Dilution profile // every instrument, one screen, from SEC filings

WELLTOWER INC. (WELL)

CIK 766704 · all EDGAR filings →

Overall dilution risk
HIGHworst of 3 computed signals (offering ability)
= the worst band among the computed sub-ratings, no hidden weighting
not every sub-rating was computable; treat as a floor
Offering ability
HIGH$1127M registered
= total registered offering amount from the fee exhibits of live registrations (bands: $1M / $20M)
one or more live registrations had no structured fee data, so the true total is AT LEAST this
Overhead supply
NOT COMPUTEDno warrant count tagged in XBRL
= warrant shares outstanding divided by current shares outstanding
absence of a tag is not proof of absence of warrants
Historical dilution
MEDIUM+42% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
Cash need
LOWoperating cash flow positive
= cash vs trailing operating burn (bands: 6mo / 24mo; positive operating CF = low)

Same rating bands the category standard uses, but free, with the formula on the chip and the gaps in the data said out loud.

Shares outstanding over time

2020-07-312026-04-24

Latest: 705.9M shares as of Apr 24, 2026 (10-Q).

Cash runway

Self-funding

profitable · generates cash

Full breakdown: cash runway tool · source filing →

Warrants

No warrant figures tagged in this filer’s XBRL facts. That means the company has not reported them in structured form; it does not prove no warrants exist. The exhibits are the ground truth.

Convertible notes

NotePrincipalCarryingConv. priceRateIf converted
2029 Exchangeable Notes$1.03B$1.03B$127.733.125%~8.1M sh
2028 Exchangeable Notesnot tagged$843.0M$94.99

If every note above converted at its tagged price: ~8.1M new shares on 705.9M currently outstanding. An estimate from principal ÷ conversion price, with inputs carrying different as-of dates; make-whole adjustments, capped calls and partial repurchases are not modeled.

Notes exactly as the company dimensioned them in its 10-Q filed Jul 28, 2026. Principal is face amount as tagged, not what remains after repurchases unless the filer updated the tag. A note the filer did not dimension is absent here, not absent from the balance sheet; the exhibits stay the ground truth.

Fully diluted build-up

Shares outstanding plus every potential-share instrument the filer tagged in XBRL, each at its own as-of date. An estimate assembled from filed figures, not a filing figure itself.

Shares outstanding705.9MApr 24, 2026
+ 2029 Exchangeable Notes (if fully converted)8.1MJul 31, 2024
Fully diluted estimate714.0M+1.1% vs O/S

Still excluded, because the filer does not tag them in countable form: employee options and RSUs, any instrument living only in exhibit prose, and instruments above missing a share count. Inputs carry different as-of dates, shown per row. Each figure traces to the tranche and note tables above and their cited filings.

Registrations and offerings

Registered offering capacity on live registrations: $1127.1Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-3ASRMar 28, 2025$1127.1M registeredfiling →
S-3ASRMar 28, 2025fee exhibit found but no total offering amount (fees deferred, typical for automatic shelves)filing →

Last 12 months: 6 executed · 0 registered.

EXECUTEDJul 28, 2026Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
UPDATEJul 28, 2026Resale prospectus — existing holders registering to sell424B7
EXECUTEDJul 8, 2026Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDJul 6, 2026Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
MARKETINGJul 6, 2026Free-writing prospectus — offering being marketedFWP
EXECUTEDApr 29, 2026Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
UPDATEApr 29, 2026Resale prospectus — existing holders registering to sell424B7
EXECUTEDOct 28, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
UPDATEOct 28, 2025Resale prospectus — existing holders registering to sell424B7
EXECUTEDOct 28, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDAug 1, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDJul 31, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5

Full history and shelf status: offering checker · S-3 shelf checker

Source: SEC EDGAR XBRL company facts and filing metadata, fetched live and cached briefly. Share counts are cover-page figures with their form named. Warrant tranches and convertible notes come from the dimensioned facts in the latest 10-Q/10-K instance document, exactly as the company tagged them; untagged tranches and notes are absent, not disproven. Nothing on this page is manually verified and nothing is behind a login: what free data supports is shown, what it cannot support is stated. Not investment advice.

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