Current Report · Items 5.02, 9.01 · 8-K
NATIONAL HEALTH INVESTORS INC
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 27, 2026, National Health Investors, Inc. (the “Company”) entered into a Change in Control Severance Agreement (the “CIC Severance Agreement”) with Christian Maingot (the “Executive”). The CIC Severance Agreement is effective as of August 27, 2026.…
Filed Aug 27, 2026Accepted Aug 27, 2026, 4:08 PM EDTCIK 877860Accession 0000877860-26-000205
Company context
National Health Investors, Inc. (NYSE: NHI), established in 1991 as a Maryland corporation, is a self-managed real estate investment trust (“REIT”). The Company owns, leases, operates and finances the development of high-quality real estate properties in the United States, focusing on senior housing communities and medical facilities. The Company operates through two reportable segments, Real Estate Investments and SHOP. The Company’s real estate property investments include independent living facilities, assisted living facilities, entrance fee communities, senior living campuses, skilled nursing facilities and hospitals. For more information, visit www.nhireit.com.
Current securities
Registered securities in this filing
National Health Investors, Inc. · 8-K · Filed 2026-08-27
As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.
Common Stock, $0.01 par value
- Exchange
- NYSE
- Classification
- COMMON
- Status
- Current
Filing context
Context: c-1
Dimensions: Not supplied
Accession 000087786026000205 · 1 registered-security cover member
Read the exact SEC filing ↗Disclosure sections
Items 5.02, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 27, 2026, National Health Investors, Inc. (the “Company”) entered into a Change in Control Severance Agreement (the “CIC Severance Agreement”) with Christian Maingot (the “Executive”). The CIC Severance Agreement is effective as of August 27, 2026.
The CIC Severance Agreement provides that, subject to the Executive executing and not revoking a general release of claims and in lieu of any severance under any other agreement or arrangement, in the event the Executive’s employment is terminated by the Company without “Cause” or by the Executive for “Good Reason” within two years following a “Change in Control” or is terminated without “Cause” within 30 days prior to a “Change in Control” (each term, as defined in the CIC Severance Agreement), the Executive will be entitled to receive the following: (1) a lump sum cash payment equal to 2.0 times the average of the Executive’s annual base salary and bonus for the most recent two consecutive calendar years (or, if employed by the Company for less than two calendar years, for such number of full calendar years); (2) a lump sum cash payment equal to the greater of the Executive’s target annual bonus and annual bonus that would have been earned based on performance through the termination, pro-rated for actual days of service during the performance period; (3) continued COBRA coverage for the Executive and the Executive’s spouse and dependents (as applicable) for 18 months; and (4) accelerated vesting of all equity or equity-based incentive awards subject solely to time-based vesting.
The CIC Severance Agreement includes (i) non-competition restrictions during the Executive’s employment and, if severance benefits are payable pursuant to the CIC Severance Agreement, for 12 months thereafter, (ii) non-solicitation of customer and employee restrictions during the Executive’s employment and, if severance benefits are payable pursuant to the CIC Severance Agreement, for 12 months thereafter, and (iii) confidentiality restrictions during the Executive’s employment and thereafter. In addition, if any payment or benefit pursuant to the CIC Severance Agreement or otherwise would be subject to the excise tax imposed by Section 4999 of the Code, then such payments or benefits will be reduced to the largest amount that would not result in such excise tax, if and only if such reduction would result in the Executive’s receipt of greater net after-tax proceeds.
The foregoing description of the CIC Severance Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the CIC Severance Agreement, a copy of which is filed as Exhibit 10.1 hereto and the terms of which are incorporated herein by reference.