Welltower Inc.: 10-K Risk Factor Changes

2025 vs 2024  ·  SEC EDGAR  ·  2026-05-10
Other years: 2026 vs 2025
⚠ AI-Generated

The summary below was generated by an AI language model and may contain errors or omissions. All other content on this page is deterministically extracted from the original SEC EDGAR filing.

Welltower substantively modified its Sustainability and Human Capital risk disclosures in the 2025 10-K, reflecting evolving business priorities without expanding or contracting its overall risk factor portfolio. These two revisions represent refinements to existing risk characterizations rather than identification of new exposures or elimination of prior concerns.

✓ Deterministic extraction — no AI-generated data

Classification is based on semantic text similarity scoring and may include approximations. “No match” means no high-confidence textual match was found — not necessarily that a section was removed.

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New Risks
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Removed
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Unchanged
🟡 Modified

Sustainability

high match confidence

Sentence-level differences:

  • Reworded sentence: "Sustainability Approach We strive to operate in a responsible, transparent and sustainable manner."
  • Reworded sentence: "Department of Energy as an ENERGY STAR Partner of the Year for the sixth consecutive year and maintained the level of Sustained Excellence, the EPA’s highest recognition within the ENERGY STAR program, for the fourth consecutive year; •Maintained top 30% (3rd decile) ISS Quality Score ranking for each of Environment and Social •Named to the Bloomberg Gender-Equality Index for the sixth consecutive year; •Maintained Prime status under the ISS-ESG Corporate Rating for the sixth consecutive year; •Maintained GRESB Green Star status for the fourth consecutive year; and •Recognized for industry-leading governance practices, including #1 ranking from Green Street Advisors for Corporate Governance amongst all US REITs."
  • Reworded sentence: "These efforts support our ability to compete for and foster talent in an ever-changing workforce."
  • Added sentence: "The Welltower Charitable Foundation will provide a 100% match of 6 6 6 6 6 6 employee donations to verified 501(c)(3) organizations, up to $2,500 per employee per calendar year."
  • Reworded sentence: "During 2024, we sponsored our fifth annual Day of Giving so our employees could collaborate to make an impact with local charitable organizations through volunteer opportunities."

Current (2025):

Sustainability Approach We strive to operate in a responsible, transparent and sustainable manner. Our leadership, through the cross-functional Sustainability Steering Committee and the Board of Directors (the "Board"), through the Nominating Corporate/Governance Committee,…

