Exhibit 3.1
HEALTHCARE TRUST, INC.
ARTICLES OF AMENDMENT
THIS IS TO CERTIFY THAT:
FIRST: The charter (the “Charter”) of Healthcare Trust, Inc., a Maryland corporation (the “Company”), is hereby amended to provide that, upon the Effective Time (as defined below), every four shares of Common Stock, $0.01 par value per share, of the Company which were issued and outstanding immediately prior to the Effective Time shall be changed into one issued and outstanding share of Common Stock, $0.04 par value per share, of the Company.
SECOND: The amendment to the Charter as set forth above has been duly approved by at least a majority of the entire Board of Directors as required by law. The amendment set forth herein is made without action by the stockholders of the Company, pursuant to Section 2-309(e) of the Maryland General Corporation Law.
THIRD: There has been no increase in the authorized shares of stock of the Company effected by the amendment to the Charter as set forth above.
FOURTH: These Articles of Amendment shall become effective at 12:01 a.m., Eastern Time, on September 30, 2024 (the “Effective Time”).
FIFTH: The undersigned acknowledges these Articles of Amendment to be the corporate act of the Company and as to all matters or 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 for perjury.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the Company has caused these Articles of Amendment to be signed in its name and on its behalf by its Chief Executive Officer and attested to by its Chief Financial on this 26th day of September, 2024.
| ATTEST: | | HEALTHCARE TRUST, INC. |
| | | |
| /s/ Scott M. Lappetito | | By: | /s/ Michael Anderson |
| Name: Scott M. Lappetito | | Name: Michael Anderson |
| Title: Chief Financial Officer | | Title: Chief Executive Officer |
