star managed 119 , 120 and 235 of our senior living communities as of December 31, 2022, 2021 and 2020, respectively. We lease our senior living communities that are managed by Five Star to our TRSs, and Five Star manages these communities pursuant to long term management agreements. Effective October 31, 2022, Five Star ceased managing an active adult community we own located in Plano, TX, and RMR assumed management of that community pursuant to our property management agreement with RMR. We paid Five Star a termination fee of $ 350 in connection with the termination of Five Star's management of this community. As described above, pursuant to the Transaction Agreement, effective January 1, 2020, we replaced our long term management and pooling agreements with Five Star with new management agreements and a related omnibus agreement, which agreements were subsequently replaced in June 2021 with the Master Management Agreement, the terms of which are described above. We incurred management fees payable to Five Star of $ 37,037 , $ 47,479 and $ 62,880 for the years ended December 31, 2022, 2021 and 2020, respectively. For the years ended December 31, 2022, 2021 and 2020, $ 33,737 , $ 43,864 and $ 60,413 , respectively, of the total management fees were expensed to property operating expenses in our consolidated statements of comprehensive income (loss) and $ 3,300 , $ 3,615 and $ 2,467 , respectively, were capitalized in our consolidated balance sheets. The amounts capitalized are being depreciated over the estimated useful lives of the related capital assets. In addition to providing management services to us, Five Star also provides certain other services to residents at some of the senior living communities it manages for us, such as rehabilitation services. At senior living communities Five Star manages for us where Five Star provides rehabilitation services on an outpatient basis, the residents, third party payers or government programs pay Five Star for those rehabilitation services. At senior living communities Five Star manages for us where Five Star provides both inpatient and outpatient rehabilitation services, we generally pay Five Star for those rehabilitation services and charges for these services are included in amounts charged to residents, third party payers or government programs. We incurred fees of $ 6,289 , $ 11,233 and $ 25,687 for the years ended December 31, 2022, 2021 and 2020, respectively, with respect to rehabilitation services Five Star provided at our senior living communities that are payable by us. These amounts are included in property operating expenses in our consolidated statements of comprehensive income (loss). As a result of routine monitoring protocols that are a part of Five Star's compliance program activities related to Medicare billing, Five Star discovered potentially inadequate documentation at one of our senior living communities that Five Star manages. This monitoring was not initiated in response to any specific complaint or allegation but rather was of the type that Five Star periodically undertakes to test its compliance with applicable Medicare billing rules. We and Five Star voluntarily disclosed this matter to the United States Department of Health and Human Services, Office of the Inspector General, or the F-20 Table of Contents OIG, pursuant to the OIG's Provider Self-Disclosure Protocol. In January 2021, we and Five Star settled this matter with the OIG and we agreed to pay approximately $ 5,763 in exchange for a customary release, but we and Five Star did not admit any liability. We paid that amount to the OIG in January 2021. Five Star refunded to us $ 115 of management fees it previously received relating to the Medicare payments we refunded to the OIG. With respect to this settlement amount, we accrued a revenue reserve of $ 3,842 at December 31, 2020 for historical Medicare payments we received and agreed to repay to the OIG and we recorded expenses of $ 1,921 for the year ended December 31, 2020 for OIG-imposed penalties. Since January 1, 2020, we sold certain senior living communities that were then managed by Five Star. We and Five Star terminated our management agreements for these senior living communities in connection with these sales. See Note 3 for further information regarding these sales. We lease to Five Star space at certain of our senior living communities, which it uses to provide certain outpatient rehabilitation and wellness services. Our Senior Living Communities Managed by Other Third Party Managers. As of December 31, 2022 and 2021, respectively, our other third party managers managed 111 and 107 of our senior living communities. The terms of the management agreements with the other third party managers are generally as follows: the other third party managers will receive a management fee equal to 5 % to 6 % of the gross revenues realized at the applicable senior living communities plus reimbursement for direct costs and expenses related to such communities. These agreements generally also provide for the other third party managers to earn a minimum base fee for a portion of the term of the agreement. Additionally, the other third party managers have the ability to earn incentive fees equal to 15 % to 25 % of the amount by which EBITDA of the applicable communities exceeds the target EBITDA for the applicable communities. The other third party managers can also earn a construction supervision fee ranging between 3 % and 5 % of construction costs. The initial terms of the management agreements with the other third party managers are generally five years , subject to automatic extensions of successive terms of two years each unless earlier terminated or timely notice of nonrenewal is delivered. The management agreements with the other third party managers also generally provide us with the right to terminate the management agreements for communities that do not earn 70 % to 80 % of the target EBITDA for such communities, after an agreed upon stabilized period. We incurred management fees payable to our other third party managers of $ 20,739 and $ 6,239 for the years ended December 31, 2022 and 2021, respectively. These amounts are included in property operating expenses in our consolidated financial statements. The following table presents residents fees and services revenue from all of our managed senior living communities disaggregated by the type of contract and payer: Year Ended December 31, Revenue from contracts with customers: 2022 2021 2020 Basic housing and support services $ 806,500 $ 750,644 $ 856,687 Medicare and Medicaid programs 82,106 98,273 173,878 Private pay and other third party payer SNF services 134,220 125,706 174,246 Total residents fees and services $ 1,022,826 $ 974,623 $ 1,204,811 Note 7. Business and Property Management Agreements with RMR We have no employees. The personnel and various services we require to operate our business are provided to us by RMR. We have two agreements with RMR to provide management services to us: (1) a business management agreement, which relates to our business generally; and (2) a property management agreement, which relates to the property level operations of many of our properties, including our medical office and life science properties, and major renovation or repositioning activities at our senior living communities that we may request RMR to manage from time to time. See Note 8 for further information regarding our relationship, agreements and transactions with RMR. Management Agreements with RMR. Our management agreements with RMR provide for an annual base management fee, an annual incentive management fee and property management and construction supervision fees, payable in cash, among other terms: F-21 Table of Contents • Base Management Fee . The annual base management fee payable to RMR by us for each applicable period is equal to the lesser of: ◦ the sum of (a) 0.5 % of the daily weighted average of the aggregate book value of our real estate assets owned by us or our subsidiaries as of October 12, 1999, or the Transferred Assets, plus (b) 0.7 % of the average aggregate historical cost of our real estate investments excluding the Transferred Assets up to $ 250,000 , plus (c) 0.5 % of the average aggregate historical cost of our real estate investments excluding the Transferred Assets exceeding $ 250,000 ; and ◦ the sum of (a) 0.7 % of the average closing price per share of our common shares on the stock exchange on which such shares are principally traded during such period, multiplied by the average number of our common shares outstanding during such period, plus the daily weighted average of the aggregate liquidation preference of each class of our preferred shares outstanding during such period, plus the daily weighted average of the aggregate principal amount of our consolidated indebtedness during such period, or, together, our Average Market Capitalization, up to $ 250,000 , plus (b) 0.5 % of our Average Market Capitalization exceeding $ 250,000 . The average aggregate historical cost of our real estate investments includes our consolidated assets invested, directly or indirectly, in equity interests in or loans secured by real estate and personal property owned in connection with such real estate (including acquisition related costs and costs which may be allocated to intangibles or are unallocated), all before reserves for depreciation, amortization, impairment charges or bad debts or other similar non-cash reserves. • Incentive Management Fee . The incentive management fee which may be earned by RMR for an annual period is calculated as follows: • An amount, subject to a cap, based on the value of our common shares outstanding, equal to 12.0 % of the product of: ◦ our equity market capitalization on the last trading day of the year immediately prior to the relevant three year measurement period, and ◦ the amount (expressed as a percentage) by which the total return per share, as defined in the business management agreement and further described below, of our common shareholders (i.e., share price appreciation plus dividends) exceeds the total shareholder return of the applicable market index, or the benchmark return per share, for the relevant measurement period. The MSCI U.S. REIT/Health Care REIT Index is the benchmark index for periods on or after August 1, 2021, and the SNL U.S. REIT Healthcare Index is the benchmark index for periods prior to August 1, 2021. For purposes of the total return per share of our common shareholders, share price appreciation for a measurement period is determined by subtracting (1) the closing price of our common shares on Nasdaq on the last trading day of the year immediately before the first year of the applicable measurement period, or the initial share price, from (2) the average closing price of our common shares on the 10 consecutive trading days having the highest average closing prices during the final 30 trading days in the last year of the measurement period. ◦ The calculation of the incentive management fee (including the determinations of our equity market capitalization, initial share price and the total return per share of our common shareholders) is subject to adjustments if we issue or repurchase our common shares, or if our common shares are forfeited, during the measurement period. ◦ No incentive management fee is payable by us unless our total return per share during the measurement period is positive. ◦ The measurement periods are three year periods ending with the year for which the incentive management fee is being calculated. ◦ If our total return per share exceeds 12.0 % per year in any measurement period, the benchmark return per share is adjusted to be the lesser of the total shareholder return of the applicable market index for such measurement period and 12.0 % per year, or the adjusted benchmark return per share. In instances where the adjusted benchmark return per share applies, the incentive management fee will be reduced if our total return F-22 Table of Contents per share is between 200 basis points and 500 basis points below the applicable market index in any year, by a low return factor, as defined in the business management agreement, and there will be no incentive management fee paid if, in these instances, our total return per share is more than 500 basis points below the applicable market index in any year, determined on a cumulative basis (i.e. between 200 basis points and 500 basis point per year multiplied by the number of years in the measurement period and below the applicable market index). ◦ The incentive management fee is subject to a cap. The cap is equal to the value of the number of our common shares which would, after issuance, represent 1.5 % of the number of our common shares then outstanding multiplied by the average closing price of our common shares during the 10 consecutive trading days having the highest average