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Sustainability Approach We strive to operate in a responsible, transparent and sustainable manner. Our leadership, through the cross-functional Sustainability Steering Committee and the Board of Directors (the "Board"), through the Nominating Corporate/Governance Committee, oversees and advances our sustainability initiatives. Our corporate responsibility and sustainability strategy is focused on adopting leading sustainability practices across our business and we were recognized for our leadership in this space over the past year in the following ways: •Achieved a MSCI ESG ("Environmental, Social and Governance") rating of AA; •Recognized by the U.S. Environmental Protection Agency (EPA) and U.S. Department of Energy as an ENERGY STAR Partner of the Year for the sixth consecutive year and maintained the level of Sustained Excellence, the EPA’s highest recognition within the ENERGY STAR program, for the fourth consecutive year; •Maintained top 30% (3rd decile) ISS Quality Score ranking for each of Environment and Social •Named to the Bloomberg Gender-Equality Index for the sixth consecutive year; •Maintained Prime status under the ISS-ESG Corporate Rating for the sixth consecutive year; •Maintained GRESB Green Star status for the fourth consecutive year; and •Recognized for industry-leading governance practices, including #1 ranking from Green Street Advisors for Corporate Governance amongst all US REITs. We are committed to operating in a sustainable manner that helps to reduce our environmental impact. Our goal is prudent environmental stewardship with a focus on reducing our greenhouse gas emissions, energy consumption, water usage and waste production; mitigating climate-related risks; and implementing energy efficiency, water efficiency and renewable energy technologies across our portfolio. We work with our stakeholders, including employees, vendors, operators, residents and tenants, in an effort to meet these objectives by encouraging and following evolving practices of environmental sustainability, including benchmarking our portfolio in ENERGY STAR Portfolio Manager, obtaining green building certifications, implementing energy efficient technologies and performing portfolio-wide physical and transition risk analyses to identify opportunities to help mitigate these risks. Our sustainability team is focused on investing in property improvement projects which meet the various objectives of our stakeholders, including providing an appropriate risk-adjusted return. The sustainability team is embedded within our asset management team, enabling them to create project scopes and specifications for energy saving component replacements and upgrades within our normal replacement schedules and when the economic benefits of the additional investment is optimized. Our review and approval process of these projects is stringent and includes using the actual meter readings and/or specialized equipment to estimate and later track the water and energy savings of the work completed. In the past, we have also issued "green" bonds to fund green building development projects. We value and are committed to our employees. We believe that a diverse workplace promotes equal opportunity, produces a variety of perspectives, motivates employees and helps us understand and better serve our stakeholders and the communities in which we do business. As of December 31, 2024, our U.S. employees self-identified as follows: EthnicityMaleFemaleAsian9 %11 %Black or African American5 %9 %Hispanic or Latino12 %11 %Native Hawaiian or Other Pacific Islander— %— %Two or More Races3 %2 %White71 %67 %100 %100 %Gender 54 %46 % Male Male Among other things, we support seven employee network groups ("ENGs") including women, families, racial and ethnic minorities, military, young professionals and those who identify as LGBTQI+ and their allies. Our ENGs provide support, education, networking opportunities and community belonging for our employees. These efforts support our ability to compete for and foster talent in an ever-changing workforce. In addition, we have several social initiatives in place that are focused on, among other things, engaging with our communities and promoting the health and well-being of our employees, tenants and residents. The Welltower Charitable Foundation (the "Foundation") financially supports charitable initiatives related to aging, healthcare, the environment, education and the arts. We encourage our employees to give back to the community by matching their contributions and donating their time to eligible charitable organizations. Funds are also allocated to each of our ENGs to make charitable contributions in support of their programming efforts. The Welltower Charitable Foundation will provide a 100% match of 6 6 6 6 6 6 employee donations to verified 501(c)(3) organizations, up to $2,500 per employee per calendar year. Additionally, the Foundation facilitates presentations for charities to compete in the Give-WELL campaign. This campaign enables our employees to present and vote for charities that will receive donations from the Foundation. During 2024, we sponsored our fifth annual Day of Giving so our employees could collaborate to make an impact with local charitable organizations through volunteer opportunities. See "Human Capital" below for additional information regarding our employee initiatives and programs. We believe that our Board is highly knowledgeable, skilled and independent, with eight of our nine directors being independent. As of December 31, 2024, our nine Directors self-identified as follows: Board CompositionEthnicityGenderAsian11 %Male67 %Black or African American22 %Female33 %Hispanic or Latino22 %100 %White45 %100 % Additional information regarding our sustainability programs and initiatives is available in our 2023 Sustainability Report (located on our website at www.welltower.com). Information on our website, including our Sustainability Report or sections thereof, is not incorporated by reference into this Annual Report.

View prior text (2024)

