HCP, Inc. (HCP) Files An 8-K Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure.

On November14, 2016, the Company issued a press release
announcing the intention to elect Mr.Herzog as Chief Executive
Officer and appoint him to the Board, and elect Mr.Hutchens as
President, each on January1, 2017.

A copy of the press release is attached hereto as Exhibit99.1 and
is incorporated into this Item 7.01 by reference.

The information set forth in this Item 7.01 and the related
information in Exhibit99.1 attached hereto are being furnished
to, and shall not be deemed filed for purposes of Section18 of
the Securities Exchange Act of 1934, as amended (the Exchange
Act), or otherwise subject to the liabilities of that section and
shall not be incorporated by reference in any filing with, the
SEC under the Securities Act of 1933, as amended, or the Exchange
Act, except as shall be expressly set forth by specific reference
therein.

Item 8.01 Other Information.

Mr.Herzog, 54, has served as Executive Vice President and Chief
Financial Officer of the Company since June2016. From January
2013 until joining HCP in June2016, he was Senior Vice President
– Chief Financial Officer of UDR,Inc. (NYSE: UDR), a leading
multifamily REIT. Mr.Herzog served as Chief Financial Officer of
Amstar, a Denver-based real estate investment company, from
August2011 to January2013. He previously served as Executive Vice
President and Chief Financial Officer of HCP from April 2009 to
May2011. Mr.Herzog was Senior Vice President and Chief Accounting
Officer at Apartment Investment and Management Company (NYSE:
AIV), a leading multifamily REIT, from 2004 to 2005 and Executive
Vice President and Chief Financial Officer from 2005 to 2009.
From 2000 to 2004, he served in the roles of Chief Accounting
Officer Global Controller and Finance Technical Advisor for GE
Real Estate. Prior to joining GE Real Estate, Mr.Herzog began his
career in public accounting with Deloitte Touche LLP, serving in
the audit department for ten years, including a two-year national
office assignment in the real estate group. He currently serves
on the Board of Directors for Tier REIT (NYSE: TIER), an office
property REIT.

There are no family relationships involving Mr.Herzog that would
require disclosure under Item 401(d)of Regulation S-K. There are
no current or proposed transactions in which he or any member of
his immediate family has, or will have, a direct or indirect
material interest that would require disclosure under Item
404(a)of Regulation S-K.

Mr.Hutchens, 42, has served as Executive Vice President and Chief
Investment Officer of the Company since May 2016, and previously
served as Executive Vice President and Chief Investment Officer –
Senior Housing and Care when he joined the Company in
September2015. Prior to joining HCP, Mr.Hutchens was President
and Chief Executive Officer of National Health Investors, Inc.
(NYSE: NHI), a healthcare REIT, since March2011 and President and
Chief Operating Officer (COO) from February 2009 to March2011. He
served on NHIs Board of Directors from 2010 to 2015. Mr.Hutchens
has national operating experience as the Senior Vice President
and COO of Summerville Senior Living from 2003 to 2007 and upon
its merger with Emeritus Corporation, the Executive Vice
President and COO of Emeritus Senior Living Corporation (NYSE:
ESC) from 2007 to 2009. From 1997 to 2003, he held multi-site
management roles overseeing marketing and operations in the
senior housing and post-acute industries. Mr.Hutchens currently
serves on the Board of Directors for the National Investment
Center for Seniors Housing and Care.

There are no family relationships involving Mr.Hutchens that
would require disclosure under Item 401(d)of Regulation S-K.
There are no current or proposed transactions in which he or any
member of his immediate family has, or will have, a direct or
indirect material interest that would require disclosure under
Item 404(a)of Regulation S-K.

About HCP, Inc. (HCP)