closing prices during the final 30 trading days of the relevant measurement period. ◦ Incentive management fees we paid to RMR for any period may be subject to “clawback” if our financial statements for that period are restated due to material non-compliance with any financial reporting requirements under the securities laws as a result of the bad faith, fraud, willful misconduct or gross negligence of RMR and the amount of the incentive management fee we paid was greater than the amount we would have paid based on the restated financial statements. Pursuant to our business management agreement with RMR, we recognized net business management fees of $ 16,646 , $ 23,378 and $ 20,629 for the years ended December 31, 2022, 2021 and 2020, respectively. The net business management fees we recognized are included in general and administrative expenses in our consolidated statements of comprehensive income (loss) for these periods. The net business management fees we recognized for the years ended December 31, 2022, 2021 and 2020 reflect a reduction of $ 2,974 , for each of those years for the amortization of the liability we recorded in connection with our former investment in RMR Inc. We did not recognize an incentive management fee payable to RMR for the years ended December 31, 2022, 2021 or 2020. • Property Management and Construction Supervision Fees . The property management fees payable to RMR by us for each applicable period are equal to 3.0 % of gross collected rents and the construction supervision fees payable to RMR by us for each applicable period are equal to 5.0 % of construction costs. In connection with our entry into the Master Management Agreement, on June 9, 2021, we and RMR amended our property management agreement to, among other things, provide for RMR's oversight of any major capital projects and repositionings at our senior living communities, including our senior living communities which Five Star is continuing to manage, and that RMR receives the same fee previously paid to Five Star for such services, which is equal to 3.0 % of the cost of any such major capital project or repositioning. We recognized aggregate net property management and construction supervision fees of $ 10,329 , $ 12,504 and $ 13,802 for the years ended December 31, 2022, 2021 and 2020, respectively. The net property management and construction supervision fees we recognized for the years ended December 31, 2022, 2021 and 2020 reflect a reduction of $ 797 for each of those years for the amortization of the liability we recorded in connection with our former investment in RMR Inc., as further described in Note 8. For the years ended December 31, 2022, 2021 and 2020, $ 5,657 , $ 9,684 and $ 10,084 , respectively, of the total property management fees were expensed to property operating expenses in our consolidated statements of comprehensive income (loss) and $ 4,672 , $ 2,820 and $ 3,718 , respectively, were capitalized as building improvements in our consolidated balance sheets. The amounts capitalized are being depreciated over the estimated useful lives of the related capital assets. Expense Reimbursement . We are generally responsible for all our operating expenses, including certain expenses incurred or arranged by RMR on our behalf. We are generally not responsible for payment of RMR's employment, office or administrative expenses incurred to provide management services to us, except for the employment and related expenses of RMR's employees assigned to work exclusively or partly at our properties, our share of the wages, benefits and other related costs of RMR's centralized accounting personnel, our share of RMR's costs for providing our internal audit function, or as otherwise agreed. Our property level operating expenses are generally incorporated into the rents charged to our tenants, including certain payroll and related costs incurred by RMR. We reimbursed RMR $ 12,901 , $ 13,161 and $ 13,805 for these expenses and costs for the years ended December 31, 2022, 2021 and 2020, respectively. These amounts are included in property operating expenses or general and administrative expenses, as applicable, in our consolidated statements of comprehensive income (loss) for these periods. F-23 Table of Contents Term . Our management agreements with RMR have terms that end on December 31, 2042, and automatically extend on December 31st of each year for an additional year, so that the terms of our management agreements thereafter end on the 20th anniversary of the date of the extension. Termination Rights . We have the right to terminate one or both of our management agreements with RMR: (i) at any time on 60 days' written notice for convenience, (ii) immediately on written notice for cause, as defined therein, (iii) on written notice given within 60 days after the end of an applicable calendar year for a performance reason, as defined therein, and (iv) by written notice during the 12 months following a change of control of RMR, as defined therein. RMR has the right to terminate the management agreements for good reason, as defined therein. Termination Fee. If we terminate one or both of our management agreements with RMR for convenience, or if RMR terminates one or both of our management agreements for good reason, we have agreed to pay RMR a termination fee in an amount equal to the sum of the present values of the monthly future fees, as defined therein, for the terminated management agreement(s) for the term that was remaining prior to such termination, which, depending on the time of termination would be between 19 and 20 years. If we terminate one or both of our management agreements with RMR for a performance reason, we have agreed to pay RMR the termination fee calculated as described above, but assuming a 10 year term was remaining prior to the termination. We are not required to pay any termination fee if we terminate our management agreements with RMR for cause or as a result of a change of control of RMR. Transition Services. RMR has agreed to provide certain transition services to us for 120 days following an applicable termination by us or notice of termination by RMR, including cooperating with us and using commercially reasonable efforts to facilitate the orderly transfer of the management and real estate investment services provided under our business management agreement and to facilitate the orderly transfer of the management of the managed properties under our property management agreement, as applicable. Vendors . Pursuant to our management agreements with RMR, RMR may from time to time negotiate on our behalf with certain third party vendors and suppliers for the procurement of goods and services to us. As part of this arrangement, we may enter agreements with RMR and other companies to which RMR or its subsidiaries provide management services for the purpose of obtaining more favorable terms from such vendors and suppliers. Investment Opportunities . Under our business management agreement with RMR, we acknowledge that RMR may engage in other activities or businesses and act as the manager to any other person or entity (including other REITs) even though such person or entity has investment policies and objectives similar to ours and we are not entitled to preferential treatment in receiving information, recommendations and other services from RMR. Management Agreements between our Joint Ventures and RMR. We have two separate joint venture arrangements with third party institutional investors, the Seaport JV and the LSMD JV. We own a 10 % equity interest in the Seaport JV and a 20 % equity interest in the LSMD JV; from January 2022 until June 28, 2022, we owned a 20 % equity interest in the Seaport JV. We initially entered into the Seaport JV in March 2017, and we entered into the LSMD JV in January 2022. RMR provides management services to both of these joint ventures. Our joint ventures are not our consolidated subsidiaries and, as a result, we are not obligated to pay management fees to RMR under our management agreements with RMR for the services it provides regarding the joint ventures. Prior to December 23, 2021, the Seaport JV was our consolidated subsidiary and, as such, we were previously obligated to pay management fees to RMR under our management agreements with RMR for the services it provided that joint venture; however, that joint venture paid management fees directly to RMR, and those fees were credited against the fees payable by us to RMR. In addition, we wholly owned the 10 medical office and life science properties included in the LSMD JV until the contribution of these properties to the LSMD JV in January 2022, and we paid management fees to RMR for the management services it provided to us for those properties until the contribution of those properties to the LSMD JV. Note 8. Related Person Transactions We have relationships and historical and continuing transactions with AlerisLife (including Five Star), RMR, RMR Inc. and others related to them, including other companies to which RMR or its subsidiaries provide management services and some of which have trustees, directors or officers who are also our Trustees or officers. RMR Inc. is the managing member of RMR. The Chair of our Board of Trustees and one of our Managing Trustees, Adam D. Portnoy, is the sole trustee, an officer and the controlling shareholder of ABP Trust, which is the controlling shareholder of RMR Inc., is chair of the board, a managing director and the president and chief executive officer of RMR Inc., an officer and employee of RMR and the chair of the board and a managing director of AlerisLife. Jennifer F. Francis, our other Managing Trustee and our President and Chief Executive Officer, and our Chief Financial Officer and Treasurer are also employees and officers of RMR. Jennifer B. Clark, F-24 Table of Contents our Secretary and former Managing Trustee, also serves as a managing director and the executive vice president, general counsel and secretary of RMR Inc., an officer and employee of RMR, an officer of ABP Trust and a managing director and secretary of AlerisLife. Certain of AlerisLife's officers are officers and employees of RMR. Some of our Independent Trustees also serve as independent trustees or independent directors of other public companies to which RMR or its subsidiaries provide management services. Adam Portnoy serves as the chair of the board and as a managing director or managing trustee of these companies. Other officers of RMR, including Ms. Clark and certain of our officers, serve as managing trustees, managing directors or officers of certain of these companies. In addition, officers of RMR and RMR Inc. serve as our officers and officers of other companies to which RMR or its subsidiaries provide management services. AlerisLife. We are currently AlerisLife's largest stockholder. As of December 31, 2022, we owned 10,691,658 of AlerisLife's common shares, or approximately 31.9 % of AlerisLife's outstanding common shares. Five Star is an operating division of AlerisLife. Five Star manages certain of the senior living communities we own pursuant to the Master Management Agreement. RMR provides management services to both us and AlerisLife. AlerisLife participates in our property insurance program for the senior living communities AlerisLife owns. The premiums AlerisLife pays for this coverage are allocated pursuant to a formula based on the profiles of the properties included in the program. See Note 6 for further information regarding our relationships, agreements and transactions with AlerisLife (including Five Star) and Note 10 for further information regarding our investment in AlerisLife. As of December 31, 2022, ABP Acquisition LLC, a subsidiary of ABP Trust, the controlling shareholder of RMR Inc., together with ABP Trust, owned approximately 6.1 % of AlerisLife's outstanding common shares. In February 2023, ABP Acquisition 2 LLC, a subsidiary of ABP Trust, made a tender offer to purchase all of the common shares of AlerisLife, including the 10,691,658 AlerisLife common shares that we own. We have agreed to tender all of our AlerisLife shares at a tender offer price of $ 1.31 per share. Additionally, we consented, in connection with the tender offer, for AlerisLife to waive the share ownership restrictions set forth in its charter with respect to ABP Acquisition LLC, ABP Acquisition 2 LLC, and certain related persons that prohibit any person or group from acquiring more than 9.8 % of the outstanding shares of any class of AlerisLife's stock. We maintain the right, but not the obligation, to purchase, in a single private transaction, on or before December 21, 2023, a number of shares of common stock of the surviving entity constituting a percentage up to 31.9 % of the then issued and outstanding shares of the common stock of the surviving entity based on the tender offer price. In order to effect our distribution of