8-K
filed June 9, 2025, 7:59 PM ET
CIK 0001503707
M&A
confidence high
sentiment neutral
materiality 1.00
NorthStar Healthcare Income, Inc.: M&A transaction — NorthStar Healthcare acquired by Welltower affiliate in all-cash merger at $3.03/share
NorthStar Healthcare Income, Inc.
- Merger completed June 9, 2025; each share converted to $3.03 cash.
- Company ceased to exist; Merger Sub (Compound Merger Sub LLC) is surviving entity.
- All directors resigned: T. Andrew Smith, Jonathan A. Carnella, Gregory A. Samay, Kendall K. Young.
- Officers departed: Kendall K. Young (CEO/President), Nicholas R. Balzo (CFO/Treasurer), Ann B. Harrington (GC/Secretary).
- Transaction financed with cash on hand; control passed to Compound Holdco LLC (Welltower OP LLC affiliate).
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jonathan A. Carnella resigned as Director at NorthStar Healthcare Income, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
T. Andrew Smith, Jonathan A. Carnella, Gregory A. Samay and Kendall K. Young each resigned from the Company’s board of directors effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
T. Andrew Smith resigned as Director at NorthStar Healthcare Income, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
T. Andrew Smith, Jonathan A. Carnella, Gregory A. Samay and Kendall K. Young each resigned from the Company’s board of directors effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Nicholas R. Balzo resigned as Chief Financial Officer and Treasurer at NorthStar Healthcare Income, Inc..
- Action
- resigned
- Role
- Chief Financial Officer and Treasurer
Exact text from the filing
the following officers resigned from the offices indicated besides such officers’ names and ceased to serve in such offices: Kendall K. Young Chief Executive Officer and President Nicholas R. Balzo Chief Financial Officer and Treasurer Ann B. Harrington General Counsel and Secretary
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ann B. Harrington resigned as General Counsel and Secretary at NorthStar Healthcare Income, Inc..
- Action
- resigned
- Role
- General Counsel and Secretary
Exact text from the filing
the following officers resigned from the offices indicated besides such officers’ names and ceased to serve in such offices: Kendall K. Young Chief Executive Officer and President Nicholas R. Balzo Chief Financial Officer and Treasurer Ann B. Harrington General Counsel and Secretary
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gregory A. Samay resigned as Director at NorthStar Healthcare Income, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
T. Andrew Smith, Jonathan A. Carnella, Gregory A. Samay and Kendall K. Young each resigned from the Company’s board of directors effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kendall K. Young resigned as Director at NorthStar Healthcare Income, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
T. Andrew Smith, Jonathan A. Carnella, Gregory A. Samay and Kendall K. Young each resigned from the Company’s board of directors effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kendall K. Young resigned as Chief Executive Officer and President at NorthStar Healthcare Income, Inc..
- Action
- resigned
- Role
- Chief Executive Officer and President
Exact text from the filing
the following officers resigned from the offices indicated besides such officers’ names and ceased to serve in such offices: Kendall K. Young Chief Executive Officer and President Nicholas R. Balzo Chief Financial Officer and Treasurer Ann B. Harrington General Counsel and Secretary
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
NorthStar Healthcare Income, Inc. underwent a change of control involving Compound Merger Sub LLC for $3.03 per share in cash (closed 2025-06-09).
- Action
- change of control
- Counterparty
- Compound Merger Sub LLC
- Consideration
- $3.03 per share in cash
- Closing
- 2025-06-09
Exact text from the filing
any wholly owned subsidiary of Parent or the Company, which were cancelled and retired at the Effective Time) was converted into the right to receive an amount in cash equal to $3.03, as may be adjusted in accordance with the terms of the Merger Agreement (the “Merger Consideration”), without interest, but subject to any withholding required under applicable
View on SEC.gov
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