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Other events.

National Health Investors, Inc. (the Company) filed with the
Securities and Exchange Commission (SEC) a prospectus supplement
dated February22, 2017 (the Prospectus Supplement), to which the
Company may, but has no obligation to, issue and sell shares of
its common stock having an aggregate sales price of up to
$400,000,000 (the Shares) in amounts and at times to be
determined by the Company from time to time. Actual sales will
depend on a variety of factors to be determined by the Company
from time to time, including, among others, market conditions,
the trading price of the Companys common stock, determinations by
the Company of the appropriate sources of funding and potential
uses of funding available to the Company. The Company intends to
use the net proceeds from the offering of the Shares, if any, for
general corporate purposes, which may include future acquisitions
and repayment of indebtedness, including borrowings under the
Companys credit facility.

In connection with the offering, the Company entered into five
separate equity distribution agreements (collectively, the Equity
Distribution Agreements), dated as of February22, 2017, with each
of KeyBanc Capital Markets Inc., BMO Capital Markets Corp.,
Capital One Securities, Inc., Goldman, Sachs Co. and Stifel,
Nicolaus Company, Incorporated as sales agents and/or principals
(collectively, the Sales Agents). to the Equity Distribution
Agreements, the Company may issue and sell the Shares from time
to time through the Sales Agents, as the Companys agents for the
offer and sale of the Shares, or to them for resale. Sales of
Shares, if any, may be made in negotiated transactions or
transactions that are deemed to be at-the-market offerings as
defined in Rule 415 of the Securities Act of 1933, as amended,
including sales made directly on the New York Stock Exchange, the
existing trading market for the Companys common stock, or sales
made to or through a market maker other than on an exchange. The
Company will pay each of the Sales Agents a commission which in
each case shall not be more than 1.5% of the gross sales price of
Shares sold through it as the Companys agent under the applicable
Equity Distribution Agreement.

The offering of the Shares to any Equity Distribution Agreement
will terminate upon the earlier of (1)the issuance and sale of
all of the Shares subject to the Equity Distribution Agreements
and (2)the termination of the Equity Distribution Agreement by
either the Company or the respective Sales Agent at any time in
the respective partys sole discretion.

The offering will be made to the Prospectus Supplement and a
related prospectus dated February22, 2017, which constitute a
part of the Companys effective shelf registration statement that
was filed with the Securities and Exchange Commission (File
No.333-216177) on February22, 2017 (the New Shelf Registration
Statement). The Prospectus Supplement was filed as a result of
the Companys filing of such New Shelf Registration Statement,
which replaced the Companys previously filed shelf registration
statement on Form S-3 (File No.333-194653).

The foregoing description of the Equity Distribution Agreements
is qualified in its entirety by reference to the form of Equity
Distribution Agreement attached hereto as Exhibit 1.1 and
incorporated herein by reference.

Item9.01. Financial Statements and Exhibits.
(c) Exhibits.




1.1 Form of Equity Distribution Agreement
5.1 Opinion of Venable LLP
23.1 Consent of Venable LLP (contained in its opinion filed as
Exhibit 5.1 and incorporated herein by reference)


National Health Investors, Inc. is a self-managed real estate investment trust (REIT) specializing in sale-leaseback, joint-venture, mortgage and mezzanine financing of need-driven and discretionary senior housing and medical investments. The Company is engaged in the business of owning and financing healthcare properties. Its portfolio consists of real estate investments in independent living facilities, assisted living facilities, entrance-fee communities, senior living campuses, skilled nursing facilities, specialty hospitals and medical office buildings. Its other investments include mortgages and notes, and marketable securities. It has investments in real estate and mortgage, and other notes receivable involving approximately 190 facilities located in over 30 states. These investments involve approximately 120 senior housing properties, over 70 skilled nursing facilities, approximately three hospitals, over two medical office buildings and other notes receivable.


NATIONAL HEALTH INVESTORS, INC. (NYSE:NHI) closed its last trading session up +0.25 at 74.78 with 291,573 shares trading hands.

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