AlerisLife common shares to our shareholders in 2001 and to govern our relations with AlerisLife (including Five Star) thereafter, AlerisLife (including Five Star) entered agreements with us and others, including RMR. Since then, we have entered various leases, management agreements and other agreements with AlerisLife (including Five Star) that include provisions that confirm and modify these undertakings. Among other things, these agreements provide that: • so long as we remain a REIT, AlerisLife may not waive the share ownership restrictions in its charter that prohibit any person or group from acquiring more than 9.8 % (in value or number of shares, whichever is more restrictive) of the outstanding shares of any class of AlerisLife stock without our consent; • so long as Five Star is our tenant or manager, AlerisLife will not permit nor take any action that, in our reasonable judgment, might jeopardize our qualification for taxation as a REIT; • we have the right to terminate our management agreements with Five Star upon the acquisition by a person or group of more than 9.8 % of AlerisLife's voting stock or other change in control events, as defined therein affecting AlerisLife, including the adoption of any shareholder proposal (other than a precatory proposal) or the election to AlerisLife's board of directors of any individual, if such proposal or individual was not approved, nominated or appointed, as the case may be, by a majority of AlerisLife's directors in office immediately prior to the making of such proposal or the nomination or appointment of such individual; and • so long as Five Star is our tenant or manager or has a business management agreement with RMR, AlerisLife will not acquire or finance any real estate of a type then owned or financed by us or any other company managed by RMR without first giving us or such company managed by RMR, as applicable, the opportunity to acquire or finance that real estate. See Note 6 for further information regarding our relationships, agreements and transactions with AlerisLife (including Five Star). Our Manager, RMR. We have two agreements with RMR to provide management services to us: (1) a business management agreement, which relates to our business generally; and (2) a property management agreement, which relates to the F-25 Table of Contents property level operations of many of our properties, including our medical office and life science properties, and major renovation or repositioning activities at our senior living communities that we may request RMR to manage from time to time. See Note 7 for further information regarding our management agreements with RMR. Our Joint Ventures . As of December 31, 2022, in connection with our entering into the LSMD JV in January 2022, we paid mortgage escrow amounts and closing costs of $ 8,715 that were payable by that joint venture. Those costs are included in other assets, net, in our consolidated balance sheet. RMR provides management services to each of the Seaport JV and the LSMD JV. See Note 7 for further information regarding those management agreements with RMR. Leases with RMR . We lease office space to RMR in certain of our properties for RMR's property management offices. We recognized rental income from RMR for leased office space of $ 303 , $ 190 and $ 163 for the years ended December 31, 2022, 2021 and 2020, respectively. Our office space leases with RMR are terminable by RMR if our management agreements with RMR are terminated. Share Awards to RMR Employees. As described in Note 5, we award shares to our officers and other employees of RMR annually. Generally, one fifth of these awards vest on the grant date and one fifth vests on each of the next four anniversaries of the grant dates. In certain instances, we may accelerate the vesting of an award, such as in connection with the award holder's retirement as an officer of us or an officer or employee of RMR. These awards to RMR employees are in addition to the share awards to our Managing Trustees, as Trustee compensation, and the fees we paid to RMR. See Note 5 for information regarding our share awards and activity as well as certain share purchases we made in connection with share award recipients satisfying tax withholding obligation on vesting share awards. Note 9. Indebtedness At December 31, 2022 and 2021, our outstanding indebtedness consisted of the following: Principal Balance as of December 31, Floating Rate Debt Maturity 2022 2021 Credit facility (1)(2)(3) January 2024 $ 700,000 $ 800,000 Total floating rate debt $ 700,000 $ 800,000 (1) In February 2022, we exercised our option to extend the maturity date of our credit facility by one year to January 2024. (2) In January 2023, pursuant to the terms of our credit agreement, we repaid $ 113,627 in outstanding borrowings under our credit facility and the facility commitments were reduced to $ 586,373 . (3) In February 2023, we and our lenders amended our credit agreement to, among other things, extend the waiver of the fixed charge coverage ratio covenant through January 15, 2024 and reduce our credit facility commitments to $ 450,000 following our repayment of $ 136,373 in outstanding borrowings. December 31, 2022 December 31, 2021 Senior Unsecured Notes (1) Coupon Maturity Face Amount Unamortized Discount Face Amount Unamortized Discount Senior unsecured notes 4.750 % May 2024 $ 250,000 105 $ 250,000 $ 184 Senior unsecured notes (2) 9.750 % June 2025 500,000 — 1,000,000 — Senior unsecured notes 4.750 % February 2028 500,000 4,325 500,000 5,169 Senior unsecured notes (2) 4.375 % March 2031 500,000 — 500,000 — Senior unsecured notes 5.625 % August 2042 350,000 — 350,000 — Senior unsecured notes 6.250 % February 2046 250,000 — 250,000 — Total senior unsecured notes $ 2,350,000 $ 4,430 $ 2,850,000 $ 5,353 (1) As of December 31, 2022 and 2021, the unamortized net debt issuance costs on certain of these notes were $ 27,870 and $ 37,836 , respectively. (2) These notes are fully and unconditionally guaranteed, on a joint and several basis and on a senior unsecured basis, by all of our subsidiaries, except for certain excluded subsidiaries, including pledged subsidiaries under our credit agreement. The notes and the guarantees are effectively subordinated to all of our and the subsidiary guarantors' secured indebtedness, respectively, to the extent of the value of the collateral securing such secured indebtedness, and F-26 Table of Contents are structurally subordinated to all indebtedness and other liabilities and any preferred equity of any of our subsidiaries that do not guarantee the notes. Principal Balance as of December 31, Number of Properties as Collateral Net Book Value of Collateral as of December 31, Secured and Other Debt 2022 (1) 2021 (1) Interest Rate Maturity At December 31, 2022 2022 2021 Mortgage note $ — $ 11,120 6.28 % July 2022 — $ — $ 23,525 Mortgage note — 10,479 4.85 % October 2022 — — 19,211 Mortgage note — 15,456 5.75 % October 2022 — — 19,099 Mortgage note 14,732 15,204 6.64 % June 2023 1 24,645 24,593 Mortgage note 9,997 10,240 4.44 % July 2043 1 13,234 13,387 Finance Leases 5,339 6,636 7.70 % April 2026 2 20,624 18,527 Total secured $ 30,068 $ 69,135 4 $ 58,503 $ 118,342 (1) The principal balances are the amounts stated in the contracts. In accordance with GAAP, our carrying values and recorded interest expense may be different because of market conditions at the time we assumed certain of these debts. As of December 31, 2022 and 2021, the unamortized net premiums and debt issuance costs on certain of these mortgages were $( 109 ) and $( 578 ), respectively. As of December 31, 2022, we had a $ 700,000 credit facility that was available for general business purposes. As of December 31, 2022, our credit facility required interest to be paid on borrowings at the annual rate of 6.9 %, plus a facility fee of 30 basis points per annum on the total amount of lending commitments under the facility. The weighted average annual interest rates for borrowings under our credit facility were 4.5 %, 2.9 % and 2.2 % for the years ended December 31, 2022, 2021 and 2020, respectively. On March 31, 2021, we borrowed $ 800,000 under our credit facility as a precautionary measure to increase our cash position and preserve financial flexibility in light of uncertainties related to the COVID-19 pandemic. As of December 31, 2022 and February 24, 2023, we were fully drawn under our credit facility. In January 2021, we and our lenders amended the agreements governing our credit facility and our $ 200,000 term loan, or collectively, our credit and term loan agreements, in order to provide us with certain flexibility in light of uncertainties related to the COVID-19 pandemic. Pursuant to the amendments: • certain of the financial covenants under our credit and term loan agreements, including covenants that require us to maintain certain financial ratios, were waived through June 2022; • the credit facility commitments were reduced from $ 1,000,000 to $ 800,000 , and as a result of the reduction in commitments, we recorded a loss on early extinguishment of debt of $ 563 for the year ended December 31, 2021; • we pledged certain equity interests of subsidiaries owning properties to secure our obligations under our credit and term loan agreements and agreed to provide, and as of December 2022 had provided, first mortgage liens on 61 medical office and life science properties with an aggregate gross book value of real estate assets of $ 1,002,319 as of December 31, 2022 to secure our obligations, which pledges and/or mortgage liens may be removed or new ones may be added based on outstanding debt amounts, among other things; • we had the ability to fund $ 250,000 of capital expenditures per year, which increased to $ 350,000 per year following the repayment of our term loan in February 2021, and are restricted in our ability to acquire real property as defined in our credit agreement; • the interest rate premium over LIBOR under our credit facility and our previously existing $ 200,000 term loan increased by 30 basis points; • certain financial covenants and restrictions on distributions to common shareholders, share repurchases, capital expenditures, acquiring additional properties and incurring additional indebtedness (in each case subject to various exceptions), and the minimum liquidity requirement of $ 200,000 remained in place through June 2022; and F-27 Table of Contents • we are generally required to apply the net cash proceeds from the disposition of assets, capital markets transactions, and debt financings to the repayment of any amounts outstanding under our credit facility. In September 2021, we and our lenders further amended our credit agreement. Among other things, the amendment set forth the mechanics for establishing a replacement benchmark rate under our credit agreement at such time as LIBOR would no longer be available to calculate interest payable on amounts outstanding thereunder. In February 2022, we and our lenders further amended our credit agreement. Pursuant to the amendment: • the waiver of the fixed charge coverage ratio covenant included in our credit agreement was extended through December 31, 2022; • the facility commitments were reduced from $ 800,000 to $ 700,000 following our repayment of $ 100,000 ; • we have the ability to fund $ 400,000 of capital expenditures per year and we are restricted in our ability to acquire real property as defined in our credit agreement; • the interest rate premium under our credit facility increased by 15 basis points; and • certain financial covenants and restrictions on distributions to common shareholders, share repurchases, capital expenditures, acquiring additional properties and incurring additional indebtedness (in each case subject to various exceptions), and the minimum liquidity requirement of $ 200,000 remained in place through December 31, 2022. In February 2022, we exercised our option to extend the maturity date of our credit facility by one year to January 2024. In January 2023, pursuant to the terms of our credit agreement, we repaid $ 113,627 in outstanding borrowings under our credit facility and the facility commitments were reduced to $ 586,373 . In February 2023, we and our lenders further amended our credit agreement. Pursuant to the amendment: • the waiver of the fixed charge coverage ratio covenant has been extended through the maturity date of our credit facility in January 2024; • the minimum liquidity requirement was decreased from $ 200,000 to $ 100,000 ; • the facility commitments have been reduced from $ 586,373 to $ 450,000 ; • the feature of our credit facility permitting us to repay and reborrow funds was eliminated; • we continue to have the ability to fund $ 400,000 of capital expenditures per year and we are restricted in our ability to acquire real property as defined in the credit agreement; • SOFR was established as the replacement benchmark