Current Report Filing (8-k)
March 13 2020 - 5:02PM
Edgar (US Regulatory)
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0001561032
2020-03-12
2020-03-13
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 13, 2020
Healthcare Trust, Inc.
(Exact Name of Registrant as Specified in
Charter)
Maryland
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001-39153
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38-3888962
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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650
Fifth Avenue, 30th Floor
New York, New York 10019
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(Address, including zip code,
of Principal Executive Offices)
Registrant's telephone number,
including area code: (212) 415-6500
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Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class:
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Trading Symbol(s)
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Name of each exchange on which registered:
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7.375% Series A Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share
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HTIA
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The Nasdaq Global Market
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities
Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act
of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
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If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01. Regulation FD Disclosure.
On March 13, 2020,
Healthcare Trust, Inc. (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this
Current Report on Form 8-K. Such press release shall not be deemed “filed” for any purpose, including for the purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the
liabilities of that Section. The information in Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference
into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language
in such filing.
The statements in this Current Report on
Form 8-K include statements regarding the intent, belief or current expectations of the Company and members of its management team,
as well as the assumptions on which such statements are based, and generally are identified by the use of words such as “may,”
“will,” “seeks,” “strives,” “anticipates,” “believes,” “estimates,”
“expects,” “plans,” “intends,” “should” or similar expressions. Actual results
may differ materially from those contemplated by such forward-looking statements, including as a result of those factors set forth
in the Risk Factors section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 filed on March
14, 2019 and all other filings with the Securities and Exchange Commission after that date, as such risks, uncertainties and other
important factors may be updated from time to time in the Company’s subsequent reports. Further, forward-looking statements
speak only as of the date they are made, and the Company undertakes no obligation to update or revise forward-looking statements
to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless
required by law.
Item 9.01. Financial Statements
and Exhibits.
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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HEALTHCARE TRUST, INC.
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Date: March 13, 2020
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By:
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/s/ Edward M. Weil, Jr.
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Name:
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Edward M. Weil, Jr.
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Title:
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Chief Executive Officer and President
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