UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section
14(a) of the Securities Exchange Act of 1934
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Filed by the Registrant x
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Filed by a Party other than the Registrant ¨
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Preliminary Proxy Statement
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Confidential, for Use of
the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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x
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Definitive Additional Materials
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Soliciting Material Pursuant
to Section 240.14a-12
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HEALTHCARE
TRUST, INC.
(Name of Registrant as Specified in Its
Charter)
(Name of Person(s) Filing Proxy Statement,
if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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Fee computed on table below
per Exchange Act Rules 14a-6(i)(l) and 0-11.
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(1)
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Title of each class of
securities to which transaction applies:
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(2)
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Aggregate number of securities
to which transaction applies:
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(3)
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Per unit price or other
underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated
and state how it was determined):
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(4)
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Proposed maximum aggregate
value of transaction:
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Fee paid previously with
preliminary materials.
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Check box if any part of
the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously.
Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration
Statement No.:
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The proxy solicitor to Healthcare Trust, Inc. (the “Company”)
is expected to use the following materials in connection with the Company’s 2020 annual meeting of stockholders.
WE NEED
YOUR PARTICIPATION
URGENT
REQUEST REGARDING OUR
ANNUAL
STOCKHOLDER MEETING
Dear Fellow Stockholder,
The Healthcare Trust, Inc. 2020
Annual Meeting of Stockholders has been adjourned to May 12, 2020 due to the lack of
stockholder participation.
Your
vote is missing and your participation is needed. Please join your fellow stockholders and act today! We urge you to vote
(or abstain) as soon as possible in order to allow Healthcare Trust, Inc. to obtain the necessary number of votes required to hold
the meeting on the adjourned meeting date.
Please note that proxy solicitation costs
are borne by Healthcare Trust, Inc.. These costs can be substantial.
Your participation today will help
us manage such costs and will avoid the need for our proxy solicitor, Broadridge, to initiate further calls, e-mails or mailings
to you.
Sincerely
Michael Weil
Chief Executive Officer and President
Voting
is quick and will take only a couple
minutes of your time To speak with a live agent
and to vote or abstain please call:
1-855-973-0096
THREE
WAYS TO VOTE
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PROXY
QUESTIONS?
Call 1-855-973-0096
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WWW.PROXYVOTE.COM/HTI
Please
have your proxy card in hand when accessing the website. There are easy-to-follow directions to help you complete the electronic
voting instruction form.
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WITHOUT
A PROXY CARD
Call 1-855-973-0096
Monday
to Friday, 9:00 A.M. to 9:00 P.M. ET to speak with a Proxy Specialist.
WITH A
PROXY CARD
Call
1-800-690-6903 with a touch-tone phone to vote using an automated system.
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VOTE
PROCESSING
Mark,
sign and date your ballot and return it in the postage-paid envelope provided.
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April
2020
URGENT
Re: Your investment in Healthcare
Trust Inc.
Dear Shareholder,
Broadridge
Financial Solutions has been engaged by Healthcare Trust Inc. to contact you regarding an important matter pertaining to
your investment in Healthcare Trust Inc.
Our previous
attempts to contact you have been unsuccessful. Accordingly, please contact us immediately at 1-855-973-0096 Monday through
Friday between the hours of 9:00am to 9:00pm Eastern Time.
This matter
is very important, but will take only a moment of your time.
Thank you
in advance for your assistance with this matter.
Sincerely,
Gina Balderas
Manager
Shareholder Services
The HTI Annual Meeting has been Adjourned to May 12, 2020
You have Control
over the Calls – It’s Easy to Stop Them
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Just
Vote or Abstain
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Over the past several weeks you should have
received proxy materials describing the matters to be voted upon this year.
At the Annual Meeting you are only being
asked to:
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Elect
Leslie D. Michelson and Edward Michael Weil, Jr. as the Class III directors to serve until the 2023 Annual Meeting and until their
successors are duly elected and qualify.
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Ratify
the appointment of PricewaterhouseCoopers LLP ("PwC") as the Company's independent registered public accounting firm
for the year ending December 31, 2020.
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Adopt
a non-binding advisory resolution approving the executive compensation for our named executive officers as described in the proxy.
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Recommend,
by non-binding vote, the frequency of future non-binding advisory votes on executive compensation
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The HTI board of directors
recommends a vote "FOR" the election of Mr. Michelson and Mr. Weil, a
vote "FOR" the ratification of the appointment
of PwC and a vote of "THREE YEARS" in the
non-binding vote regarding the frequency of future non-binding advisory votes
on executive compensation.
Please visit www.proxyvote.com/HTI
(if you have your control number available for reference) or
call 855-973-0096
to vote, to speak
with a proxy agent or to request materials.
INVESTORS ARE URGED TO READ THE PROXY
STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
THESE MATERIALS ARE AVAILABLE FREE OF CHARGE ON THE SEC’S WEBSITE AT WWW.SEC.GOV OR AT WWW.HEALTHCARETRUSTINC.COM
Copyright (C) 2020 AR Global
Investments, LLC All rights reserved.
650 Fifth Avenue,
30th Floor, New York, NY 10019 | T: 212-415-6500.
The Company’s proxy solicitor is expected to use the following
recorded telephone message in connection with the Company’s 2020 annual meeting of stockholders.
PROXYLITE MESSAGE
“Hi, this is Mike Weil, CEO and President of Healthcare
Trust, Inc.
I’m calling you again with an urgent request.
This year’s annual stockholder meeting has been adjourned
to May 12th so that we can obtain the additional votes needed to reach quorum.
Your vote or abstention will help HTI to achieve this goal and
help keep the substantial costs associated with additional proxy solicitation efforts, which are borne by the company, as low as
possible. Importantly, your participation will stop future calls and e-mails to you. I ask that you take time today to either vote
or abstain. It is quick and easy.
If you are ready to vote your shares now or have questions about
the proxy, you may press 1 at any time during this message to be connected with a Broadridge proxy specialist.
Your vote matters and is important no matter how many shares
you own. This year’s proxy includes only the election of directors, the adoption of a non-binding advisory resolution on
named executive officer compensation, a recommendation by non-binding vote on the frequency of future non-binding advisory votes
on named executive officer compensation and the ratification of the appointment of PricewaterhouseCoopers as the company’s
independent registered public accounting firm for the year ending December 31, 2020.
If you received this as a message on your voice mail or
need time to review the proxy materials, you may contact a specialist at Broadridge, the proxy agent, at 855-973-0096 for
help with voting your shares.
I appreciate your investment and thank you in advance for your
participation this year.”
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