UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  March 2, 2017 (February 24, 2017)

Healthcare Trust, Inc.

(Exact Name of Registrant as Specified in Charter)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Fifth Amendment to Senior Secured Revolving Credit Agreement

On February 24, 2017, Healthcare Trust, Inc. (the “Company”) entered into an amendment (the “Amendment”) to the Senior Secured Revolving Credit Agreement dated as of March 21, 2014, by and among Healthcare Trust Operating Partnership, L.P. (the “OP”), certain subsidiaries of the OP, KeyBank National Association and the lenders party thereto (as amended from time to time, the “Credit Agreement”).

The Amendment amends provisions relating to, among other things, (i) consolidated tangible net worth and (ii) shareholder distributions.

Consolidated Tangible Net Worth

The Amendment amends the definition of “consolidated total asset value” in the Credit Agreement so that, solely when calculating the consolidated tangible net worth covenant, the consolidated total asset value attributable to real estate will be the real estate’s undepreciated book value under generally accepted accounting principles (taking into account any impairment costs with respect to such real estate).

Limitations on Shareholder Distributions

The Credit Agreement includes a covenant (the “Distribution Covenant”) limiting distributions to stockholders, with certain exceptions, to a percentage of modified funds from operations (“MFFO”) during the applicable periods. The Amendment modifies the Distribution Covenant to provide for a tiered distribution limit set at:

The Amendment separately provides a new exception for the Company to make cumulative share repurchases of up to $50 million (and such repurchases will be excluded from, and not considered as distributions for purposes of, the Distribution Covenant), provided that immediately following any share repurchase, the Company is in compliance with various conditions, as set forth in the Amendment.

The foregoing summary does not purport to be a complete summary of the Amendment and is subject to, and qualified in its entirety by reference to the Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.