EX-3.1 2 exhibit31articlessupplem.htm EX-3.1 exhibit31articlessupplem
AMERICAN HEALTHCARE REIT, INC. ARTICLES SUPPLEMENTARY American Healthcare REIT, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Under a power contained in Section 6.2.2 of Article VI of the charter of the Corporation (the “Charter”), the Board of Directors of the Corporation (the “Board of Directors”) reclassified and designated 700,000,000 authorized but unissued shares of Class I Common Stock, $0.01 par value per share, of the Corporation (the “Class I Shares”) as authorized but unissued shares of common stock, $0.01 par value per share, of the Corporation (the “Common Shares”) without designation as to class or series. SECOND: A description of the Common Shares is contained in Articles VI and VII of the Charter. THIRD: The Class I Shares have been reclassified and designated by the Board of Directors under the authority contained in the Charter. FOURTH: These Articles Supplementary have been approved by the Board of Directors in the manner and by the vote required by law. FIFTH: The undersigned acknowledges these Articles Supplementary to be the corporate act of the Corporation and as to all matters of facts required to be verified under oath, the undersigned acknowledges that to the best of his knowledge, information and belief, these matters and facts are true in all material respects and that this statement is made under the penalties of perjury. [SIGNATURES APPEAR ON NEXT PAGE] EXHIBIT 3.1


 
IN WITNESS WHEREOF, the Corporation has caused these Articles Supplementary to be signed in its name and on its behalf by its Chief Financial Officer and Treasurer and attested to by its Executive Vice President, General Counsel and Secretary on this 26th day of January, 2024. ATTEST: AMERICAN HEALTHCARE REIT, INC. By: /s/ Mark E. Foster By: /s/ Brian Peay Name: Mark Foster Name: Brian Peay Title: Executive Vice President, Title: Chief Financial Officer and Treasurer General Counsel and Secretary