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

(a) NorthStar Healthcare Income, Inc. ("NorthStar Healthcare") held its 2022 annual meeting of stockholders (the "Meeting") on June 21, 2022. At the close of business on April 13, 2022, the record date for the Meeting, there were 193,818,780 shares of NorthStar Healthcare's common stock outstanding and entitled to vote. Holders of 98,117,663 shares of common stock, representing a like number of votes, were present at the Meeting, either in person or by proxy.

(b) Matters voted upon by stockholders were as follows:



Proposal 1. At the Meeting, each of the following individuals were elected to
the board of directors (the "Board") to serve until the 2023 annual meeting of
stockholders and until his successor is duly elected and qualified, by the
following vote:
         Nominees                    Votes For       Votes Withheld       Broker Non-Vote
         Ronald J. Jeanneault        52,399,132         6,176,052           39,542,479
         Jonathan A. Carnella        52,553,566         6,021,618           39,542,479
         Gregory A. Samay            52,438,066         6,137,117           39,542,479
         T. Andrew Smith             52,706,188         5,868,996           39,542,479


Proposal 2. At the Meeting, stockholders ratified the appointment of Grant Thornton LLP as NorthStar Healthcare's independent registered public accounting firm for the fiscal year ending December 31, 2022, by the following vote:


                              For            Against       Abstained
                           93,797,340       2,467,226      1,853,097




                                       2

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