Environmental, Social and Governance ("ESG") Approach We strive to operate in a responsible, transparent and sustainable manner. Our leadership, through the cross-functional ESG Steering Committee and the Board of Directors (the "Board"), through the Nominating Corporate/Governance Committee, oversees and advances our ESG initiatives. We recognize that focusing on ESG engagement, integration and impact benefits our stakeholders and is fundamental to our business. Our corporate responsibility and sustainability strategy is focused on adopting leading ESG practices across our business and we were recognized for our leadership in this space over the past year in the following ways: •Achieved a MSCI ESG rating of AA; •Recognized by the U.S. Environmental Protection Agency (EPA) and U.S. Department of Energy as an ENERGY STAR Partner of the Year for the fifth consecutive year and maintained the level of Sustained Excellence, the EPA’s highest recognition within the ENERGY STAR program, for the third consecutive year; •Achieved the level of Executive Member in the EPA’s Certification Nation program; •Maintained top 30% (3rd decile) ISS Quality Score ranking for each of Environment and Social; •Listed in the FTSE4Good Index since 2012; •Named to the Bloomberg Gender-Equality Index for the fifth consecutive year; •Maintained Prime status under the ISS-ESG Corporate Rating for the fifth consecutive year; •Improved GRESB score and maintained GRESB Green Star status for the third consecutive year; 6 6 6 6 6 6 •Received the Labrador 2023 Transparency Award Top 3 in Real Estate for the second consecutive year; •Recognized for industry-leading governance practices, including #1 ranking from Green Street Advisors for Corporate Governance amongst all US REITs; and •Honored by the Women’s Forum of New York for the ratio of women on our Board being above the national average. Environmental We are committed to operating in a sustainable manner that helps to reduce the Company’s environmental impact. Our goal is prudent environmental stewardship with a focus on reducing our greenhouse gas emissions, energy consumption, water usage, and waste production; mitigating climate change risks; and implementing energy efficiency, water efficiency, and renewable energy technologies across our portfolio. We work with our stakeholders, including employees, vendors, operators, residents, and tenants, in an effort to meet these objectives by encouraging and following evolving practices of environmental sustainability, including benchmarking our portfolio in ENERGY STAR Portfolio Manager, obtaining green building certifications, implementing green technologies, and performing portfolio-wide physical and transition risk analysis to identify opportunities to help mitigate these risks. In December 2019, we issued our inaugural green bond of $500,000,000 of 2.700% senior unsecured notes due 2027 and in March 2022 we issued an additional green bond of $550,000,000 of 3.85% senior unsecured notes due 2032. The net proceeds from the offerings have been used to fund energy efficiency, water conservation and green building projects. As of September 30, 2023, we have utilized all of the proceeds from these issuances on such projects. Social We value and are committed to our employees. We believe that a diverse workplace produces a variety of perspectives, motivates employees and helps us understand and better serve our stakeholders, and the communities in which we do business. As of December 31, 2023, our U.S. employees self-identified as follows: EthnicityMaleFemaleAsian8 %13 %Black or African American5 %7 %Hispanic or Latino9 %10 %Native Hawaiian or Other Pacific Islander— %— %Two or More Races1 %2 %White77 %68 %100 %100 %Gender 51 %49 % Male Male We have reinforced our already strong commitment to diversity and inclusion through our Diversity Council and support of our seven employee network groups ("ENGs"). Our ENGs include women, families, racial and ethnic minorities, military, young professionals, and those who identify as LGBTQI+ and their allies. Our ENGs provide support, education, networking opportunities and community belonging for our employees. Our support of diversity and inclusion through our Diversity Council and ENGs, taken together with other employee initiatives, such as tailored messaging, training and discussions on equality and belonging, support our efforts to compete for and foster talent and inclusiveness in an ever-changing workforce. In addition, we have several social initiatives in place that are focused on fostering a more diverse workforce, engaging with our communities and promoting the health and well-being of our employees, tenants and residents. The Welltower Charitable Foundation (the "Foundation") financially supports charitable initiatives related to aging, health care, the environment, education and the arts. We encourage our employees to give back to the community by matching their contributions and donating their time to eligible charitable organizations. Funds are also allocated to each of our ENGs to make charitable contributions in support of their programming efforts. Additionally, the Foundation facilitates presentations for charities to compete in the Give-WELL campaign. This campaign enables our employees to present and vote for charities that will receive donations from the Foundation. During 2023, we sponsored our fourth annual Day of Giving so our employees could collaborate to make an impact with local charitable organizations through volunteer opportunities. See the Human Capital section below for additional information regarding employee initiatives and programs. 7 7 7 7 7 7 Governance Our commitment to diversity starts at the top with a highly knowledgeable, skilled and diverse Board. As of December 31, 2023, our ten Directors self-identified as follows: Board CompositionEthnicityGenderAsian10 %Male60 %Black or African American20 %Female40 %Hispanic or Latino20 %100 %White50 %100 % Nine of our ten Directors are independent, and the independent Chair of our Board is held by a Black/African American male. Four of five, or 80%, of our Board committees are chaired by either a Female (2), Hispanic/Latino (1) or Black/African American (1) Director. Additional information regarding our ESG programs and initiatives is available in our 2022 Environmental, Social and Governance Report (located on our website at www.welltower.com). Information on our website, including our Environmental, Social and Governance Report or sections thereof, is not incorporated by reference into this Annual Report.

🟡 Modified

Human Capital

medium match confidence

Sentence-level differences:

  • Reworded sentence: "As of December 31, 2024, we had 685 employees (653 located in U.S., 20 in the U.K."
  • Reworded sentence: "Strategic Growth Through Career Development and Workforce Planning In 2024, we made significant investments in career-pathing tools and workforce planning systems."

Current (2025):

Our employees are our greatest asset. As of December 31, 2024, we had 685 employees (653 located in U.S., 20 in the U.K. and 12 in Canada). We are committed to the success of our people and the unique combination of skills and experiences they bring to achieving our mission.…

