Form 8-K

8-K — UNIVERSAL HEALTH REALTY INCOME TRUST

Accession: 0001193125-26-318144

Filed: 2026-07-27

Period: 2026-07-27

CIK: 0000798783

SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — uht-20260727.htm (Primary)

EX-99.1 (uht-ex99_1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: uht-20260727.htm · Sequence: 1

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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): July 27, 2026

UNIVERSAL HEALTH REALTY INCOME TRUST

(Exact name of Registrant as Specified in Its Charter)

Maryland

1-9321

23-6858580

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

Universal Corporate Center

367 South Gulph Road

King of Prussia, Pennsylvania

19406

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (610) 265-0688

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Shares of beneficial interest, $0.01 par value

UHT

New York Stock Exchange

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On July 27, 2026, the Trust made its second quarter, 2026 earnings release. A copy of the Trust’s press release is furnished as exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press release dated July 27, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

Exhibit Index

Exhibit

Number

Description

99.1

Press release dated July 27, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 thereunto duly authorized.

UNIVERSAL HEALTH REALTY INCOME TRUST

Date: July 27, 2026

By:

/s/ Charles F. Boyle

Name:

Charles F. Boyle

Title:

Senior Vice President and Chief Financial Officer

EX-99.1

Filename: uht-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

UNIVERSAL HEALTH REALTY INCOME TRUST

Universal Corporate Center

367 S. Gulph Road

P.O. Box 61558

King of Prussia, PA 19406

(610) 265-0688

FOR IMMEDIATE RELEASE

CONTACT:

Charles Boyle

July 27, 2026

Chief Financial Officer

(610) 768-3300

UNIVERSAL HEALTH REALTY INCOME TRUST

REPORTS FINANCIAL RESULTS FOR THE THREE AND SIX-MONTH

PERIODS ENDED JUNE 30, 2026

Consolidated Results of Operations - Three-Month Periods Ended June 30, 2026 and 2025:

KING OF PRUSSIA, PA - Universal Health Realty Income Trust (NYSE:UHT) announced today that for the three-month period ended June 30, 2026, net income was $5.9 million, or $.43 per diluted share, as compared to $4.5 million, or $.32 per diluted share, during the second quarter of 2025.

Our financial results for the three-month period ended June 30, 2026 included a gain on the sale of land of $724,000, or $.06 per diluted share, as discussed below. As reflected on the attached Schedule of Non-GAAP Supplemental Information (“Supplemental Schedule”), after adjusting our reported results for this gain, our adjusted net income was $5.2 million, or $.37 per diluted share during the three-month period ended June 30, 2026.

The increase in our adjusted net income of $691,000, or $.05 per diluted share, during the second quarter of 2026, as compared to the second quarter of 2025, consisted of the following: (i) a net aggregate increase of $422,000, or $.03 per diluted share, resulting from increased income generated at various properties; and (ii) an increase of $269,000, or $.02 per diluted share, resulting from a decrease in interest expense due to a decrease in our average effective borrowing rate (which gives effect to various interest rate swap agreements), partially offset by an increase in our average borrowings outstanding pursuant to our credit agreement.

As calculated on the attached Supplemental Schedule, our funds from operations ("FFO") were $12.5 million, or $.90 per diluted share, during the second quarter of 2026, as compared to $11.8 million, or $.85 per diluted share during the second quarter of 2025. The increase of $714,000, or $.05 per diluted share, was due primarily to the above-mentioned $691,000, or $.05 per diluted share, increase in our adjusted net income during the second quarter of 2026, as compared to the second quarter of 2025.

Consolidated Results of Operations - Six-Month Periods Ended June 30, 2026 and 2025:

For the six-month period ended June 30, 2026, net income was $10.9 million, or $.79 per diluted share, as compared to $9.3 million, or $.67 per diluted share, during the comparable period of 2025.

As discussed above, our financial results for the six-month period ended June 30, 2026 included a gain on the sale of land of $724,000. As reflected on the attached Supplemental Schedule, after adjusting our reported results for this gain, our adjusted net income was $10.2 million, or $.74 per diluted share during the six-month period ended June 30, 2026.

The increase in our adjusted net income of $933,000, or $.07 per diluted share, during the first six months of 2026, as compared to the comparable period of 2025, consisted of the following: (i) an increase of $486,000, or $.04 per diluted share, resulting from a decrease in interest expense due primarily to a decrease in our average effective borrowing rate; and (ii) a net aggregate increase of $447,000, or $.03 per diluted share, resulting from increased income generated at various properties.

