2 unchanged sentences
During our last fiscal quarter, no director or officer, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined in Regulation S-K Item 408.
−Removed: The following exhibits are included, or incorporated by reference, in this Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (and are numbered in accordance with Item 601 of Regulation S-K):
−Removed: Articles of Amendment and Restatement for Healthcare Trust, Inc.
−Removed: Second Amended and Restated Bylaws of Healthcare Trust, Inc.
−Removed: Articles Supplementary of Healthcare Trust, Inc.
−Removed: relating to election to be subject to Section 3-803 of the Maryland General Corporation Law, dated November 9, 2017.
+Added: The following exhibits are included, or incorporated by reference, in this Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 (and are numbered in accordance with Item 601 of Regulation S-K):
+Added: Agreement and Plan of Merger, dated August 6, 2024, by and among the Company, HTI Merger Sub, LLC, Healthcare Trust Advisors, LLC and AR Global Investments, LLC
+Added: Composite Articles of Amendment and Restatement for the Company
+Added: Composite Amended and Restated Bylaws of the Company
+Added: Articles Supplementary of the Company relating to election to be subject to Section 3-803 of the Maryland General Corporation Law, dated November 9, 2017
Articles Supplementary relating to the designation of shares of 7.375% Series A Cumulative Redeemable Perpetual Preferred Stock, dated December 6, 2019
1 unchanged sentence
Articles Supplementary relating to the designation of shares of 7.125% Series B Cumulative Redeemable Perpetual Preferred Stock, dated October 4, 2021
−Removed: Sixth Amendment, dated October 4, 2021, to the Agreement of Limited Partnership of Healthcare Trust Operating Partnership, L.P., dated February 14, 2013.
+Added: Articles of Amendment to the Company’s Charter, filed September 26, 2024 (Reverse Stock Split)
+Added: Articles of Amendment to the Company’s Charter, filed September 26, 2024 (Name Change and Par Value Adjustment)
+Added: Amendment No.
+Added: 3 to the Amended and Restated Bylaws of the Company
+Added: Promissory Note, dated September 27, 2024, by and between the Company and AR Global Investments, LLC
+Added: Employment Agreement, dated September 25, 2024, by and between the Company and Michael Anderson
Certification of the Principal Executive Officer of the Company pursuant to Securities Exchange Act Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
11 unchanged sentences
+ Furnished herewith
−Removed: (1) Filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on March 11, 2016, and incorporated by reference herein.
−Removed: (2) Filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 filed with the SEC on August 11, 2023, and incorporated by reference herein.
+Added: # Indicates management contract or compensatory plan or arrangement.
+Added: (1) Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on August 7, 2024, and incorporated by reference herein.
+Added: Pursuant to Item 601(a)(5) of Regulation S-K, schedules and similar attachments to this exhibit have been omitted because they do not contain information material to an investment or voting decision and such information is not otherwise disclosed in such exhibit.
+Added: The Company will supplementally provide a copy of any omitted schedule or similar attachment to the U.S.
+Added: Securities and Exchange Commission or its staff upon request.
(2) Filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 filed with the SEC on November 14, 2017, and incorporated by reference herein.
1 unchanged sentence
(4) Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on September 15, 2020, and incorporated by reference herein.
−Removed: (6) Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on October 4, 2021, and incorporated by reference herein.
+Added: (5) Filed as an exhibit to the Company’s Registration Statement on Form 8-A filed with the SEC on October 4, 2021, and incorporated by reference herein.
+Added: (6) Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on September 30, 2024, and incorporated by reference herein.
+Added: (7) Management contract or compensatory plan or arrangement.
+Added: Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on September 30, 2024, and incorporated by reference herein.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: HEALTHCARE TRUST, INC.
+Added: NATIONAL HEALTHCARE PROPERTIES, INC.
/s/ Michael Anderson
Michael Anderson
−Removed: Chief Executive Officer
+Added: Chief Executive Officer and President
(Principal Executive Officer)
−Removed: Chief Financial Officer, Treasurer and Secretary
+Added: Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)
−Removed: August 9, 2024
+Added: November 12, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.