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Our employees are our greatest asset. As of December 31, 2024, we had 685 employees (653 located in U.S., 20 in the U.K. and 12 in Canada). We are committed to the success of our people and the unique combination of skills and experiences they bring to achieving our mission. Strategic Growth Through Career Development and Workforce Planning In 2024, we made significant investments in career-pathing tools and workforce planning systems. We implemented company-wide skills maps, talent planning and review tools and a headcount and staffing planning system. These initiatives enabled us to strategically scale our organization and its people capabilities, while aligning individual goals with broader business objectives. Additionally, we enhanced our development programs by providing coaching, e-learning, job assessments, individual development plans and skills-based development tools. These tools support our employees' career growth and the development of future leaders. Driving Performance Excellence and Empowering Leaders We continued to invest in technology to help our team operate efficiently while servicing a larger workforce. Investments include standardizing policies and procedures, growing our internal Human Capital team and providing development opportunities for our Human Capital professionals. We also streamlined our performance management practices, creating more rigorous connections between performance and compensation. This approach fosters a culture of rewards and recognition, driving accountability and high performance. To enhance people leadership capabilities, we launched an industry-first, AI-based manager development program, offering managers real-world, situational training in a safe simulated environment to make mistakes, learn and grow. This program strengthens leadership decision-making and fosters a culture of continuous improvement. Cultural Development We remain committed to creating an inclusive and respectful workplace culture that employees value and contribute to. In 2024, we continued to provide our civil treatment and inclusive workplace training programs for leaders and employees. These efforts reinforce our mission to build an environment where everyone feels valued and supported. Additionally, we conducted an organizational effectiveness survey to better understand how the Human Capital team can more effectively support our leaders and teams. Insights from this survey are being used to refine our strategies and enhance our ability to meet the evolving needs of our workforce. Compensation and Benefits We are dedicated to offering compensation and benefits to attract and retain top talent. In 2024, we conducted a company-wide survey to assess employee benefits preferences. Based on these results, we enhanced our benefits offerings, furthering our commitment to providing industry-leading benefits that are important to our employees. Programs offered include healthcare and insurance benefits, retirement programs with robust matching programs, an employee stock purchase program, tuition assistance, paid leave policies, health navigation support, enhanced mental health support and wellness initiatives, among many others. Health, Safety and Wellness The health, safety and well-being of our employees remain a top priority. In 2024, we introduced additional wellness programs, expanded ENG initiatives and implemented additional wellness platforms such as family planning support. We also rolled out enhanced leave policies designed to help employees integrate work and life responsibilities more effectively. 7 7 7 7 7 7 We have transitioned to a four-day in-office workweek to foster collaboration, while continuing to support a geographically dispersed workforce. Our robust internal communications strategy, combined with our intranet serving as a digital headquarters, ensures employees remain connected to the business and leadership regardless of location. Key communication tools such as podcasts, town hall meetings and employee engagement events further reinforce this connectivity. Credit Concentrations Please see Note 9 to our consolidated financial statements.

View prior text (2024)

Our employees are our greatest asset. As of December 31, 2023, we had 533 employees (511 located in United States, 14 in the United Kingdom and eight in Canada). We are committed to the success of our people and the unique combination of skills and experiences they bring to achieving our mission. Employee Engagement High employee engagement and satisfaction are critical to attracting and retaining top talent. Annually, we conduct an employee engagement survey through an independent third party, measuring our progress on important employee issues such as manager relationships, employee empowerment, performance management and resources and support, and identifying opportunities for growth and improvement. Employee Development Programs and Performance Management Development through the talent pipeline, recognizing and rewarding performance and providing opportunities for continued growth are the cornerstones of our Human Capital strategy. We offer employees resources, trainings and tools designed to develop future leaders, advance careers and attract and retain talent, including but not limited to our robust early career programs, formal mentorship and coaching programs, manager development training, skill development courses and education assistance. During 2023, we continued executive management coaching programs to equip leaders with structured 360 feedback, customized development plans and guidance on company-wide succession planning. For many of our vice presidents and senior vice presidents, we provided one-on-one leadership coaching, focusing on maximizing their executive leadership potential. Compensation and Benefits In addition to salary, our compensation and benefits programs include annual short-term incentive bonuses, long-term incentive stock awards, retirement plans, an employee stock purchase plan, healthcare and insurance benefits, health savings and flexible spending accounts, paid time off, parental and caregiver leave, senior wellness leave, employee assistance programs, tuition assistance and health and wellness reimbursement programs, among many others. We are committed to supporting the diverse needs of our workforce, and with the assistance of independent third parties, we annually evaluate and benchmark the competitiveness of our compensation and benefits programs. Our focus remains on fair pay practices that reward performance while aligning with the evolving needs of our employees. Health, Safety and Wellness The success of our business is fundamentally connected to the safety and well-being of our employees, tenants, operators and managers, and their residents and visitors, as the case may be. We provide our employees and their families access to numerous innovative, flexible and convenient health and wellness programs that support physical, mental and financial well-being. In 2023, our focus remained on providing a safe office environment for our employees while continuing to allow for remote work, hybrid work and flexible work schedules where feasible. With the support of the varying work arrangements and a geographically dispersed workforce, we continued to develop ways to best support and communicate with our people. We continued to improve our employee experience by growing our internal communication platform (intranet), enhancing connectivity and collaboration. The mobile applications used created an easily accessible digital home-base where all company communications, including important office announcements, must-read company articles and external media engagements are located. Additional communication tools, including podcasts, town hall meetings, team events (virtually and in person) and dedicated communication channels for ENGs, demonstrate our commitment to ensuring employee alignment and engagement. Credit Concentrations Please see Note 9 to our consolidated financial statements.