As calculated on the attached Supplemental Schedule, our FFO were $24.8 million, or $1.79 per diluted share, during the first six months of 2026, as compared to $23.7 million, or $1.71 per diluted share during the comparable period of 2025. The increase of approximately $1.1 million, or $.08 per diluted share, was due to the above-mentioned $933,000, or $.07 per diluted share, increase in our adjusted net income during the first six months of 2026, as compared to the comparable period of 2025, as well as an increase in depreciation and amortization expense.

Dividend Information:

The second quarter dividend of $.75 per share, or $10.4 million in the aggregate, was declared on June 10, 2026 and paid on June 30, 2026.

Credit Agreement and Capital Resources Information:

In April, 2026, as previously disclosed, we entered into the first amendment to the second amended and restated credit agreement which increased the borrowing capacity to $475 million from $425 million previously. The maturity date, which was unchanged, is September 30, 2028, and we have the option to extend the maturity date for two additional six-month periods.

As of June 30, 2026, pursuant to the terms of our $475 million credit agreement, we had $109.4 million of available borrowing capacity, net of $365.6 million of outstanding borrowings.

Sale of Land:

In June 2026, we sold one of our three parcels of land located in Chicago, Illinois, for cash proceeds of $746,000, net of closing and related costs. The parcel sold represented approximately 14% of the total acreage. This sale generated a gain of approximately $724,000, which is included in our consolidated statements of income for the three and six-month periods ended June 30, 2026.

Miller Medical Plaza:

In October 2025, we entered into a ground lease with a wholly-owned subsidiary of UHS with the intent to develop, construct and own the real property of the Miller Medical Plaza, an 80,000 square foot MOB located in Palm Beach Gardens, Florida. This MOB will be located on the campus of the Alan B. Miller Medical Center, a newly constructed acute care hospital owned and operated by a wholly-owned subsidiary of UHS, which was completed and opened in May, 2026.

Construction of this MOB, for which we have engaged a wholly-owned subsidiary of UHS to act as project manager, commenced in February, 2026, and is expected to be completed in December, 2026. The cost of the MOB is estimated to be approximately $34 million. A wholly-owned subsidiary of UHS has executed a 10-year master flex lease agreement, which commences when building is completed and is subject to reduction based on the execution of third-party leases, for approximately 75% of the rentable square feet of the MOB.

General Information, Forward-Looking Statements and Risk Factors and Non-GAAP Financial Measures:

Universal Health Realty Income Trust, a real estate investment trust, invests in healthcare and human-service related facilities including acute care hospitals, behavioral health care hospitals, specialty

facilities, medical/office buildings, free-standing emergency departments and childcare centers. We have investments or commitments in seventy-seven properties located in twenty-one states.

This press release contains forward-looking statements based on current management expectations. Numerous factors, including those disclosed herein, as well as the operations and financial results of each of our tenants, those related to healthcare industry trends and those detailed in our filings with the Securities and Exchange Commission (as set forth in Item 1A-Risk Factors and in Item 7 - Forward-Looking Statements in our Form 10-K for the year ended December 31, 2025, and in Item 2 - Forward Looking Statements and Certain Risk Factors in our Form 10-Q for the quarter ended March 31, 2026), may cause the results to differ materially from those anticipated in the forward-looking statements. Readers should not place undue reliance on such forward-looking statements which reflect management’s view only as of the date hereof. We undertake no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

Many of the factors that could affect our future results are beyond our control or ability to predict. Future operations and financial results of our tenants, and in turn ours, could be materially impacted by various developments including, but not limited to, potential significant reductions in federal funding for state Medicaid programs, and/or other potential changes, which would likely result in reduced Medicaid payments to the operators of our facilities; decreases in staffing availability and related increases to wage expense experienced by our tenants resulting from the shortage of nurses and other clinical staff and support personnel; the impact of government and administrative regulation of the health care industry; declining patient volumes and unfavorable changes in payer mix caused by deteriorating macroeconomic conditions (including increases in uninsured and underinsured patients as the result of, among other things, the December 31, 2025 expiration of the enhanced subsidies formerly granted in connection with the purchase of coverage through insurance exchanges as provided for by the Patient Protection and Affordable Care Act, business closings and layoffs); potential cost increases and disruptions related to supplies and building materials resulting from changes in laws or policies governing the terms of foreign trade, and in particular, increased trade restrictions, tariffs or taxes on imports from where the products or materials are made; and potential increases to other expenditures.