rate in place of LIBOR to calculate interest payable on amounts outstanding under our credit facility, and the interest rate premium under our credit facility was increased by 40 basis points; and • we are required to repay outstanding amounts under the credit facility with excess cash flow, and certain financial covenants and restrictions on distributions to common shareholders, share repurchases, capital expenditures, acquiring additional properties and incurring additional indebtedness (in each case subject to various exceptions) will remain in place through the maturity date of our credit facility. In February 2021, we issued $ 500,000 aggregate principal amount of our 4.375 % senior notes due 2031 in an underwritten public offering raising net proceeds of $ 491,357 , after deducting estimated offering expenses and underwriters' discounts. These notes are guaranteed by all of our subsidiaries, except for certain excluded subsidiaries, including pledged subsidiaries under our credit agreement and require semi-annual interest payments through maturity. We used the net proceeds from this offering to prepay in full in February 2021 our $ 200,000 term loan which was scheduled to mature in September 2022. The weighted average interest rate under our $ 200,000 term loan was 2.9 % for the period from January 1, 2021 to February 7, 2021 and 2.7 % and 3.7 % for the years ended December 31, 2020 and 2019, respectively. As a result of the prepayment of our $ 200,000 term loan, we recorded a loss on early extinguishment of debt of $ 1,477 for the year ended December 31, 2021. In June 2021, we used the remaining net proceeds from this offering and cash on hand to redeem all of our F-28 Table of Contents outstanding 6.75 % senior notes due 2021 for a redemption price equal to the principal amount of $ 300,000 plus accrued and unpaid interest of $ 10,125 , when these notes became redeemable with no prepayment premium. In connection with this redemption, we recorded a loss on early extinguishment of debt of $ 370 for the year ended December 31, 2021. In April 2022, we prepaid a mortgage note secured by one of our medical office properties with an outstanding principal balance of approximately $ 10,934 , a maturity date in July 2022 and an annual interest rate of 6.28 %, using cash on hand. In June 2022, we redeemed $ 500,000 of our outstanding 9.75 % senior notes due 2025 for a redemption price equal to 104.875 % of the $ 500,000 principal amount of the notes being redeemed plus accrued and unpaid interest of $ 1,083 , using restricted cash on hand. As a result of this redemption, we recorded a loss on early extinguishment of debt of $ 29,576 for the year ended December 31, 2022. In July 2022, we prepaid a mortgage note secured by two of our senior living communities with an outstanding principal balance of approximately $ 15,273 , a maturity date in October 2022 and an annual interest rate of 5.75 %, using cash on hand. In October 2022, we repaid a mortgage note secured by one of our life science properties with an outstanding principal balance of approximately $ 10,287 , a maturity date in October 2022 and an annual interest rate of 4.85 %, using cash on hand. Interest on our senior unsecured notes are payable either semi-annually or quarterly in arrears; however, no principal repayments are due until maturity. Required monthly payments on our mortgages include principal and interest. Payments under our finance leases are due monthly. We include amortization of finance lease assets in depreciation and amortization expense. Our credit agreement and our senior unsecured notes indentures and their supplements provide for acceleration of payment of all amounts outstanding upon the occurrence and continuation of certain events of default, such as, in the case of our credit agreement, a change of control of us, as defined, which includes RMR ceasing to act as our business and property manager. Our senior unsecured notes indentures and their supplements and our credit agreement also contain covenants that restrict our ability to incur debts, including debts secured by mortgages on our properties, in excess of calculated amounts and require us to maintain various financial ratios, and our credit agreement contains covenants that restrict our ability to make distributions to our shareholders in certain circumstances. As of December 31, 2022, our ratio of consolidated income available for debt service to debt service was below the 1.5 x incurrence requirement under our credit agreement and our public debt covenants as the effects of the slow recovery of our SHOP business from the COVID-19 pandemic, high inflation, rising interest rates, geopolitical risks and other economic, market and industry conditions continued to adversely impact our operations. We are unable to incur additional debt until this ratio is at or above 1.5 x on a pro forma basis. As of December 31, 2022, we believe we were in compliance with all of the other covenants under our senior unsecured notes indentures and their supplements, our credit agreement and our other debt obligations, subject to the waivers described above. Although we have taken steps to enhance our ability to maintain sufficient liquidity, a protracted negative impact on the economy or the industries in which our properties and businesses operate resulting from high inflation, rising or sustained high interest rates, geopolitical risks or other economic, market or industry conditions, including downturns or recessions, may cause increased pressure on our ability to satisfy financial and other covenants. If our operating results and financial condition are significantly negatively impacted by the economic conditions or otherwise, we may fail to satisfy covenants and conditions under our credit agreement or fail to satisfy our public debt covenants. Further, if we believe we will not be able to satisfy our financial or other covenants, we expect that we would seek waivers or amendments prior to any covenant violation or seek other financing alternatives, which may lead to increased costs and interest rates, additional restrictive covenants or other lender protections. We cannot assure that we would be able to obtain these waivers or amendments or repay the related debt facilities when due, which may result in an event of default under the agreements governing our debt or the potential acceleration of our outstanding debt. F-29 Table of Contents Required principal payments on our outstanding debt as of December 31, 2022, were as follows: Year Principal Payment 2023 $ 266,413 2024 701,834 2025 502,001 2026 904 2027 302 Thereafter 1,608,614 (1) (1) The carrying value of our total debt outstanding as of December 31, 2022, including unamortized debt issuance costs, premiums and discounts was $ 3,047,877 . Note 10. Fair Value of Assets and Liabilities The following table presents certain of our assets that are measured at fair value at December 31, 2022 and 2021, categorized by the level of inputs as defined in the fair value hierarchy under GAAP, used in the valuation of each asset. As of December 31, 2022 As of December 31, 2021 Description Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Recurring Fair Value Measurements Assets: Investment in AlerisLife (Level 1) (1) $ 5,880 $ 5,880 $ 31,540 $ 31,540 Investment in unconsolidated joint venture (Level 3) (2) $ 104,697 $ 104,697 $ 215,127 $ 215,127 Investment in unconsolidated joint venture (Level 3) (3) $ 50,780 $ 50,780 $ — $ — (1) Our 10,691,658 shares of common stock of AlerisLife are included in investments in equity securities in our consolidated balance sheets, and are reported at fair value, which is based upon quoted market prices on Nasdaq (Level 1 inputs). During the years ended December 31, 2022 and 2021, we recorded unrealized losses of $ 25,660 and $ 42,232 , respectively, which are included in gains and losses on equity securities, net in our consolidated statements of comprehensive income (loss), to adjust the carrying value of our investment in AlerisLife common shares to their fair value. See Notes 2 and 8 for further information about our investment in AlerisLife. (2) The 10 % equity interest we own in the Seaport JV is included in investments in unconsolidated joint ventures in our consolidated balance sheet, and is reported at fair value, which is based on significant unobservable inputs (Level 3 inputs). The significant unobservable inputs used in the fair value analysis are a discount rate of 7.00 %, an exit capitalization rate of 6.00 %, a holding period of approximately 10 years and market rents. The assumptions made in the fair value analysis are based on the location, type and nature of the property, and current and anticipated market conditions, which are derived from appraisers. See Note 3 for further information regarding this joint venture. (3) The 20 % equity interest we own in the LSMD JV is included in investments in unconsolidated joint ventures in our consolidated balance sheet, and is reported at fair value, which is based on significant unobservable inputs (Level 3 inputs). The significant unobservable inputs used in the fair value analysis are discount rates of between 6.00 % and 7.50 %, exit capitalization rates of between 4.50 % and 6.50 %, holding periods of approximately 10 years and market rents. The assumptions we made in the fair value analysis are based on the location, type and nature of each property, and current and anticipated market conditions, which are derived from appraisers. See Note 3 for further information regarding this joint venture. In addition to the assets described in the table above, our financial instruments at December 31, 2022 and December 31, 2021 included cash and cash equivalents, restricted cash, certain other assets, our credit facility, senior unsecured notes, secured debt and finance leases and certain other unsecured obligations and liabilities. The fair values of these financial instruments approximated their carrying values in our consolidated financial statements as of such dates, except as follows: F-30 Table of Contents As of December 31, 2022 As of December 31, 2021 Description Carrying Amount (1) Estimated Fair Value Carrying Amount (1) Estimated Fair Value Senior unsecured notes, 4.750 % coupon rate, due 2024 $ 249,628 $ 211,250 $ 249,348 $ 257,695 Senior unsecured notes, 9.750 % coupon rate, due 2025 495,710 478,985 987,903 1,081,990 Senior unsecured notes, 4.750 % coupon rate, due 2028 493,473 284,375 492,199 491,480 Senior unsecured notes, 4.375 % coupon rate, due 2031 492,986 317,130 492,127 480,763 Senior unsecured notes, 5.625 % coupon rate, due 2042 342,565 151,200 342,183 309,260 Senior unsecured notes, 6.250 % coupon rate, due 2046 243,338 115,300 243,051 226,500 Secured debts (2) 30,177 28,275 69,713 71,963 $ 2,347,877 $ 1,586,515 $ 2,876,524 $ 2,919,651 (1) Includes unamortized net debt issuance costs, premiums and discounts. (2) We assumed certain of these secured debts in connection with our acquisition of certain properties. We recorded the assumed mortgage notes at estimated fair value on the date of acquisition and we are amortizing the fair value adjustments, if any, to interest expense over the respective terms of the mortgage notes to adjust interest expense to the estimated market interest rates as of the date of acquisition. We estimated the fair value of our two issuances of senior unsecured notes due 2042 and 2046 based on the closing price on Nasdaq (Level 1 input) as of December 31, 2022 and 2021. We estimated the fair values of our four issuances of senior unsecured notes due 2024, 2025, 2028 and 2031 using an average of the bid and ask price on Nasdaq on or about December 31, 2022 and 2021 (Level 2 inputs as defined in the fair value hierarchy under GAAP). We estimated the fair values of our secured debts by using discounted cash flows analyses and currently prevailing market terms as of the measurement date (Level 3 inputs as defined in the fair value hierarchy under GAAP). Because Level 3 inputs are unobservable, our estimated fair values may differ materially from the actual fair values. Note 11. Noncontrolling Interest In March 2017, we entered into the Seaport JV. The investor owned a 45 % equity interest in the joint venture, and we owned the remaining 55 % equity interest in the joint venture. We determined that, while we owned a 55 % equity interest in this joint venture, this joint venture was a VIE and that we controlled the activities that most significantly impacted the economic performance of this entity; we therefore consolidated the results of this joint venture in our financial statements. In December 2021, we sold an additional 35 % equity interest in the Seaport JV to another third party institutional investor. After giving effect to the sale, we owned a 20 % equity interest in this joint venture, but determined that we are no longer the primary beneficiary. Effective