of Current Report on Form 8-K. On the Closing Date, as contemplated by the Credit Agreement, NHC terminated all commitments to lend under that existing Credit Agreement dated as of August 1, 2024 (the “Existing Credit Agreement”) among NHC, as borrower, certain of NHC’s subsidiaries, as guarantors, and Bank of America. As of immediately prior to such termination, there were no outstanding borrowings or other amounts due under the Existing Credit Agreement.

of Current Report on Form 8-K. The Purchase Price was determined through arms’ length negotiations between our management and NHI management, and the Transaction was unanimously approved by the disinterested directors (as that term is used in Section 144 of the Delaware General Corporation Law) of NHC. The summary description of the terms of the Purchase Agreement and the Transaction provided in this report and in

Entry into a Material Definitive Agreement. On June 29, 2026, NHC entered into a first amendment to the Credit Agreement (the “First Amendment”) among NHC, the Guarantors, the Lenders, and Bank of America, as administrative agent. The First Amendment increased the senior unsecured revolving credit facility under the Credit Agreement from $50 million to $75 million. The First Amendment did not modify the other terms and conditions of the Credit Agreement described in NHC’s Current Report on Fo…

of Current Report on Form 8-K. On the Closing Date, pursuant to the terms of the Credit Agreement, NHC drew down the entire $475 million under the senior unsecured term loan facility and $55 million under the senior unsecured revolving credit facility to pay a portion of the Purchase Price and other fees and expenses related to the Transaction. The summary description of the terms of the Credit Agreement and NHC’s financial obligations under the Credit Agreement provided in this report and in

Entry into a Material Definitive Agreement. On May 26, 2026, National HealthCare Corporation (“NHC”) entered into a Credit Agreement (the “Credit Agreement”) among NHC, as borrower, certain subsidiaries of NHC, as the guarantors, the lenders from time to time party thereto, and Bank of America, N.A. (“Bank of America”), as administrative agent, swingline lender and issuer of letters of credit. BofA Securities, Inc. and Wells Fargo Securities, LLC are acting as joint lead arrangers and BofA Se…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

to the extent such information is responsive to the disclosure requirements of

Entry into a Material Definitive Agreement. On May 14, 2026 (the “Effective Date”), NHC/OP, L.P., a Delaware limited partnership (“Buyer”) and a wholly-owned subsidiary of National HealthCare Corporation (“NHC”), entered into a Purchase and Sale Agreement (the “Agreement”) with National Health Corporation, a Tennessee corporation (“Seller”), to purchase from Seller the land, buildings, and other specified assets of Seller’s portfolio of five skilled nursing facilities, four of which are locat…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION National HealthCare Corporation (“NHC”) issued a press release on May 8, 2026, announcing its March 31, 2026 earnings. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

OTHER EVENTS. NHC issued a press release on May 7, 2026, announcing its quarterly common dividend. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

to the extent such information is responsive to the disclosure requirements of

Entry into a Material Definitive Agreement. On April 21, 2026 (the “Effective Date”), 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, “we,” “us,” or “our”) entered into a Purchase and Sale Agreement (the “Agreement”) with National Health Investor…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION National HealthCare Corporation (“NHC”) issued a press release on February 26, 2026, announcing its December 31, 2025 earnings. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

Director — Dr. David Gifford and Mr. Andrew Adams: The company appointed two new directors to expand the Board's expertise in geriatric care and healthcare operations.

OTHER EVENTS. NHC issued a press release on February 13, 2026, announcing its quarterly common dividend. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

President — R. Michael Ussery: The President and COO is retiring with a pre-announced, orderly succession plan where the CEO assumes the President role, and a new independent director is appointed.

OTHER EVENTS. NHC issued a press release on November 6, 2025, announcing its quarterly common dividend. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

RESULTS OF OPERATIONS AND FINANCIAL CONDITION National HealthCare Corporation (“NHC”) issued a press release on November 7, 2025, announcing its September 30, 2025 earnings. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

President — R. Michael Ussery: The President and COO is retiring after a long tenure with no reported disagreement, representing an orderly succession rather than a sudden loss.

Other Events. National HealthCare Corporation’s (“NHC”) wholly-owned subsidiary, NHC/OP, L.P. (the “Tenant”), is the tenant under a Master Agreement to Lease with National Health Investors, Inc. (the “Landlord”) dated October 17, 1991, as amended (the “Master Lease”), of thirty-two (32) skilled nursing facilities and three (3) independent living facilities (collectively, the “Leased Property”). On July 29, 2025, the Tenant received a letter from the Landlord notifying the Tenant of allegation…

OTHER EVENTS. NHC issued a press release on August 7, 2025, announcing its quarterly common dividend. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

RESULTS OF OPERATIONS AND FINANCIAL CONDITION National HealthCare Corporation (“NHC”) issued a press release on August 8, 2025, announcing its June 30, 2025 earnings. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

RESULTS OF OPERATIONS AND FINANCIAL CONDITION National HealthCare Corporation (“NHC”) issued a press release on May 9, 2025, announcing its March 31, 2025 earnings. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

OTHER EVENTS. NHC issued a press release on May 8, 2025, announcing its quarterly common dividend. The entire press release is attached as Exhibit 99.1 and is incorporated by reference herein.

Change in Registrant ’ s Certifying Accountant On April 3, 2025, National Healthcare Corporation (the “Company”), at the direction of the Audit Committee of the Board of Directors of the Company (the “Audit Committee”), approved the appointment of Deloitte & Touche LLP (“Deloitte”) as the Company’s new independent registered public accounting firm to audit the Company’s consolidated financial statements for the year ending December 31, 2025 and the dismissal of Ernst & Young LLP (“EY”) as the…