NHI: Other company developments

Item 8.01. Other Events . As previously disclosed, on April 21, 2026, National Health Investors, Inc. on behalf of itself and its affiliates identified in the Agreement (collectively, the “Company”) entered into a Purchase and Sale Agreement (the “Agreement”) with NHC/OP, L.P., a Delaware limited partnership (the “Purchaser”) and a wholly-owned subsidiary of National HealthCare Corporation (“NHC”), on behalf of itself and its affiliates identified in the Agreement, each of which is a wholly-owned subsidiary of NHC (collectively, together with the Purchaser, the “Purchaser Parties”) to sell to the Purchaser Parties the land, facilities, and improvements, including 32 skilled nursing facilities and three independent living facilities (collectively, the “Property”), currently leased by the Purchaser Parties, as tenants, from the Company, as landlord, under a Master Agreement to Lease dated October 17, 1991, as amended, and those single Facility leases executed by the parties. The purchase and sale of the Property and other transactions contemplated by the Agreement are referred to herein as the “Transaction.” The consummation of the Transaction is subject to the satisfaction or waiver of certain customary closing conditions including, among other things, the expiration or termination of the applicable waiting period and any extensions thereof under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Waiting Period”). On May 26, 2026, the parties received early termination of the HSR Waiting Period. On May 26, 2026, the Purchaser Parties provided notice to the Company that the Purchaser Parties waived their rights to terminate the Agreement during the Review Period (as defined in the Agreement). As a result, the Review Period ended on May 26, 2026