as of the date of the sale, we deconsolidated these properties and accounted for this joint venture using the equity method of accounting under the fair value option. In June 2022, we sold an additional 10 % equity interest from our then remaining 20 % equity interest in this joint venture to an existing joint venture investor and continue to account for this joint venture using the equity method of accounting under the fair value option. The portion of the joint venture's net income and comprehensive income not attributable to us, or $ 5,411 and $ 5,146 for the years ended December 31, 2021 and 2020, respectively, is reported as a noncontrolling interest in our consolidated statements of comprehensive income (loss). This joint venture made aggregate cash distributions to the other joint venture investor of $ 22,348 and $ 22,292 for the years ended December 31, 2021 and 2020, respectively, which are reflected as a decrease in total equity attributable to noncontrolling interest in our consolidated statements of shareholders' equity. Note 12. Segment Reporting We operate in, and report financial information for, the following two segments: Office Portfolio and SHOP. We aggregate each of these two reporting segments based on their similar operating and economic characteristics. Our Office Portfolio segment consists of medical office properties leased to medical providers and other medical related businesses, as well as life science properties leased to biotech laboratories and other similar tenants. Our SHOP segment consists of managed senior living communities that provide short term and long term residential living and, in some instances, care and other services for residents where we pay fees to managers to operate the communities. We also report “non-segment” operations, consisting of triple net leased senior living communities and wellness centers that are leased to third party operators from which we receive rents, which we do not consider to be sufficiently material to constitute a separate reporting segment, and any other income or expenses that are not attributable to a specific reporting segment. F-31 Table of Contents For the Year Ended December 31, 2022 Office Portfolio SHOP Non-Segment Consolidated Revenues: Rental income $ 222,390 $ — $ 38,350 $ 260,740 Residents fees and services — 1,022,826 — 1,022,826 Total revenues 222,390 1,022,826 38,350 1,283,566 Expenses: Property operating expenses 94,299 1,014,100 671 1,109,070 Depreciation and amortization 76,007 151,930 11,343 239,280 General and administrative — — 26,435 26,435 Acquisition and certain other transaction related costs — — 2,605 2,605 Total expenses 170,306 1,166,030 41,054 1,377,390 Gain on sale of properties 321,040 822 — 321,862 Losses on equity securities, net — — ( 25,660 ) ( 25,660 ) Interest and other income — 4,327 11,602 15,929 Interest expense ( 913 ) ( 1,534 ) ( 206,936 ) ( 209,383 ) Gain (loss) on modification or early extinguishment of debt 16 — ( 30,059 ) ( 30,043 ) Income (loss) from continuing operations before income tax expense and equity in net earnings of investees 372,227 ( 139,589 ) ( 253,757 ) ( 21,119 ) Income tax expense — — ( 710 ) ( 710 ) Equity in net earnings of investees 6,055 — — 6,055 Net income (loss) $ 378,282 $ ( 139,589 ) $ ( 254,467 ) $ ( 15,774 ) As of December 31, 2022 Office Portfolio SHOP Non-Segment Consolidated Total assets $ 1,967,244 $ 3,147,785 $ 887,064 $ 6,002,093 F-32 Table of Contents For the Year Ended December 31, 2021 Office Portfolio SHOP Non-Segment Consolidated Revenues: Rental income $ 367,597 $ — $ 40,992 $ 408,589 Residents fees and services — 974,623 — 974,623 Total revenues 367,597 974,623 40,992 1,383,212 Expenses: Property operating expenses 127,313 964,499 — 1,091,812 Depreciation and amortization 127,632 132,044 11,455 271,131 General and administrative — — 34,087 34,087 Acquisition and certain other transaction related costs — — 17,506 17,506 Impairment of assets — ( 174 ) — ( 174 ) Total expenses 254,945 1,096,369 63,048 1,414,362 Gain on sale of properties 492,072 200 — 492,272 Losses on equity securities, net — — ( 42,232 ) ( 42,232 ) Interest and other income — 19,554 1,081 20,635 Interest expense ( 23,477 ) ( 2,089 ) ( 230,193 ) ( 255,759 ) Loss on modification or early extinguishment of debt — — ( 2,410 ) ( 2,410 ) Income (loss) from continuing operations before income tax expense 581,247 ( 104,081 ) ( 295,810 ) 181,356 Income tax expense — — ( 1,430 ) ( 1,430 ) Net income (loss) 581,247 ( 104,081 ) ( 297,240 ) 179,926 Net income attributable to noncontrolling interest ( 5,411 ) — — ( 5,411 ) Net income (loss) attributable to common shareholders $ 575,836 $ ( 104,081 ) $ ( 297,240 ) $ 174,515 As of December 31, 2021 Office Portfolio SHOP Non-Segment Consolidated Total assets $ 2,282,652 $ 2,995,819 $ 1,345,043 $ 6,623,514 F-33 Table of Contents For the Year Ended December 31, 2020 Office Portfolio SHOP Non-Segment Consolidated Revenues: Rental income $ 383,365 $ — $ 43,850 $ 427,215 Residents fees and services — 1,204,811 — 1,204,811 Total revenues 383,365 1,204,811 43,850 1,632,026 Expenses: Property operating expenses 129,756 1,106,601 — 1,236,357 Depreciation and amortization 129,321 129,124 11,702 270,147 General and administrative — — 30,593 30,593 Acquisition and certain other transaction related costs — — 814 814 Impairment of assets 8,558 98,414 — 106,972 Total expenses 267,635 1,334,139 43,109 1,644,883 Gain (loss) on sale of properties 2,597 ( 627 ) 4,517 6,487 Gains on equity securities, net — — 34,106 34,106 Interest and other income — 17,485 736 18,221 Interest expense ( 24,188 ) ( 2,223 ) ( 175,072 ) ( 201,483 ) Gain on lease termination — — 22,896 22,896 Loss on modification or early extinguishment of debt ( 401 ) — ( 26 ) ( 427 ) Income (loss) from continuing operations before income tax expense 93,738 ( 114,693 ) ( 112,102 ) ( 133,057 ) Income tax expense — — ( 1,250 ) ( 1,250 ) Net income (loss) 93,738 ( 114,693 ) ( 113,352 ) ( 134,307 ) Net income attributable to noncontrolling interest ( 5,146 ) — — ( 5,146 ) Net income (loss) attributable to common shareholders $ 88,592 $ ( 114,693 ) $ ( 113,352 ) $ ( 139,453 ) As of December 31, 2020 Office Portfolio SHOP Non-Segment Consolidated Total assets $ 3,092,289 $ 2,912,570 $ 471,565 $ 6,476,424 Note 13. Income Taxes Our provision for income taxes consists of the following: For the Year Ended December 31, 2022 2021 2020 Current: Federal $ — $ 200 $ — State 710 1,230 1,250 710 1,430 1,250 Deferred: Federal — — — State — — — — — — Income tax provision $ 710 $ 1,430 $ 1,250 F-34 Table of Contents A reconciliation of our effective tax rate and the U.S. federal statutory income tax rate is as follows: For the Year Ended December 31, 2022 2021 2020 Taxes at statutory U.S. federal income tax rate 21.0 % 21.0 % 21.0 % Nontaxable income ( 21.0 ) % ( 21.0 ) % ( 21.0 ) % Federal excise tax — % 0.1 % — % State and local income taxes, net of federal tax benefit ( 4.5 ) % 0.8 % ( 1.3 ) % Effective tax rate ( 4.5 ) % 0.9 % ( 1.3 ) % Deferred income tax balances reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities in our consolidated balance sheets and the amounts used for income tax purposes and are stated at enacted tax rates expected to be in effect when taxes are actually paid or recovered. Significant components of our deferred tax assets and liabilities were as follows: For the Year Ended December 31, 2022 2021 Deferred tax assets: Deferred income $ 3,277 $ 2,132 Fair market value adjustment 6,556 1,577 Other 1,010 784 Tax loss carryforwards 60,188 25,829 71,031 30,322 Valuation allowance ( 71,031 ) ( 30,322 ) — — Net deferred income taxes $ — $ — Because of our TRSs' history of losses, we are not able to conclude that it is more likely than not we will realize the future benefit of our deferred tax assets; thus we have provided a 100 % valuation allowance as of December 31, 2022 and 2021. If and when we believe it is more likely than not that we will recover our deferred tax assets, we will reverse the valuation allowance as an income tax benefit in our consolidated statements of comprehensive income (loss). As of December 31, 2022, our consolidated TRSs had net operating loss carry forwards for federal income tax purposes of approximately $ 239,065 , which do not expire. As of December 31, 2022, we, excluding our subsidiaries, had net operating loss carry forwards for federal income tax purposes of approximately $ 209,786 , which do not expire. In the normal course of business, income tax authorities in various income tax jurisdictions conduct routine audits of our income tax returns filed in prior years. Income tax years subsequent to 2018 may be open to examination in some of the income tax jurisdictions in which we operate. Note 14. Weighted Average Common Shares (share amounts in thousands) We calculate basic earnings per common share using the two class method. We calculate diluted earnings per share using the more dilutive of the two class method or the treasury stock method. Unvested share awards and other potentially dilutive common shares, together with the related impact on earnings, are considered when calculating diluted earnings per share. For purposes of calculating diluted earnings per share, we did not include 927 of unvested share awards for the year ended December 31, 2022 because to do so would have been antidilutive. F-35 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 2184 Parkway Lake Drive Birmingham AL $ — $ 580 $ 5,980 $ 2,718 $ — $ — $ 580 $ 8,698 $ 9,278 $ 2,893 8/1/2008 2001 2634 Valleydale Road Birmingham AL — 600 7,574 2,699 — ( 83 ) 1,559 9,231 10,790 3,182 8/1/2008 2000 2021 Dahlke Drive NE Cullman AL — 287 3,415 930 — ( 301 ) 287 4,044 4,331 1,670 11/19/2004 1998 101 Tulip Lane Dothan AL — 3,543 14,619 1,527 — — 3,543 16,146 19,689 2,700 12/27/2017 2000 49 Hughes Road Madison AL — 334 3,981 1,366 — ( 243 ) 334 5,104 5,438 2,107 11/19/2004 1998 200 Terrace Lane Priceville AL — 1,300 9,447 2,337 — ( 110 ) 1,365 11,609 12,974 3,153 2/1/2012 2006 413 Cox Boulevard Sheffield AL — 394 4,684 1,947 — ( 294 ) 394 6,337 6,731 2,317 11/19/2004 1998 2435 Columbiana Road Vestavia Hills AL — 843 23,472 3,966 — ( 163 ) 902 27,216 28,118 6,243 7/12/2016 1991 4461 N Crossover Road Fayetteville AR — 733 10,432 1,120 — — 733 11,552 12,285 2,399 5/1/2015 2011 4210 S Caraway Road Jonesboro AR — 653 9,515 655 — — 653 10,170 10,823 2,231 5/1/2015 2008 672 Jones Road Springdale AR — 572 9,364 1,955 — — 572 11,319 11,891 2,354 5/1/2015 2007 13840 North Desert Harbor Drive Peoria AZ — 2,687 15,843 10,487 — ( 2,380 ) 2,693 23,944 26,637 10,672 1/11/2002 1990 11209 N. Tatum Boulevard Phoenix AZ — 1,380 6,349 6,052 — ( 303 ) 1,586 11,892 13,478 3,658 9/30/2011 1987 2444 West Las Palmaritas Drive Phoenix AZ — 3,820 6,669 3,472 — ( 170 ) 3,831 9,960 13,791 2,751 12/22/2010 1982 4121 East Cotton Center Phoenix AZ — 5,166 12,724 890 — — 5,205 13,575 18,780 2,646 1/29/2015 2000 3850 North US Hwy 89 (5) Prescott AZ 14,732 2,017 17,513 9,236 — — 2,017 26,749 28,766 4,121 2/1/2018 1986 6001 East Thomas Road Scottsdale AZ — 941 8,807 6,131 — ( 484 ) 946 14,449 15,395 8,282 9/1/2012 1990 7090 East Mescal Street Scottsdale AZ — 2,315 13,650 17,496 — ( 2,257 ) 2,349 28,855 31,204 10,948 1/11/2002 1984 17225 North Boswell Boulevard Sun City AZ — 1,189 10,569 4,580 — ( 670 ) 1,189 14,479 15,668 8,329 9/1/2012 1990 14001 W. Meeker Boulevard Sun City West AZ — 395 3,307 — — ( 192 ) 395 3,115 3,510 1,547 2/28/2003 1998 1415 West 3rd Street Tempe AZ — 2,186 13,446 4,097 — — 4,896 14,833 19,729 2,765 1/29/2015 1981 2500 North Rosemont Boulevard Tucson AZ — 4,429 26,119 10,314 — ( 3,197 ) 4,576 33,089 37,665 15,367 1/11/2002 1989 710 North Euclid Anaheim CA — 2,850 6,964 2,309 ( 1,350 ) ( 2,405 ) 2,518 5,850 8,368 796 7/9/2008 1992 5000 Marina Boulevard Brisbane CA — 7,957 13,430 745 — — 7,957 14,175 22,132 1,958 11/14/2017 2000 5770 Armada Drive Carlsbad CA — 3,875 18,543 — — — 3,875 18,543 22,418 3,670 1/29/2015 1997 1350 South El Camino Real Encinitas CA — 1,510 18,042 3,351 — ( 53 ) 1,517 21,333 22,850 7,091 3/31/2008 1999 47071 Bayside Parkway Fremont CA — 15,774 45,249 3,717 — — 15,774 48,966 64,740 645 7/27/2022 1991 47201 Lakeview Boulevard Fremont CA — 3,200 10,177 57 — — 3,200 10,234 13,434 2,884 9/30/2011 1990 47211/47215 Lakeview Boulevard Fremont CA — 3,750 12,656 3,732 — — 3,750 16,388 20,138 4,078 9/30/2011 1985 577 South Peach Street Fresno CA — 738 2,577 4,175 — ( 211 ) 738 6,541 7,279 3,021 12/28/1990 1963 6075 North Marks Avenue Fresno CA — 880 12,751 1,625 — — 889 14,367 15,256 5,025 3/31/2008 1996 1319 Brookside Avenue Redlands CA — 1,770 9,982 2,080 — — 1,770 12,062 13,832 4,087 3/31/2008 1999 110 Sterling Court Roseville CA — 1,620 10,262 3,068 — — 1,620 13,330 14,950 4,376 3/31/2008 1998 S-1 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 16925 & 16916 Hierba Drive San Diego CA — 9,142 53,904 25,534 — ( 7,115 ) 9,180 