In addition, the increase in interest rates during the past few years has substantially increased our borrowings costs and reduced our ability to access the capital markets on favorable terms. Additional increases in interest rates could have a significant unfavorable impact on our future results of operations and the resulting effect on the capital markets could adversely affect our ability to carry out our strategy.

We believe that, if and when applicable, adjusted net income and adjusted net income per diluted share (as reflected on the Supplemental Schedule), which are non-GAAP financial measures (“GAAP” is Generally Accepted Accounting Principles in the United States of America), are helpful to our investors as measures of our operating performance. In addition, we believe that, when applicable, comparing and discussing our financial results based on these measures, as calculated, is helpful to our investors since it neutralizes the effect in each year of material items that are non-recurring or non-operational in nature including items such as, but not limited to, gains or losses on transactions.

Funds from operations (“FFO”) is a widely recognized measure of performance for Real Estate Investment Trusts (“REITs”). We believe that FFO and FFO per diluted share, which are non-GAAP financial measures, are helpful to our investors as measures of our operating performance. We compute FFO, as reflected on the attached Supplemental Schedules, in accordance with standards established by the National Association of Real Estate Investment Trusts (“NAREIT”), which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than we interpret the definition. FFO adjusts for the effects of certain items, such as gains or losses on transactions that occurred during the periods

presented. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered to be an alternative to net income determined in accordance with GAAP. In addition, FFO should not be used as: (i) an indication of our financial performance determined in accordance with GAAP; (ii) an alternative to cash flow from operating activities determined in accordance with GAAP; (iii) a measure of our liquidity, or; (iv) an indicator of funds available for our cash needs, including our ability to make cash distributions to shareholders. A reconciliation of our reported net income to FFO is reflected on the Supplemental Schedules included below.

To obtain a complete understanding of our financial performance these measures should be examined in connection with net income, determined in accordance with GAAP, as presented in the condensed consolidated financial statements and notes thereto in this report or in our other filings with the Securities and Exchange Commission including our Report on Form 10-K for the year ended December 31, 2025, and our Report on Form 10-Q for the quarter ended March 31, 2026. Since the items included or excluded from these measures are significant components in understanding and assessing financial performance under GAAP, these measures should not be considered to be alternatives to net income as a measure of our operating performance or profitability. Since these measures, as presented, are not determined in accordance with GAAP and are thus susceptible to varying calculations, they may not be comparable to other similarly titled measures of other companies. Investors are encouraged to use GAAP measures when evaluating our financial performance.

(more)

Universal Health Realty Income Trust

Consolidated Statements of Income

For the Three and Six Months Ended June 30, 2026 and 2025

(amounts in thousands, except share information)

(unaudited)

Three Months Ended

Six Months Ended

June 30,

2026

2025

2026

2025

Revenues:

Lease revenue - UHS facilities (a.)

8,319

8,381

16,702

16,708

Lease revenue - Non-related parties

14,486

14,573

28,688

28,899

Other revenue - UHS facilities

279

237

515

466

Other revenue - Non-related parties

568

327

934

641

Interest income on financing leases - UHS facilities

1,339

1,350

2,681

2,702

24,991

24,868

49,520

49,416

Expenses:

Depreciation and amortization

7,028

6,994

13,982

13,839

Advisory fees to UHS

1,428

1,391

2,831

2,755

Other operating expenses

7,331

7,639

14,546

14,944

15,787

16,024

31,359

31,538

Income before equity in income of unconsolidated limited liability companies ("LLCs") and interest expense

9,204

8,844

18,161

17,878

Equity in income of unconsolidated LLCs

427

365

941

777

Gain on sale of land

724

Interest expense, net

(4,448

)

(4,717

)

(8,900

)

(9,386

)

Net income

5,907

4,492

10,926

9,269

Basic earnings per share

0.43

0.33

0.79

0.67

Diluted earnings per share

0.43

0.32

0.79

0.67

Weighted average number of shares outstanding - Basic

13,839

13,815

13,836

13,812

Weighted average number of shares outstanding - Diluted

13,881

13,856

13,878

13,853

(a.) Includes bonus rental on McAllen Medical Center, a UHS acute care hospital facility, of $992 and $862 for the three-month periods ended June 30, 2026 and 2025, respectively, and $2.0 million and $1.7 million for the six-month periods ended June 30, 2026 and 2025, respectively.

