secwatch / observer
8-K filed May 22, 2026, 5:15 PM ET ticker WELL CIK 0000766704
other material confidence high sentiment negative materiality 0.15

Welltower say-on-pay fails with 81% opposition; all directors elected despite notable against votes

WELLTOWER INC.

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

WELLTOWER INC. shareholders approved Election of nine director nominees named in the 2026 Proxy Statement at the 2026-05-21 meeting.

Proposal
director election
Outcome
passed
Meeting
2026-05-21
Exact text from the filing
Proposal #1 — The election of nine director nominees named in the 2026 Proxy Statement to hold office until the next annual meeting of shareholders and until their respective successors have been duly elected and qualified: Nominee For Against Abstentions Broker Non-Votes Kenneth J. Bacon 631,897,835 4,414,803 846,305 25,018,794 Karen B. DeSalvo 629,928,284 5,185,300 2,045,359 25,018,794 Andrew Gundlach 633,701,857 2,611,078 846,008 25,018,794 Dennis G. Lopez 633,775,795 2,538,829 844,319 25,018,794 Shankh Mitra 627,627,820 8,666,635 864,488 25,018,794 Ade J. Patton 480,229,232 156,084,877 844,834 25,018,794 Sergio D. Rivera 480,322,774 155,990,543 845,626 25,018,794 Johnese M. Spisso 465,929,347 169,190,898 2,038,698 25,018,794 Kathryn M. Sullivan 483,895,373 152,434,182 829,388 25,018,794 Each of the directors was elected at the Annual Meeting.
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

WELLTOWER INC. shareholders approved Ratification of the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026 at the 2026-05-21 meeting.

Proposal
auditor ratification
Outcome
passed
Meeting
2026-05-21
Exact text from the filing
Proposal #2 — The ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026: For Against Abstentions Broker Non-Votes 611,182,123 50,179,748 815,866 0 This proposal was approved at the Annual Meeting.
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

WELLTOWER INC. shareholders rejected Approval, on an advisory basis, of the compensation of the Company's named executive officers as disclosed in the 2026 Proxy Statement at the 2026-05-21 meeting.

Proposal
say on pay
Outcome
failed
Meeting
2026-05-21
Exact text from the filing
Proposal #3 — The approval, on an advisory basis, of the compensation of the Company’s named executive officers as disclosed in the 2026 Proxy Statement: For Against Abstentions Broker Non-Votes 120,364,416 515,585,650 1,208,877 25,018,794 This proposal was not approved at the Annual Meeting.
View on SEC.gov

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WELLTOWER INC. filing history →

Source: SEC EDGAR
accession 0001193125-26-237176
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