72,285 81,465 32,028 1/11/2002 1987 3030 Science Park San Diego CA — 2,466 46,473 41,006 — — 2,466 87,479 89,945 17,120 8/6/2009 1986 3040 Science Park San Diego CA — 1,225 23,077 24,749 — — 1,225 47,826 49,051 9,225 8/6/2009 1986 3050 Science Park San Diego CA — 1,508 28,753 35,093 — — 1,508 63,846 65,354 11,505 8/6/2009 1986 3530 Deer Park Drive Stockton CA — 670 14,419 2,713 — — 682 17,120 17,802 5,875 3/31/2008 1999 877 East March Lane Stockton CA — 1,176 11,171 8,247 — ( 2,159 ) 1,411 17,024 18,435 6,982 9/30/2003 1988 28515 Westinghouse Place Valencia CA — 4,669 41,440 22 — — 4,689 41,442 46,131 8,207 1/29/2015 2008 1866 San Miguel Drive Walnut Creek CA — 2,010 9,290 6,086 — ( 1,044 ) 3,417 12,925 16,342 3,627 12/1/2011 1996 1950 South Dayton Street Aurora CO — 3,062 46,195 6,829 — ( 240 ) 3,120 52,726 55,846 11,341 5/1/2015 1987 515 Fairview Avenue Canon City CO — 292 6,228 4,075 ( 3,512 ) ( 517 ) 299 6,267 6,566 2,305 9/26/1997 1970 110 West Van Buren Street Colorado Springs CO — 245 5,236 4,974 ( 3,031 ) ( 810 ) 245 6,369 6,614 2,166 9/26/1997 1972 3920 East San Miguel Street Colorado Springs CO — 1,380 8,894 4,252 — ( 34 ) 1,612 12,880 14,492 4,213 7/31/2012 1977 2050 South Main Street Delta CO — 167 3,570 2,838 — ( 415 ) 167 5,993 6,160 2,660 9/26/1997 1963 2501 Little Bookcliff Drive Grand Junction CO — 204 3,875 3,444 — ( 908 ) 207 6,408 6,615 3,280 12/30/1993 1968 2825 Patterson Road Grand Junction CO — 173 2,583 4,654 — ( 786 ) 173 6,451 6,624 3,075 12/30/1993 1978 1599 Ingalls Street Lakewood CO — 232 3,766 6,897 — ( 957 ) 232 9,706 9,938 4,758 12/28/1990 1972 5555 South Elati Street Littleton CO — 185 5,043 6,590 — ( 1,149 ) 191 10,478 10,669 5,299 12/28/1990 1965 8271 South Continental Divide Road Littleton CO — 400 3,507 — — ( 202 ) 400 3,305 3,705 1,642 2/28/2003 1998 9005 Grant Street Thornton CO — 961 10,867 1,179 — — 1,269 11,738 13,007 3,023 12/28/2012 2001 7809 W. 38th Avenue Wheat Ridge CO — 470 3,373 86 — — 475 3,454 3,929 1,086 4/1/2010 2004 40 Sebethe Drive Cromwell CT — 570 5,304 1,826 — ( 424 ) 608 6,668 7,276 2,013 12/22/2010 1998 1145 19th Street NW Washington DC — 13,600 24,880 37,297 — ( 1,269 ) 13,600 60,908 74,508 14,691 5/20/2009 1976 2141 K Street, NW Washington DC — 13,700 8,400 6,698 — ( 1,159 ) 13,700 13,939 27,639 4,402 12/22/2008 1966 255 Possum Park Road Newark DE — 2,010 11,852 11,212 — ( 1,835 ) 2,761 20,478 23,239 7,613 1/11/2002 1982 4175 Ogletown Stanton Rd Newark DE — 1,500 19,447 2,708 — — 1,563 22,092 23,655 7,810 3/31/2008 1998 1212 Foulk Road Wilmington DE — 1,179 6,950 6,206 — ( 1,460 ) 1,202 11,673 12,875 4,106 1/11/2002 1974 1912 Marsh Road Wilmington DE — 4,365 25,739 9,763 — ( 2,436 ) 4,431 33,000 37,431 14,859 1/11/2002 1988 2723 Shipley Road Wilmington DE — 869 5,126 10,114 — ( 1,726 ) 1,034 13,349 14,383 4,137 1/11/2002 1989 407 Foulk Road Wilmington DE — 38 227 2,850 — ( 433 ) 84 2,598 2,682 953 1/11/2002 1965 22601 Camino Del Mar Boca Raton FL — 3,200 46,800 10,451 — ( 2,052 ) 3,204 55,195 58,399 15,499 12/15/2011 1990 1325 S Congress Avenue Boynton Beach FL — 1,620 5,341 2,170 — ( 121 ) 1,628 7,382 9,010 1,980 7/27/2012 1985 1425 Congress Avenue Boynton Beach FL — 2,390 14,768 4,308 — ( 853 ) 2,390 18,223 20,613 5,629 8/9/2011 1994 1416 Country Club Blvd. Cape Coral FL — 400 2,907 — — ( 173 ) 400 2,734 3,134 1,358 2/28/2003 1998 S-2 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 8500 Royal Palm Boulevard Coral Springs FL — 3,410 20,104 33,622 — ( 4,015 ) 3,421 49,700 53,121 19,324 1/11/2002 1984 1208 South Military Trail Deerfield Beach FL — 1,690 14,972 33,315 — ( 2,654 ) 1,777 45,546 47,323 19,655 10/1/2012 1986 3001 DC Country Club Boulevard Deerfield Beach FL — 3,196 18,848 23,989 — ( 3,198 ) 3,222 39,613 42,835 16,213 1/11/2002 1990 12780 Kenwood Lane Fort Myers FL — 369 2,174 3,897 — ( 1,148 ) 859 4,433 5,292 1,886 1/11/2002 1990 2525 First Street Fort Myers FL — 2,385 21,137 31,932 — ( 12,280 ) 2,577 40,597 43,174 15,090 10/1/2012 1984 1825 Ridgewood Avenue Holly Hill FL — 700 16,700 4,849 ( 2,636 ) ( 8,456 ) 684 10,473 11,157 1,210 7/22/2011 1926/2006 2480 North Park Road Hollywood FL — 4,500 40,500 22,886 — ( 1,834 ) 4,556 61,496 66,052 18,214 12/15/2011 1986 8901 Tamiami Trail East Naples FL — 3,200 2,898 15,792 — ( 837 ) 3,200 17,853 21,053 6,276 8/31/2006 1984 12780 Waterford Lakes Parkway Orlando FL — 977 3,946 701 — — 1,052 4,572 5,624 1,027 12/18/2013 2002 1603 S. Hiawassee Road Orlando FL — 488 2,621 422 — ( 81 ) 488 2,962 3,450 674 12/18/2013 2003 1825 N. Mills Avenue Orlando FL — 519 1,799 435 — ( 117 ) 580 2,056 2,636 711 12/22/2008 1997 1911 N. Mills Avenue Orlando FL — 1,946 7,197 1,072 — ( 538 ) 2,042 7,635 9,677 2,582 12/22/2008 1997 1925 N. Mills Avenue Orlando FL — 135 532 307 — ( 107 ) 199 668 867 217 12/22/2008 1997 250 N. Alafaya Trail Orlando FL — 967 4,362 386 — — 967 4,748 5,715 1,139 12/18/2013 1999 45 Katherine Boulevard Palm Harbor FL — 3,379 29,945 10,362 — ( 1,079 ) 3,392 39,215 42,607 25,521 10/1/2012 1992 900 West Lake Road Palm Harbor FL — 3,449 20,336 13,811 — ( 3,395 ) 3,493 30,708 34,201 13,709 1/11/2002 1989 8500 West Sunrise Boulevard Plantation FL — 4,700 24,300 12,191 — ( 2,761 ) 4,717 33,713 38,430 10,977 12/15/2011 1989 1371 South Ocean Boulevard Pompano Beach FL — 2,500 15,500 17,628 — ( 1,708 ) 2,560 31,360 33,920 10,225 12/15/2011 1991 2701 North Course Drive Pompano Beach FL — 7,700 2,127 42,542 — ( 2,857 ) 7,700 41,812 49,512 15,176 8/31/2006 1985 20480 Veterans Boulevard Port Charlotte FL — 400 11,934 3,333 — ( 2,551 ) 440 12,676 13,116 3,942 7/22/2011 1996 1699 S.E. Lyngate Drive Port St. Lucie FL — 1,242 11,009 5,245 — ( 538 ) 1,249 15,709 16,958 9,581 10/1/2012 1993 501 N.W. Cashmere Boulevard Port St. Lucie FL — 890 9,345 3,075 — ( 135 ) 1,673 11,502 13,175 3,547 7/22/2011 2007 900 South Harbour Island Blvd. Tampa FL — 4,850 6,349 27 — — 4,850 6,376 11,226 2,416 10/30/2007 1986 111 Executive Center Drive West Palm Beach FL — 2,061 12,153 22,639 — ( 3,077 ) 2,075 31,701 33,776 11,868 1/11/2002 1988 2351 Cedarcrest Road Acworth GA — 2,000 6,674 791 — — 2,000 7,465 9,465 1,642 5/1/2016 2014 1200 Bluegrass Lakes Parkway Alpharetta GA — 1,689 15,936 201 — — 1,761 16,065 17,826 3,176 1/29/2015 2001 855 North Point Pkwy Alpharetta GA — 5,390 26,712 — — — 5,390 26,712 32,102 9,598 8/21/2008 2006 253 N. Main Street Alpharetta GA — 1,325 12,377 1,341 — ( 155 ) 1,221 13,667 14,888 3,002 5/1/2015 1997 1291 Cedar Shoals Drive Athens GA — 337 4,006 1,807 — ( 290 ) 368 5,492 5,860 2,204 11/19/2004 1998 1515 Sheridan Road Atlanta GA — 5,800 9,305 8 — — 5,800 9,313 15,113 3,518 11/30/2007 1978 240 Marietta Highway Canton GA — 806 8,555 3,135 — ( 205 ) 806 11,485 12,291 2,851 10/1/2013 1997 4500 South Stadium Drive Columbus GA — 294 3,505 1,152 — ( 225 ) 298 4,428 4,726 1,763 11/19/2004 1999 1352 Wellbrook Circle Conyers GA — 342 4,068 1,922 ( 1,366 ) ( 2,032 ) 206 2,728 2,934 241 11/19/2004 1997 S-3 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 1501 Milstead Road Conyers GA — 750 7,796 1,204 — — 777 8,973 9,750 2,798 9/30/2010 2008 3875 Post Road Cumming GA — 954 12,796 442 — — 960 13,232 14,192 3,040 5/1/2015 2007 4960 Jot Em Down Road Cumming GA — 1,548 18,666 13,335 — ( 812 ) 3,416 29,321 32,737 7,368 8/1/2013 2011 5610 Hampton Park Drive Cumming GA — 3,479 14,771 295 — ( 938 ) 3,498 14,109 17,607 2,586 9/3/2015 2014 7955 Majors Road Cumming GA — 1,325 7,770 1,058 — ( 64 ) 1,325 8,764 10,089 1,922 5/1/2015 2009 2470 Dug Gap Road Dalton GA — 262 3,119 1,421 — ( 133 ) 262 4,407 4,669 1,730 11/19/2004 1997 101 West Ponce De Leon Avenue Decatur GA — 3,500 13,179 9,773 — — 3,500 22,952 26,452 3,550 5/30/2012 1992 2801 North Decatur Road Decatur GA — 3,100 4,436 2,845 — — 3,260 7,121 10,381 2,543 7/9/2008 1986 114 Penland Street Ellijay GA — 496 7,107 1,567 — ( 157 ) 496 8,517 9,013 2,076 10/1/2013 2008 353 North Belair Road Evans GA — 230 2,663 1,437 — ( 244 ) 230 3,856 4,086 1,537 11/19/2004 1998 1294 Highway 54 West Fayetteville GA — 853 9,903 1,489 — ( 65 ) 943 11,237 12,180 2,587 5/1/2015 1999 2435 Limestone Parkway Gainesville GA — 268 3,186 1,693 — ( 224 ) 268 4,655 4,923 1,769 11/19/2004 1998 3315 Thompson Bridge Road Gainesville GA — 934 30,962 2,308 — ( 147 ) 956 33,101 34,057 7,286 5/1/2015 1999 5373 Thompson Mill Road Hoschton GA — 944 12,171 441 — — 959 12,597 13,556 2,779 5/1/2015 2011 8080 Summit Business Parkway Jonesboro GA — 1,800 20,664 5,317 — ( 543 ) 1,800 25,438 27,238 8,052 6/20/2011 2007 6191 Peake Road Macon GA — 183 2,179 1,479 ( 848 ) ( 1,142 ) 110 1,741 1,851 157 11/19/2004 1998 1360 Upper Hembree Road Roswell GA — 1,080 6,138 780 — — 1,095 6,903 7,998 1,820 5/7/2012 2007 1 Savannah Square Drive Savannah GA — 1,200 19,090 9,445 ( 6,993 ) ( 8,926 ) 835 12,981 13,816 1,255 10/1/2006 1987 5200 Habersham Street Savannah GA — 800 7,800 2,400 ( 3,082 ) ( 2,680 ) 476 4,762 5,238 327 6/23/2011 2005 7410 Skidaway Road Savannah GA — 400 5,670 2,184 ( 1,870 ) ( 2,626 ) 252 3,506 3,758 304 11/1/2006 1989 2078 Scenic Highway Snellville GA — 870 4,030 1,732 — ( 256 ) 870 5,506 6,376 1,567 12/10/2009 1997 475 Country Club Drive Stockbridge GA — 512 9,560 1,249 — ( 109 ) 551 10,661 11,212 2,421 5/1/2015 1998 1300 Montreal Road Tucker GA — 690 6,210 2,252 — ( 469 ) 694 7,989 8,683 3,102 6/3/2005 1997 1100 Ward Avenue Honolulu HI — 11,200 55,618 8,642 — ( 187 ) 11,247 64,026 75,273 17,286 6/18/2012 1961 2340 West Seltice Way Coeur d'Alene ID — 910 7,170 3,390 — — 1,052 10,418 11,470 3,238 7/31/2012 1993 850 Lincoln Drive Idaho Falls ID — 510 6,640 3,076 — — 760 9,466 10,226 2,863 7/31/2012 1978 1250 West Central Road Arlington Heights IL — 3,665 32,587 11,982 — ( 601 ) 3,781 43,852 47,633 27,986 11/1/2012 1986 1450 Busch Parkway Buffalo Grove IL — 3,800 11,456 1,016 — — 3,837 12,435 16,272 3,903 9/16/2010 2009 2601 Patriot Boulevard Glenview IL — 2,285 9,593 — — — 2,285 9,593 11,878 1,899 1/29/2015 2005 1373 D'Adrian Professional Park Godfrey IL — 281 15,088 1,012 — ( 210 ) 281 15,890 16,171 3,465 5/1/2015 2010 900 43rd Avenue Moline IL — 482 7,651 573 — ( 76 ) 482 8,148 8,630 1,745 5/1/2015 2003 / 2012 221 11th Avenue Moline IL — 161 7,244 1,603 — ( 54 ) 161 8,793 8,954 1,983 5/1/2015 2008 2700 14th Street Pekin IL — 171 11,475 631 — ( 226 ) 172 11,879 12,051 2,609 5/1/2015 2009 S-4 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 7130 Crimson Ridge Drive Rockford IL — 200 7,300 2,528 — — 1,596 8,432 10,028 2,665 5/1/2011 1999 1220 Lakeview Drive Romeoville IL — 1,120 19,582 ( 61 ) — — 1,058 19,583 20,641 7,036 8/21/2008 2005 1201 Hartman Lane Shiloh IL — 743 7,232 2,168 — ( 53 ) 1,237 8,853 10,090 1,820 12/8/2016 2003 900 Southwind Road Springfield IL — 300 6,744 2,914 — ( 403 ) 300 9,255 9,555 3,442 8/31/2006 1990 2705 Avenue E Sterling IL — 341 14,331 778 — ( 54 ) 343 15,053 15,396 3,400 5/1/2015 2008 39 Dorothy Drive Troy IL — 1,002 7,010 1,668 — ( 54 ) 1,002 8,624 9,626 1,762 12/8/2016 2003 100 Grand Victorian Place Washington IL — 241 12,046 495 — ( 57 ) 241 12,484 12,725 2,723 5/1/2015 2009 1615 Lakeside Drive Waukegan IL — 2,700 9,590 3,195 — ( 944 ) 3,515 11,026 14,541 3,360 9/30/2011 1990 1675 Lakeside Drive Waukegan IL — 2,420 9,382 2,629 — ( 957 ) 2,906 10,568 13,474 3,145 9/30/2011 1998 406 Smith Drive Auburn IN — 380 8,246 750 — ( 253 ) 524 8,599 9,123 3,029 9/1/2008 1999 6990 East County Road 100 North Avon IN — 850 11,888 1,628 — ( 333 ) 850 13,183 14,033 4,528 9/1/2008 1999 2455 Tamarack Trail Bloomington IN — 5,400 25,129 32,109 — ( 621 ) 6,339 55,678 62,017 15,279 11/1/2008 1983 2460 Glebe Street Carmel IN — 2,108 57,741 1,277 — ( 95 ) 2,133 58,898 61,031 12,563 5/1/2015 2008 701 East County Line Road Greenwood IN — 1,830 14,303 1,354 — ( 305 ) 1,877 15,305 17,182 4,344 12/1/2011 2007 8505 Woodfield Crossing Boulevard Indianapolis IN — 2,785 16,396 8,426 — ( 2,183 ) 2,838 22,586 25,424 10,415 1/11/2002 1986 2501 Friendship Boulevard Kokomo IN — 512 13,009 1,772 — — 512 14,781 15,293 2,234 12/27/2017 1997 603 Saint Joseph Drive Kokomo IN — 220 5,899 1,249 — ( 256 ) 220 6,892 7,112 2,387 9/1/2008 1998 1211 Longwood Drive La Porte IN — 770 5,550 1,713 — ( 288 ) 923 6,822 7,745 2,300 9/1/2008 1998 1590 West Timberview Drive Marion IN — 410 5,409 1,547 — ( 267 ) 410 6,689 7,099 2,153 9/1/2008 2000 1473 East McKay Road Shelbyville IN — 190 5,328 1,290 — ( 236 ) 190 6,382 6,572 2,029 9/1/2008 1999 17441 State Road 23 South Bend IN — 400 3,107 ( 38 ) — ( 182 ) 363 2,924 3,287 1,453 2/28/2003 1998 222 South 25th Street Terra Haute IN — 300 13,115 1,400 — ( 492 ) 300 14,023 14,323 4,864 9/1/2008 2005 150 Fox Ridge Drive Vincennes IN — 110 3,603 2,208 — ( 208 ) 110 5,603 5,713 2,016 9/1/2008 1985 1501 Inverness Drive Lawrence KS — 1,600 18,565 4,499 — ( 1,232 ) 1,758 21,674 23,432 6,847 10/1/2009 1988 5799 Broadmoor Street Mission KS — 1,522 7,246 2,085 — — 1,530 9,323 10,853 1,857 1/17/2017 1986 3501 West 95th Street Overland Park KS — 2,568 15,140 11,265 — ( 2,232 ) 2,580 24,161 26,741 9,527 1/11/2002 1989 6555 