Welltower (WELL) 424B5 Prospectus supplement for primary offering

0000766704424B5EX-FILING FEEStrueCommon Stock, $1.00 par value per sharefalsetruetrueS-3S-3Common Stock, $1.00 par value per share 0000766704 2024-10-29 2024-10-29 0000766704 1 2024-10-29 2024-10-29 0000766704 1 2024-10-29 2024-10-29 0000766704 2 2024-10-29 2024-10-29 iso4217:USD xbrli:pure xbrli:shares

Exhibit 107

Calculation of Filing Fee Tables

424(b)(5)

(Form Type)

WELLTOWER INC.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

Security  Type

Security  Class  Title

Fee  Calculation  or  Carry  Forward  Rule

Amount  Registered

Proposed  Maximum  Offering  Price  Per Unit

Maximum  Aggregate  Offering  Price

Fee Rate

Amount  of  Registration  Fee(1)

Carry  Forward  Form  Type

Carry  Forward  File  Number

Carry  Forward  Initial  Effective  Date

Filing  Fee  Previously  Paid in  Connection  with  Unsold  Securities  to be  Carried  Forward

Newly Registered Securities

Fees to  be  Paid

Equity

Common   Stock,  $1.00  par value  per  share

457(o) and 457(r)  (1)

$5,000,000,000

N/A

$5,000,000,000

0.00015310

$765,500

Fees  Previously  Paid

N/A

N/A

N/A

N/A

N/A

N/A

N/A

Carry Forward Securities

Carry  Forward  Securities

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

Total Offering Amounts

$5,000,000,000

$765,500

Total Fees Previously Paid

Total Fees Offsets

$102,850.98

Net Fee Due

$662,649.02

(1) Calculated in accordance with Rule 457(o) of the Securities Act of 1933, as amended (the “Securities Act”), based on the proposed maximum aggregate offering price. This registration fee table shall be deemed to update the “Calculation of Registration Fee Tables” in Welltower Inc.’s (the “Registrant”) registration statement on Form S-3ASR (File No. 333-264093) filed on April 1, 2022 and amended on May 3, 2023 (as so amended, the “Registration Statement”) in accordance with Rules 456(b) and 457(r) under the Securities Act.

Table 2: Fee Offset Claims and Sources

Registrant or Filer Name

Form or Filing Type

File Number

Initial Filing Date

Filing Date

Fee Offset Claimed

Security Type Associated with Fee Offset Claimed

Security Title Associated with Fee Offset Claimed

Unsold Securities Associated with Fee Offset Claimed

Unsold Aggregate Offering Amount Associated with Fee Offset Claimed

Fee Paid with Fee Offset Source

Rules 457(b) and 0-11(a)(2)

Fee Offset Claims

Fee Offset Sources

Rule 457(p)

Fee Offset Claims

Welltower Inc.

424(b)(5)

333- 264093

April 30, 2024

$102,850.98

Equity

Common Stock, $1.00 par value per share

$696,822,384

Fee Offset Sources

Welltower Inc.

424(b)(5)

333- 264093

April 30, 2024

$378,438.41

(1) $3,500,000,000 in aggregate offering amount of the Registrant’s common stock, par value $1.00 per share, was previously registered under the prospectus supplement filed by the Registrant on April 30, 2024 and the Registration Statement, of which $696,822,384 in aggregate offering amount has not been sold. Pursuant to Rule 457(p) under the Securities Act, the registration fee due hereunder is offset by the amount of filing fees of $102,850.98 attributable to such unsold shares. The Registrant has terminated the offering that included the unsold securities associated with the claimed offset under the prior prospectus supplement.