Item 1.01. Entry into a Material Agreement.

On October 13, 2021, EPR Properties (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Barclays Capital Inc. and RBC Capital Markets, LLC, for themselves and as representatives of the several underwriters named therein, in connection with the Company's issuance and sale of $400,000,000 aggregate principal amount of 3.600% Senior Notes due 2031. The Company has filed a prospectus supplement in connection with the offering, dated October 13, 2021, and filed with the Securities and Exchange Commission on October 14, 2021.

The Underwriting Agreement contains customary representations, warranties and covenants and includes the terms and conditions for the sale of the notes, indemnification and contribution obligations and other terms and conditions customary in agreements of this type.

The foregoing description of the Underwriting Agreement does not purport to be complete and is subject to, and qualified in its entirety by, reference to the Underwriting Agreement, which is attached hereto as Exhibit 1.1, and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.




Exhibit
  No.                                     Description

1.1            Underwriting Agreement, dated October 13, 2021, by and among EPR
             Properties and J.P. Morgan Securities LLC, Citigroup Global Markets
             Inc., Barclays Capital Inc. and RBC Capital Markets, LLC, for
             themselves and as representatives of the several underwriters named
             therein.

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