West 75th Street Overland Park KS — 1,274 1,126 17,097 — ( 1,102 ) 1,487 16,908 18,395 7,178 10/25/2002 1985 6700 W. 115th Street Overland Park KS — 4,503 29,387 439 — — 4,503 29,826 34,329 3,728 1/3/2018 2006 981 Campbell Lane Bowling Green KY — 365 4,345 1,966 — ( 203 ) 365 6,108 6,473 2,383 11/19/2004 1999 102 Leonardwood Drive Frankfort KY — 560 8,282 3,310 — ( 605 ) 579 10,968 11,547 4,144 8/31/2006 1989 4190 Lafayette Road Hopkinsville KY — 316 3,761 996 — ( 193 ) 316 4,564 4,880 1,884 11/19/2004 1999 690 Mason Headley Road (6) Lexington KY 4,300 — 10,848 16,664 — ( 1,441 ) 42 26,029 26,071 12,268 1/11/2002 1985 700 Mason Headley Road (6) Lexington KY 1,039 — 6,394 10,029 — ( 951 ) 52 15,420 15,472 6,928 1/11/2002 1980 S-5 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 200 Brookside Drive Louisville KY — 3,524 20,779 12,125 — ( 3,357 ) 3,549 29,522 33,071 13,267 1/11/2002 1984 1517 West Broadway Mayfield KY — 268 2,730 1,730 — ( 305 ) 268 4,155 4,423 1,687 11/19/2004 1999 1700 Elmdale Road Paducah KY — 450 5,358 2,091 — ( 319 ) 451 7,129 7,580 2,903 11/19/2004 2000 100 Neighborly Way Somerset KY — 200 4,919 1,180 — — 200 6,099 6,299 2,286 11/6/2006 2000 1295 Boylston Street Boston MA — 7,600 18,140 3,166 — — 7,625 21,281 28,906 6,764 1/26/2011 1930 549 Albany Street Boston MA — 4,576 45,029 — — — 4,569 45,036 49,605 10,512 8/22/2013 1895 4 Maguire Road Lexington MA — 3,600 15,555 32,701 ( 7,255 ) ( 1,003 ) 3,884 39,714 43,598 4,128 12/22/2008 1994 100 Hampshire Street Mansfield MA — 2,090 8,215 1,995 — — 2,486 9,814 12,300 3,002 12/22/2010 1975 15 Hampshire Street Mansfield MA — 1,360 7,326 507 — — 1,748 7,445 9,193 2,428 12/22/2010 1988 5 Hampshire Street Mansfield MA — 1,190 5,737 2,729 — ( 143 ) 1,465 8,048 9,513 2,434 12/22/2010 1988 299 Cambridge Street Winchester MA — 3,218 18,988 14,865 — ( 1,855 ) 3,218 31,998 35,216 13,764 1/11/2002 1991 2717 Riva Road Annapolis MD — 1,290 12,373 3,165 — — 1,290 15,538 16,828 4,990 3/31/2008 2001 658 Boulton Street Bel Air MD — 4,750 16,504 2 — — 4,750 16,506 21,256 6,239 11/30/2007 1980 7600 Laurel Bowie Road Bowie MD — 408 3,421 1,661 — ( 464 ) 408 4,618 5,026 1,961 10/25/2002 2000 8100 Connecticut Avenue Chevy Chase MD — 15,170 92,830 15,443 — ( 2,106 ) 15,177 106,160 121,337 30,178 12/15/2011 1990 8220 Snowden River Parkway Columbia MD — 1,390 10,303 1,366 — — 1,390 11,669 13,059 4,121 3/31/2008 2001 700 Port Street Easton MD — 383 4,555 4,348 — ( 633 ) 394 8,259 8,653 3,369 10/25/2002 2000 3004 North Ridge Road Ellicott City MD — 1,409 22,691 13,499 — ( 2,730 ) 1,613 33,256 34,869 13,680 3/1/2004 1997 1820 Latham Drive Frederick MD — 385 3,444 1,752 — ( 444 ) 385 4,752 5,137 1,965 10/25/2002 1998 2100 Whittier Drive Frederick MD — 1,260 9,464 2,920 — ( 51 ) 1,260 12,333 13,593 4,309 3/31/2008 1999 10116 Sharpsburg Pike Hagerstown MD — 1,040 7,471 5,742 — — 1,044 13,209 14,253 4,878 3/31/2008 1999 4000 Old Court Road Pikesville MD — 2,000 4,974 1,065 — ( 82 ) 2,125 5,832 7,957 2,144 12/22/2008 1987 12725 Twinbrook Parkway Rockville MD — 6,138 6,526 1,047 — ( 148 ) 6,218 7,345 13,563 1,386 7/12/2017 1968 715 Benfield Road Severna Park MD — 229 9,798 3,134 — ( 1,199 ) 246 11,716 11,962 5,432 10/25/2002 1998 14400 Homecrest Road Silver Spring MD — 1,200 9,288 9,776 — ( 1,509 ) 1,207 17,548 18,755 7,157 10/25/2002 1996 801 Roeder Road Silver Spring MD — 1,900 12,858 2,133 — ( 326 ) 1,900 14,665 16,565 3,984 6/27/2012 1976 720 & 734 N. Pine Road Hampton MI — 300 2,406 — — ( 142 ) 300 2,264 2,564 1,124 2/28/2003 1998 4004 & 4012 Waldo Road Midland MI — 400 2,606 — — ( 162 ) 400 2,444 2,844 1,214 2/28/2003 1998 1605 & 1615 Fredericks Drive Monroe MI — 300 2,506 — — ( 152 ) 300 2,354 2,654 1,169 2/28/2003 1998 3150 & 3100 Old Centre Road Portage MI — 300 2,206 — — ( 133 ) 300 2,073 2,373 1,030 2/28/2003 1998 2445 & 2485 Mc Carty Road Saginaw MI — 600 5,212 — — ( 305 ) 600 4,907 5,507 2,438 2/28/2003 1998 11855 Ulysses Street NE Blaine MN — 2,774 9,276 1,088 — — 2,781 10,357 13,138 2,600 12/21/2012 2007 1305 Corporate Center Drive Eagan MN — 2,300 13,105 12,563 — — 2,735 25,233 27,968 6,275 12/22/2010 1986 S-6 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 8301 Golden Valley Road Golden Valley MN — 1,256 4,680 777 — — 1,280 5,433 6,713 965 2/10/2016 1998 8401 Golden Valley Road Golden Valley MN — 1,510 5,742 2,813 — — 1,534 8,531 10,065 1,747 2/10/2016 1998 8501 Golden Valley Road Golden Valley MN — 1,263 4,288 2,348 — — 1,287 6,612 7,899 1,040 2/10/2016 1998 1201 Northland Drive Mendota Heights MN — 1,220 10,208 1,265 — — 1,476 11,217 12,693 3,910 1/25/2011 1989 12700 Whitewater Drive Minnetonka MN — 5,453 8,108 8,415 — — 5,453 16,523 21,976 3,792 10/2/2017 1998 20600 South Diamond Lake Road Rogers MN — 2,760 45,789 3,625 ( 20,359 ) ( 15,686 ) 1,195 14,934 16,129 3,009 3/1/2008 1999 2200 County Road C West Roseville MN — 590 702 664 — ( 82 ) 792 1,082 1,874 369 9/30/2011 1991 4166 Lexington Avenue N Shoreview MN — 1,300 4,547 1,285 — — 1,508 5,624 7,132 1,630 5/20/2011 1988 1365 Crestridge Lane West St. Paul MN — 400 2,506 — — ( 292 ) 400 2,214 2,614 1,100 2/28/2003 1998 305 & 315 Thompson Avenue West St. Paul MN — 400 3,608 99 — ( 402 ) 400 3,305 3,705 1,642 2/28/2003 1998 5351 Gretna Road Branson MO — 743 10,973 1,592 — ( 288 ) 754 12,266 13,020 2,559 5/1/2015 2002 845 N New Ballas Court Creve Coeur MO — 1,582 16,328 1,817 — — 1,996 17,731 19,727 2,354 1/22/2018 2006 3828 College View Drive Joplin MO — 260 11,382 1,821 — ( 14 ) 260 13,189 13,449 3,726 8/31/2012 2003 14100 Magellan Plaza Maryland Heights MO — 3,719 37,304 5,443 — — 3,179 43,287 46,466 10,810 1/29/2015 2003 640 E Highland Avenue Nevada MO — 311 5,703 835 — — 311 6,538 6,849 1,377 5/1/2015 1997 2410 W Chesterfield Blvd Springfield MO — 924 12,772 929 — — 924 13,701 14,625 2,896 5/1/2015 1999 3540 East Cherokee Street Springfield MO — 1,084 11,339 1,583 — ( 66 ) 1,129 12,811 13,940 2,792 5/1/2015 1996 4700 North Hanley Road St. Louis MO — 5,166 41,587 150 — — 5,166 41,737 46,903 8,331 1/29/2015 2014 118 Alamance Road Burlington NC — 575 9,697 2,196 — ( 190 ) 575 11,703 12,278 3,452 6/20/2011 1998 1050 Crescent Green Drive Cary NC — 713 4,628 3,978 — ( 1,123 ) 713 7,483 8,196 3,128 10/25/2002 1999 2220 & 2230 Farmington Drive Chapel Hill NC — 800 6,414 — — ( 375 ) 800 6,039 6,839 3,000 2/28/2003 1996 2101 Runnymede Lane Charlotte NC — 2,475 11,451 2,941 — ( 372 ) 2,458 14,037 16,495 4,252 6/20/2011 1999 5920 McChesney Drive & 6101 Clarke Creek Parkway Charlotte NC — 1,320 21,750 3,247 — ( 1,310 ) 1,320 23,687 25,007 7,493 11/17/2009 1999 / 2001 500 Penny Lane NE Concord NC — 1,687 17,603 1,564 — — 1,687 19,167 20,854 3,905 6/29/2016 1997 1002 Highway 54 Durham NC — 595 5,200 1,531 — ( 114 ) 595 6,617 7,212 1,706 6/20/2011 1988 4505 Emperor Boulevard Durham NC — 1,285 16,932 1,325 — — 1,340 18,202 19,542 2,527 10/11/2017 2001 5213 South Alston Avenue Durham NC — 1,093 31,377 395 — — 1,093 31,772 32,865 6,278 1/29/2015 2010 2755 Union Road Gastonia NC — 1,104 17,834 1,652 — ( 1,133 ) 1,104 18,353 19,457 3,164 6/29/2016 1998 1001 Phifer Road Kings Mountain NC — 655 8,283 1,637 — ( 308 ) 657 9,610 10,267 2,850 6/23/2011 1998 128 Brawley School Road Mooresville NC — 595 7,305 1,700 — ( 467 ) 613 8,520 9,133 2,447 6/23/2011 1999 1309 , 1321, & 1325 McCarthy Boulevard New Bern NC — 1,245 20,898 3,149 — ( 159 ) 1,245 23,888 25,133 6,980 6/20/2011 2001/2005/2008 13150 & 13180 Dorman Road Pineville NC — 1,180 22,800 3,883 — ( 1,338 ) 1,180 25,345 26,525 7,901 11/17/2009 1998 801 Dixie Trail Raleigh NC — 3,233 17,788 2,623 — ( 1,114 ) 3,236 19,294 22,530 3,150 6/29/2016 1992 S-7 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 2744 South 17th Street Wilmington NC — 1,134 14,771 2,173 — ( 1,059 ) 1,139 15,880 17,019 3,162 4/18/2016 1998 1730 Parkwood Boulevard West Wilson NC — 610 14,787 2,439 — ( 163 ) 610 17,063 17,673 4,827 6/20/2011 2004/2006 17007 Elm Plaza Omaha NE — 4,680 22,022 — — — 4,680 22,022 26,702 7,913 8/21/2008 2007 3030 South 80th Street Omaha NE — 650 5,850 2,485 — ( 419 ) 650 7,916 8,566 2,983 6/3/2005 1992 490 Cooper Landing Road Cherry Hill NJ — 1,001 8,175 3,307 ( 6,080 ) ( 4,163 ) 2,240 — 2,240 — 12/29/2003 1999 1400 Route 70 Lakewood NJ — 4,885 28,803 17,576 — ( 2,965 ) 4,905 43,394 48,299 16,274 1/11/2002 1987 2 Hillside Drive Mt. Arlington NJ — 1,375 11,232 2,277 — ( 399 ) 1,393 13,092 14,485 5,850 12/29/2003 2001 655 Pomander Walk Teaneck NJ — 4,950 44,550 12,877 — ( 1,947 ) 4,984 55,446 60,430 14,978 12/15/2011 1989 10500 Academy Road NE Albuquerque NM — 3,828 22,572 9,936 — ( 2,430 ) 3,828 30,078 33,906 13,813 1/11/2002 1986 4100 Prospect Avenue NE Albuquerque NM — 540 10,105 8 — — 540 10,113 10,653 3,844 10/30/2007 1977 4300 Landau Street NE Albuquerque NM — 1,060 9,875 8 — — 1,060 9,883 10,943 3,756 10/30/2007 1973 4411 The 25 Way Albuquerque NM — 3,480 25,245 5,361 — ( 1,980 ) 4,103 28,003 32,106 8,487 12/22/2010 1970 4420 The 25 Way Albuquerque NM — 1,430 2,609 1,410 — ( 152 ) 1,614 3,683 5,297 983 12/22/2010 1970 9190 Coors Boulevard NW Albuquerque NM — 1,660 9,173 8 — — 1,660 9,181 10,841 3,489 10/30/2007 1983 2200 East Long Street Carson City NV — 622 17,900 1,269 — ( 113 ) 622 19,056 19,678 4,204 5/1/2015 2009 3201 Plumas Street Reno NV — 2,420 49,580 8,693 — ( 1,086 ) 2,420 57,187 59,607 15,851 12/15/2011 1989 4939 Brittonfield Parkway East Syracuse NY — 720 17,084 2,137 ( 2,826 ) ( 5,312 ) 1,004 10,799 11,803 1,228 9/30/2008 2001 5008 Brittonfield Parkway East Syracuse NY — 420 18,407 1,820 ( 3,144 ) ( 5,393 ) 586 11,524 12,110 1,166 7/9/2008 1999 200 Old County Road Mineola NY — 4,920 24,056 16,535 — ( 307 ) 4,920 40,284 45,204 11,585 9/30/2011 1971 537 Riverdale Avenue Yonkers NY — 8,460 90,561 14,295 — ( 567 ) 8,465 104,284 112,749 30,765 8/31/2012 2000 4590 Knightsbridge Boulevard Columbus OH — 3,623 27,778 20,437 — ( 4,144 ) 3,732 43,962 47,694 18,648 1/11/2002 1989 3929 Hoover Road Grove City OH — 332 3,081 1,015 — — 332 4,096 4,428 2,673 6/4/1993 1965 7555 Innovation Way Mason OH — 1,025 12,883 — — — 1,025 12,883 13,908 2,012 10/6/2016 2015 8709 S.E. Causey Avenue Portland OR — 3,303 77,428 3,569 ( 26,073 ) ( 9,749 ) 2,201 46,277 48,478 4,682 5/1/2015 1985 / 1991 71 Darlington Road Beaver Falls PA — 1,500 13,500 1,635 — ( 879 ) 1,523 14,233 15,756 5,843 10/31/2005 1997 950 Morgan Highway Clarks Summit PA — 1,001 8,233 1,663 — ( 277 ) 1,017 9,603 10,620 4,162 12/29/2003 2001 145 Broadlawn Drive Elizabeth PA — 696 6,304 672 ( 4,280 ) ( 3,017 ) 375 — 375 — 10/31/2005 1986 600 N. Pottstown Pike Exton PA — 1,001 8,233 3,526 — ( 308 ) 1,001 11,451 12,452 4,524 12/29/2003 2000 242 Baltimore Pike Glen Mills PA — 1,001 8,233 2,538 — ( 382 ) 1,001 10,389 11,390 4,128 12/29/2003 2001 20 Capital Drive Harrisburg PA — 397 9,333 15 — — 397 9,348 9,745 1,849 1/29/2015 2013 210 Mall Boulevard King of Prussia PA — 1,540 4,743 2,757 — — 1,952 7,088 9,040 2,547 8/8/2008 1970 216 Mall Boulevard King of Prussia PA — 880 2,871 2,487 — — 978 5,260 6,238 1,513 1/26/2011 1970 5300 Old William Penn Highway Murrysville PA — 300 2,506 — — ( 272 ) 300 2,234 2,534 1,109 2/28/2003 1998 S-8 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 800 Manor Drive New Britain (Chalfont) PA — 979 8,052 2,614 — ( 440 ) 981 10,224 11,205 4,290 12/29/2003 1998 7151 Saltsburg Road Penn Hills PA — 200 904 — — ( 103 ) 200 801 1,001 398 2/28/2003 1997 5750 Centre Avenue Pittsburgh PA — 3,000 11,828 5,234 — ( 354 ) 3,788 15,920 19,708 5,758 6/11/2008 1991 730 Holiday Drive Pittsburgh PA — 2,480 6,395 6,028 — ( 1,036 ) 2,751 11,116 13,867 3,515 12/22/2010 1985 1400 Riggs Road South Park PA — 898 8,102 1,361 ( 5,192 ) ( 3,499 ) 1,670 — 1,670 — 10/31/2005 1995 700 Northampton Street Tiffany Court (Kingston) PA — — 5,682 2,616 — ( 443 ) — 7,855 7,855 3,261 12/29/2003 1997 5250 Meadowgreen Drive Whitehall PA — 1,599 14,401 4,267 — ( 1,106 ) 1,599 17,562 19,161 6,922 10/31/2005 1987 1304 McLees Road Anderson SC — 295 3,509 1,881 — ( 253 ) 295 5,137 5,432 1,814 11/19/2004 1999 109 Old Salem Road Beaufort SC — 188 2,234 1,695 ( 807 ) ( 1,514 ) 104 1,692 1,796 271 11/19/2004 1999 1119 Pick Pocket Plantation Drive Beaufort SC — 1,200 10,810 1,638 ( 3,927 ) ( 3,270 ) 733 5,718 6,451 262 6/20/2011 2005 719 Kershaw Highway Camden SC — 322 3,697 1,990 — ( 376 ) 324 5,309 5,633 2,248 11/19/2004 1999 2333 Ashley River Road Charleston SC — 848 14,000 3,261 ( 7,118 ) ( 4,487 ) 377 6,127 6,504 1,093 6/20/2011 1999 320 Seven Farms Drive Charleston SC — 1,092 6,605 1,771 — ( 274 ) 1,092 8,102 9,194 2,311 5/29/2012 1998 251 Springtree Drive Columbia SC — 300 1,905 — — ( 112 ) 300 1,793 2,093 891 2/28/2003 1998 7909 Parklane Road Columbia SC — 1,580 4,520 2,358 — ( 314 ) 1,725 6,419 8,144 1,751 9/30/2011 1990 355 Berkmans Lane Greenville SC — 700 7,240 1,792 ( 2,593 ) ( 2,387 ) 417 4,335 4,752 375 11/17/2009 2002 116 Enterprise Court Greenwood SC — 310 2,790 1,426 — ( 213 ) 310 4,003 4,313 1,525 6/3/2005 1999 1901 West Carolina Avenue Hartsville SC — 401 4,775 