Item 5.07 Submission of Matters to a Vote of Security Holders.

On December 14, 2021, CNL Healthcare Properties, Inc. (the "Company") held its 2021 Annual Meeting of Stockholders (the "Annual Meeting") at its principal offices in Orlando, Florida. Of the 175,292,459 shares of the Company's common stock that were issued and outstanding as of October 1, 2021, the record date, and entitled to vote at the Annual Meeting, a total of 89,769,013 shares (51.21%) were present in person or represented by proxy at the Annual Meeting, constituting a quorum for the transaction of business.

At the Annual Meeting, the stockholders (i) elected all five (5) of the nominees, as listed below, to serve on the board of directors of the Company until the 2022 Annual Meeting of Stockholders and until their successors shall have been duly elected and qualified and (ii) ratified the selection of PricewaterhouseCoopers LLP as the Company's independent registered certified public accounting firm for the fiscal year ending December 31, 2021.

Under the Company's Third Articles of Amendment and Restatement and bylaws, the vote necessary for the election of directors and the ratification of PricewaterhouseCoopers LLP is a majority of the votes cast at the meeting at which a quorum is present. Broker non-votes are not counted as votes cast, and accordingly, for the election of directors, broker non-votes had no effect on the results of the election. With respect to the vote on the proposal to ratify PricewaterhouseCoopers LLP, abstentions are not counted as votes cast, and accordingly, had no effect on the results of the vote to ratify PricewaterhouseCoopers LLP.

The voting results, as certified in the Final Report of the Inspectors of Election, are as follows:





I.  The vote to elect five directors of the Company, for a term expiring at the
    2021 Annual Meeting of Stockholders and until his successor is duly elected
    and qualified, was:




Director Nominees:         For           Withheld        Broker Non-Votes
James M. Seneff, Jr.     63,916,917       4,474,249             21,377,847
Stephen H. Mauldin       64,076,639       4,314,527             21,377,847
J. Chandler Martin       64,009,300       4,381,866             21,377,847
Michael P. Haggerty      64,020,969       4,370,197             21,377,847
J. Douglas Holladay      63,937,915       4,453,251             21,377,847

II. The vote on the ratification of PricewaterhouseCoopers LLP, as the Company's


    independent registered certified public accounting firm for the fiscal year
    ending December 31, 2020, was:




   For        Against     Abstain
85,514,399   1,400,047   2,854,567

No other business was transacted at the Annual Meeting.

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