Healthpeak Properties (DOC) 424B5Prospectus supplement for primary offering

This prospectus supplement is being filed to update, amend and supplement certain information in the prospectus supplement dated and filed with the Securities and Exchange Commission on March 11, 2024 (the “Original Prospectus Supplement”) and the base prospectus dated February 8, 2024 (the “Prospectus”) relating to the offering of shares of our common stock, $1.00 par value per share, having an aggregate gross sales price of up to $1,500,000,000 pursuant to an “at-the-market” equity offering sales agreement, as amended from time to time, referred to in this prospectus supplement as the “sales agreement,” with each of J.P. Morgan Securities LLC, Robert W. Baird & Co. Incorporated, Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., BTIG, LLC, Capital One Securities, Inc., Credit Agricole Securities (USA) Inc., Goldman Sachs & Co. LLC, Jefferies LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Regions Securities LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, as sales agents or as principals (the “Sales Agents”), the Forward Sellers (as defined in the Original Prospectus Supplement) and the Forward Purchasers (as defined in the Original Prospectus Supplement). As of the date of this prospectus supplement, no shares of our common stock have been offered and sold under the sales agreement. Accordingly, shares of our common stock having an aggregate offering price of up to $1,500,000,000 remain available for offer and sale pursuant to the sales agreement. This prospectus supplement is only intended to update, amend and supplement certain information in the Original Prospectus Supplement to the extent set forth in the following paragraph. You should read this prospectus supplement together with the Original Prospectus Supplement and Prospectus.