1,961 — ( 302 ) 401 6,434 6,835 2,492 11/19/2004 1999 218 Old Chapin Road Lexington SC — 363 4,322 1,329 — ( 400 ) 363 5,251 5,614 2,201 11/19/2004 1999 491 Highway 17 Little River SC — 750 9,018 2,302 — ( 314 ) 750 11,006 11,756 3,185 6/23/2011 2000 1010 Anna Knapp Boulevard Mt. Pleasant SC — 1,797 6,132 727 — ( 458 ) 1,797 6,401 8,198 1,037 6/29/2016 1997 601 Mathis Ferry Road Mt. Pleasant SC — 1,687 12,612 706 ( 10,794 ) ( 2,021 ) 2,190 — 2,190 — 6/29/2016 1999 937 Bowman Road Mt. Pleasant SC — 3,898 31,613 8,995 — ( 1,282 ) 3,830 39,394 43,224 11,766 7/1/2012 1997 / 1983 9547 Highway 17 North Myrtle Beach SC — 543 3,202 10,932 ( 3,192 ) ( 4,437 ) 333 6,715 7,048 586 1/11/2002 1980 2306 Riverbank Drive Orangeburg SC — 303 3,607 1,321 — ( 358 ) 303 4,570 4,873 1,946 11/19/2004 1999 1920 Ebenezer Road Rock Hill SC — 300 1,705 — — ( 162 ) 300 1,543 1,843 766 2/28/2003 1998 15855 Wells Highway Seneca SC — 396 4,714 1,551 — ( 353 ) 396 5,912 6,308 2,438 11/19/2004 2000 One Southern Court West Columbia SC — 520 3,831 731 — ( 557 ) 557 3,968 4,525 1,159 12/22/2010 2000 6716 Nolensville Road Brentwood TN — 1,528 6,037 225 — — 1,528 6,262 7,790 1,646 11/30/2012 2010 207 Uffelman Drive Clarksville TN — 320 2,994 2,166 — ( 161 ) 320 4,999 5,319 1,630 12/31/2006 1997 51 Patel Way Clarksville TN — 800 10,322 8,466 — ( 318 ) 833 18,437 19,270 4,583 12/19/2012 2005 2900 Westside Drive NW Cleveland TN — 305 3,627 1,657 — ( 284 ) 305 5,000 5,305 2,033 11/19/2004 1998 1010 East Spring Street Cookeville TN — 322 3,828 1,983 — ( 230 ) 322 5,581 5,903 2,186 11/19/2004 1998 S-9 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 105 Sunrise Circle Franklin TN — 322 3,833 1,446 — ( 268 ) 329 5,004 5,333 2,049 11/19/2004 1997 1085 Hartsville Pike Gallatin TN — 280 3,327 2,206 — ( 212 ) 282 5,319 5,601 1,842 11/19/2004 1998 2025 Caldwell Drive Goodlettsville TN — 400 3,507 8,547 — ( 202 ) 400 11,852 12,252 3,834 2/28/2003 1998 1200 North Parkway Jackson TN — 295 3,506 1,395 — ( 300 ) 299 4,597 4,896 1,708 11/19/2004 1999 550 Deer View Way Jefferson City TN — 940 8,057 2,441 — ( 228 ) 948 10,262 11,210 2,432 10/15/2013 2001 10914 Kingston Pike Knoxville TN — 613 12,410 1,216 — — 613 13,626 14,239 2,132 6/29/2018 2008 3020 Heatherton Way Knoxville TN — 304 3,618 3,199 ( 2,697 ) ( 2,357 ) 1,440 627 2,067 51 11/19/2004 1998 3030 Holbrook Drive Knoxville TN — 352 7,128 2,009 — — 360 9,129 9,489 1,383 6/29/2018 1999 100 Chatuga Drive West Loudon TN — 580 16,093 32,464 — — 580 48,557 49,137 4,110 1/19/2018 2003 511 Pearson Springs Road Maryville TN — 300 3,207 100 — ( 192 ) 300 3,115 3,415 1,547 2/28/2003 1998 1710 Magnolia Boulevard Nashville TN — 750 6,750 18,222 — ( 1,190 ) 750 23,782 24,532 5,487 6/3/2005 1979 350 Volunteer Drive Paris TN — 110 12,100 1,080 — ( 905 ) 110 12,275 12,385 2,032 6/29/2016 1997 971 State Hwy 121 Allen TX — 2,590 17,912 — — — 2,590 17,912 20,502 6,436 8/21/2008 2006 6818 Austin Center Boulevard Austin TX — 1,540 27,467 3,170 — ( 784 ) 1,585 29,808 31,393 10,426 10/31/2008 1994 7600 N Capital Texas Highway Austin TX — 300 4,557 1,608 — — 300 6,165 6,465 1,720 12/22/2010 1996 4620 Bellaire Boulevard Bellaire TX — 1,238 11,010 6,109 — ( 360 ) 1,325 16,672 17,997 10,125 10/1/2012 1991 120 Crosspoint Drive Boerne TX — 220 4,926 1,790 — — 227 6,709 6,936 2,129 2/7/2008 1990 4015 Interstate 45 Conroe TX — 620 14,074 2,137 — ( 373 ) 620 15,838 16,458 4,579 10/26/2010 2009 5455 La Sierra Drive Dallas TX — 2,300 25,200 9,997 — ( 1,037 ) 2,324 34,136 36,460 9,962 12/15/2011 1989 7831 Park Lane Dallas TX — 4,709 27,768 25,108 — ( 3,163 ) 5,432 48,990 54,422 20,321 1/11/2002 1990 1575 Belvidere Street El Paso TX — 2,301 13,567 8,830 — ( 1,604 ) 2,316 20,778 23,094 8,782 1/11/2002 1987 96 Frederick Road Fredericksburg TX — 280 4,866 6,963 — ( 112 ) 280 11,717 11,997 3,203 2/7/2008 1999 6435 S.F.M. 549 Heath TX — 1,135 7,892 1,152 ( 288 ) ( 1,493 ) 1,192 7,206 8,398 760 12/31/2012 2004 13215 Dotson Road Houston TX — 990 13,887 1,932 — ( 168 ) 990 15,651 16,641 4,382 7/17/2012 2007 777 North Post Oak Road Houston TX — 5,537 32,647 32,336 — ( 4,749 ) 5,540 60,231 65,771 23,633 1/11/2002 1989 10030 North MacArthur Boulevard Irving TX — 2,186 15,869 3,154 — — 2,186 19,023 21,209 3,280 1/29/2015 1999 9812 Slide Road Lubbock TX — 1,110 9,798 680 — — 1,110 10,478 11,588 3,178 6/4/2010 2009 605 Gateway Central Marble Falls TX — 1,440 7,125 1,907 — ( 256 ) 1,440 8,776 10,216 2,491 12/19/2012 1994 / 2002 7150 N. President George Bush Turnpike North Garland TX — 1,981 8,548 1,180 ( 346 ) ( 1,557 ) 1,941 7,865 9,806 858 12/31/2012 2006 500 Coit Road Plano TX — 3,463 44,841 82 — — 3,468 44,918 48,386 3,635 12/20/2019 2016 2265 North Lakeshore Drive Rockwall TX — 497 3,582 — — — 497 3,582 4,079 709 1/29/2015 2013 18302 Talavera Ridge San Antonio TX — 6,855 30,630 — — — 6,855 30,630 37,485 6,063 1/29/2015 2008 21 Spurs Lane San Antonio TX — 3,141 23,142 3,940 — ( 68 ) 3,192 26,963 30,155 5,777 4/10/2014 2006 S-10 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 311 West Nottingham Place San Antonio TX — 4,283 25,256 15,738 — ( 3,823 ) 4,359 37,095 41,454 16,447 1/11/2002 1989 511 & 575 Knights Cross Drive San Antonio TX — 2,300 20,400 3,637 — ( 1,150 ) 2,306 22,881 25,187 7,258 11/17/2009 2003 5055 West Panther Creek Drive Woodlands TX — 3,694 21,782 10,973 — ( 3,490 ) 3,706 29,253 32,959 12,874 1/11/2002 1988 491 Crestwood Drive Charlottesville VA — 641 7,633 3,128 — ( 585 ) 646 10,171 10,817 4,254 11/19/2004 1998 1005 Elysian Place Chesapeake VA — 2,370 23,705 3,204 — ( 153 ) 2,381 26,745 29,126 8,039 6/20/2011 2006 2856 Forehand Drive Chesapeake VA — 160 1,498 2,398 ( 1,427 ) ( 1,159 ) 1,470 — 1,470 — 5/30/2003 1987 4027 Martinsburg Pike Clear Brook VA — 3,775 21,768 — — — 3,775 21,768 25,543 4,309 1/29/2015 2013 4001 Fair Ridge Drive Fairfax VA — 2,500 7,147 3,333 — ( 222 ) 2,646 10,112 12,758 3,540 12/22/2008 1990 20 HeartFields Lane Fredericksburg VA — 287 8,480 2,074 — ( 781 ) 287 9,773 10,060 4,798 10/25/2002 1998 2800 Polo Parkway Midlothian VA — 1,103 13,126 5,352 — ( 1,340 ) 1,108 17,133 18,241 6,735 11/19/2004 1996 655 Denbigh Boulevard Newport News VA — 581 6,921 2,384 — ( 438 ) 584 8,864 9,448 3,662 11/19/2004 1998 6160 Kempsville Circle Norfolk VA — 3,263 7,615 4,196 — ( 115 ) 3,374 11,585 14,959 2,060 12/22/2017 1987 6161 Kempsville Road Norfolk VA — 1,530 9,531 4,066 — ( 323 ) 1,530 13,274 14,804 4,151 12/22/2008 1999 6311 Granby Street Norfolk VA — 1,920 16,538 5,023 — ( 188 ) 1,932 21,361 23,293 6,080 6/20/2011 2005 885 Kempsville Road Norfolk VA — 1,780 8,354 3,684 — ( 976 ) 2,014 10,828 12,842 3,399 5/20/2009 1981 531 Wythe Creek Road Poquoson VA — 220 2,041 1,302 — ( 275 ) 220 3,068 3,288 1,214 5/30/2003 1987 10800 Nuckols Road (5) Glen Allen VA 9,997 2,863 11,105 931 — — 2,863 12,036 14,899 1,665 3/28/2018 2000 3000 Skipwith Road Richmond VA — 732 8,717 1,837 — ( 519 ) 732 10,035 10,767 4,262 11/19/2004 1999 9900 Independence Park Drive Richmond VA — 326 3,166 506 — ( 226 ) 326 3,446 3,772 839 11/22/2011 2005 9930 Independence Park Drive Richmond VA — 604 4,975 1,183 — — 700 6,062 6,762 1,624 11/22/2011 2005 5620 Wesleyan Drive Virginia Beach VA — 893 7,926 3,673 — ( 124 ) 893 11,475 12,368 6,792 9/1/2012 1990 4132 Longhill Road Williamsburg VA — 270 2,468 1,610 ( 945 ) ( 1,583 ) 162 1,658 1,820 147 5/30/2003 1987 440 McLaws Circle Williamsburg VA — 1,466 17,340 778 — ( 1,040 ) 1,466 17,078 18,544 2,822 6/29/2016 1998 516 Kenosia Avenue South Kent WA — 1,300 8,458 3,761 — ( 81 ) 1,368 12,070 13,438 3,655 7/31/2012 1971 555 16th Avenue Seattle WA — 256 4,869 68 — ( 513 ) 256 4,424 4,680 3,222 11/1/1993 1964 3003 West Good Hope Road Glendale WI — 1,500 33,747 — — — 1,500 33,747 35,247 11,179 9/30/2009 1963 7007 North Range Line Road Glendale WI — 250 3,797 — — — 250 3,797 4,047 1,258 9/30/2009 1964 215 Washington Street Grafton WI — 500 10,058 — — — 500 10,058 10,558 3,332 9/30/2009 2009 N168W22022 Main Street Jackson WI — 188 5,962 1,172 — ( 215 ) 192 6,915 7,107 1,535 12/1/2014 2005 8351 Sheridan Road Kenosha WI — 750 7,669 612 — — 758 8,273 9,031 3,012 1/1/2008 2000 5601 Burke Road Madison WI — 700 7,461 1,136 — — 712 8,585 9,297 3,062 1/1/2008 2000 7707 N. Brookline Drive Madison WI — 2,615 35,545 4,264 — ( 103 ) 2,631 39,690 42,321 9,006 12/1/2014 1999 / 2004 10803 North Port Washington Road Mequon WI — 800 8,388 1,150 — ( 154 ) 805 9,379 10,184 3,408 1/1/2008 1999 S-11 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Initial Cost to Company Cost at December 31, 2022 Address City State Encumbrances (1) Land Buildings, Improvements & Equipment Cost Capitalized Subsequent to Acquisition Impairment Cost Basis Adjustment (2) Land Buildings, Improvements & Equipment Total (3) Accumulated Depreciation (4) Date Acquired Original Construction Date 701 East Puetz Road Oak Creek WI — 650 18,396 2,925 — ( 213 ) 1,373 20,385 21,758 7,490 1/1/2008 2001 W231 N1440 Corporate Court Pewaukee WI — 3,900 41,140 — — — 3,900 41,140 45,040 13,628 9/30/2009 1994 8348 & 8400 Washington Avenue Racine WI — 1,150 22,436 — — — 1,150 22,436 23,586 7,432 9/30/2009 1986 1221 North 26th Street Sheboygan WI — 300 975 — — — 300 975 1,275 323 9/30/2009 1987 1222 North 23rd Street Sheboygan WI — 120 4,014 — — — 120 4,014 4,134 1,330 9/30/2009 1987 2414 Kohler Memorial Drive Sheboygan WI — 1,400 35,168 — — — 1,400 35,168 36,568 11,650 9/30/2009 1986 1125 N Edge Trail Verona WI — 1,365 9,581 1,819 — ( 458 ) 1,372 10,935 12,307 2,773 11/1/2013 2001 3289 North Mayfair Road Wauwatosa WI — 2,300 6,245 — — — 2,300 6,245 8,545 2,069 9/30/2009 1964 503 South 18th Street Laramie WY — 191 3,632 4,455 — ( 884 ) 202 7,192 7,394 3,254 12/30/1993 1964 1901 Howell Avenue Worland WY — 132 2,508 4,767 — ( 649 ) 132 6,626 6,758 2,568 12/30/1993 1970 Total $ 30,068 $ 643,458 $ 4,772,865 $ 1,712,466 $( 134,031 ) $( 302,215 ) $ 668,918 $ 6,023,625 $ 6,692,543 $ 1,828,352 Property Held for Sale — 610 7,900 887 ( 6,314 ) ( 2,698 ) 385 — 385 — Grand Total $ 30,068 $ 644,068 $ 4,780,765 $ 1,713,353 $( 140,345 ) $( 304,913 ) $ 669,303 $ 6,023,625 $ 6,692,928 $ 1,828,352 (1) Represents mortgage debts and finance leases, excluding the unamortized balance of fair value adjustments and debt issuance costs totaling approximately $( 109 ). (2) Represents reclassifications between accumulated depreciation and buildings, improvements and equipment made to record certain properties at fair value in accordance with GAAP. (3) Aggregate cost for federal income tax purposes is approximately $ 6,856,008 . (4) We depreciate buildings and improvements over periods ranging up to 40 years and equipment over periods ranging up to 12 years. (5) These properties are collateral for our $ 24,729 of mortgage notes. (6) These properties are subject to our $ 5,339 of finance leases. S-12 Table of Contents DIVERSIFIED HEALTHCARE TRUST SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Analysis of the carrying amount of real estate and equipment and accumulated depreciation during the period: Real Estate and Equipment Accumulated Depreciation Balance as of December 31, 2019 $ 7,461,586 $ 1,570,801 Additions 192,124 216,418 Disposals ( 145,430 ) ( 10,228 ) Impairment ( 106,972 ) — Cost basis adjustment (1) ( 126,127 ) ( 126,127 ) Reclassification of assets held for sale, net 135,549 44,037 Balance as of December 31, 2020 7,410,730 1,694,901 Additions 229,735 223,039 Disposals ( 910,372 ) ( 158,523 ) Impairment 174 — Cost basis adjustment (1) ( 29,762 ) ( 29,762 ) Reclassification of assets held for sale, net 113,051 8,152 Balance as of December 31, 2021 6,813,556 1,737,807 Additions 372,443 220,536 Disposals ( 452,233 ) ( 96,788 ) Cost basis adjustment (1) ( 40,838 ) ( 33,203 ) Reclassification of assets held for sale, net ( 385 ) — Balance as of December 31, 2022 $ 6,692,543 $ 1,828,352 (1) Represents reclassifications between accumulated depreciation and buildings, improvements and equipment made to record certain properties at fair value in accordance with GAAP. S-13 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. DIVERSIFIED HEALTHCARE TRUST By: /s/ Jennifer F. Francis Jennifer F. Francis President and Chief Executive Officer Dated: March 1, 2023 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date /s/ Jennifer F. Francis Managing Trustee, President and Chief Executive Officer (principal executive officer) March 1, 2023 Jennifer F. Francis /s/ Richard W. Siedel, Jr. Chief Financial Officer and Treasurer (principal financial and accounting officer) March 1, 2023 Richard W. Siedel, Jr. /s/ John L. Harrington Independent Trustee March 1, 2023 John L. Harrington /s/ Lisa Harris Jones Independent Trustee March 1, 2023 Lisa Harris Jones /s/ Daniel F. LePage Independent Trustee March 1, 2023 Daniel F. LePage /s/ David A. Pierce Independent Trustee March 1, 2023 David A. Pierce /s/ Adam D. Portnoy Managing Trustee March 1, 2023 Adam D. Portnoy /s/ Jeffrey P. Somers Independent Trustee March 1, 2023 Jeffrey P. Somers S-14