0001193125-21-094440 Sample Contracts

WELLTOWER INC. $750,000,000 2.800% Notes due 2031 UNDERWRITING AGREEMENT
Underwriting Agreement • March 25th, 2021 • Welltower Inc. • Real estate investment trusts • New York

Welltower Inc., a Delaware corporation (the “Company”), proposes to sell to the underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) $750,000,000 aggregate principal amount of the Company’s 2.800% Notes due 2031 (the “Notes”), to be issued pursuant to the provisions of an indenture dated as of March 15, 2010 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by a supplemental indenture thereto, to be dated as of March 25, 2021 (the “Supplemental Indenture No. 19”). As used herein, the term “Indenture” shall include the Base Indenture and the Supplemental Indenture No. 19.

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