National Healthcare Properties Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
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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): June 15, 2026
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Item 8.01. Other Events.
National Healthcare Properties, Inc. (the “Company”) has been notified that on June 15, 2026, MacKenzie Capital Management, LP and its affiliates (collectively, “MacKenzie”) launched an unsolicited “mini-tender” offer to purchase up to 150,000 shares of the Company’s common stock, $0.01 par value per share (“common stock”), which in aggregate represents approximately 0.2% of the Company’s outstanding shares of common stock (including the Company’s Class A common stock, $0.01 par value per share), at a price of $7.27 per share (the “MacKenzie Offer”), subject to certain terms and conditions set forth in MacKenzie’s Offer to Purchase Shares. The Company is not affiliated with MacKenzie or the MacKenzie Offer.
After careful evaluation of the MacKenzie Offer, the Company determined (i) not to make any recommendation and (ii) to remain neutral as to whether stockholders should tender their shares of the Company’s common stock in the MacKenzie Offer.
On June 16, 2026, the Company published a letter to its stockholders on its website notifying them of the decision of the Company to not make any recommendation and to remain neutral regarding the MacKenzie Offer. A copy of the letter is furnished as Exhibit 99.1 hereto and incorporated by reference herein.
The material terms of the Underwriting Agreement are qualified in their entirety by the agreement, a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL | |||||||
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.
NATIONAL HEALTHCARE PROPERTIES, INC. | ||||||||
Date: June 16, 2026 | By: | /s/ Andrew T. Babin | ||||||
Andrew T. Babin Chief Financial Officer and Treasurer | ||||||||