Universal Health Realty Income Trust

Schedule of Non-GAAP Supplemental Information (“Supplemental Schedule”)

For the Three Months Ended June 30, 2026 and 2025

(amounts in thousands, except share information)

(unaudited)

Calculation of Adjusted Net Income

Three Months Ended

June 30, 2026

June 30, 2025

Amount

Per

Diluted Share

Amount

Per

Diluted Share

Net income

5,907

0.43

4,492

0.32

Adjustment:

Less: Gain on sale of land

(724

)

(0.06

)

Subtotal adjustments to net income

(724

)

(0.06

)

Adjusted net income

5,183

0.37

4,492

0.32

Calculation of Funds From Operations (“FFO”)

Three Months Ended

June 30, 2026

June 30, 2025

Amount

Per

Diluted Share

Amount

Per

Diluted Share

Net income

5,907

0.43

4,492

0.32

Plus: Depreciation and amortization expense:

Consolidated investments

7,028

0.51

6,994

0.51

Unconsolidated affiliates

297

0.02

308

0.02

Less: Gain on sale of land

(724

)

(0.06

)

FFO

12,508

0.90

11,794

0.85

Dividend paid per share

0.750

0.740

Universal Health Realty Income Trust

Schedule of Non-GAAP Supplemental Information (“Supplemental Schedule”)

For the Six Months Ended June 30, 2026 and 2025

(amounts in thousands, except share information)

(unaudited)

Calculation of Adjusted Net Income

Six Months Ended

June 30, 2026

June 30, 2025

Amount

Per

Diluted Share

Amount

Per

Diluted Share

Net income

10,926

0.79

9,269

0.67

Adjustment:

Less: Gain on sale of land

(724

)

(0.05

)

Subtotal adjustments to net income

(724

)

(0.05

)

Adjusted net income

10,202

0.74

9,269

0.67

Calculation of Funds From Operations (“FFO”)

Six Months Ended

June 30, 2026

June 30, 2025

Amount

Per

Diluted Share

Amount

Per

Diluted Share

Net income

10,926

0.79

9,269

0.67

Plus: Depreciation and amortization expense:

Consolidated investments

13,982

1.01

13,839

1.00

Unconsolidated affiliates

590

0.04

616

0.04

Less: Gain on sale of land

(724

)

(0.05

)

FFO

24,774

1.79

23,724

1.71

Dividend paid per share

1.495

1.475

Universal Health Realty Income Trust

Consolidated Balance Sheets

(amounts in thousands, except share information)

(unaudited)

June 30,

December 31,

2026

2025

Assets:

Real Estate Investments:

Buildings and improvements and construction in progress

682,918

666,122

Accumulated depreciation

(325,619

)

(312,982

)

357,299

353,140

Land

56,848

56,870

Net Real Estate Investments

414,147

410,010

Financing receivable from UHS

81,738

82,148

Net Real Estate Investments and Financing receivable

495,885

492,158

Investments in limited liability companies ("LLCs")

20,017

20,125

Other Assets:

Cash and cash equivalents

6,819

6,686

Lease and other receivables from UHS

7,341

7,530

Lease receivable - other

8,130

8,034

Intangible assets (net of accumulated amortization of $11.7 million and $10.9 million, respectively)

4,872

5,640

Right-of-use land assets, net

11,377

11,395

Deferred charges, notes receivable and other assets, net

12,677

13,339

Total Assets

567,118

564,907

Liabilities:

Line of credit borrowings

365,550

356,200

Mortgage notes payable, non-recourse to us, net

18,150

18,435

Accrued interest

857

910

Accrued expenses and other liabilities

15,115

13,785

Ground lease liabilities, net

11,399

11,398

Tenant reserves, deposits and deferred and prepaid rents

12,140

11,795

Total Liabilities

423,211

412,523

Equity:

Preferred shares of beneficial interest,

$.01 par value; 5,000,000 shares authorized;

none issued and outstanding

Common shares, $.01 par value;

95,000,000 shares authorized; issued and outstanding: 2026 - 13,898,649;

2025 - 13,874,607

139

Capital in excess of par value

272,559

272,147

Cumulative net income and other

873,830

862,904

Cumulative dividends

(1,005,202

)

(984,443

)

Accumulated other comprehensive income

2,581

1,637

Total Equity

143,907

152,384

Total Liabilities and Equity

567,118

564,907

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Local phone number for entity.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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