American Healthcare REIT (NYSE: AHR) exec nets shares after RSU vesting

Rhea-AI Filing Summary

American Healthcare REIT EVP, GC & Secretary Mark E. Foster had performance-based restricted stock units vest on March 12, 2026, converting into 5,972 shares of common stock. To cover related tax obligations, 3,222 shares were withheld by the company at $52.80 per share, leaving him with 52,665 common shares held directly.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Foster Mark E.

(Last) (First) (Middle)

C/O AMERICAN HEALTHCARE REIT, INC.

18191 VON KARMAN AVE., STE. 300

(Street)

IRVINE CA 92612

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
American Healthcare REIT, Inc. [ AHR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GC & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/12/2026		M		5,972	A	(1)	55,887	D
Common Stock	03/12/2026		F		3,222(2)	D	$52.8	52,665	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	03/12/2026		A		5,972		(3)	(3)	Common Stock	5,972	$0	5,972	D
Restricted Stock Unit	(1)	03/12/2026		M			5,972	(3)	(3)	Common Stock	5,972	$0	0	D

Explanation of Responses:

1. Each restricted stock unit converts into one share of the Issuer's common stock.

2. Shares withheld by the Issuer to satisfy the Reporting Person's tax obligations associated with the vesting of performance-based restricted stock units ("PRSUs") on March 12, 2026.

3. These PRSUs were granted without cash consideration on April 3, 2023 under the Issuer's Second Amended and Restated 2015 Incentive Plan. The performance goals of such PRSUs were confirmed as having been met on March 12, 2026, on which date such PRSUs vested in full.

	/s/ MARK E. FOSTER	03/16/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did AHR executive Mark E. Foster report on March 12, 2026?

Mark E. Foster reported the vesting and conversion of performance-based restricted stock units into 5,972 American Healthcare REIT common shares. These units were granted under the company’s incentive plan and fully vested once the performance goals were confirmed as achieved on March 12, 2026.

How many American Healthcare REIT (AHR) shares did Mark E. Foster receive from vested PRSUs?

Mark E. Foster received 5,972 shares of American Healthcare REIT common stock upon vesting of his performance-based restricted stock units. Each restricted stock unit converted into one common share after performance goals were met and the PRSUs vested in full on March 12, 2026.

Were any AHR shares sold by Mark E. Foster in this Form 4 filing?

No open-market sale occurred; 3,222 American Healthcare REIT shares were withheld by the issuer to satisfy Mark E. Foster’s tax obligations. This tax-withholding disposition is coded as an F transaction and represents payment of tax liability, not a discretionary market sale of shares.

How many American Healthcare REIT (AHR) shares does Mark E. Foster hold after these transactions?

After the vesting, conversion, and tax withholding, Mark E. Foster directly holds 52,665 shares of American Healthcare REIT common stock. This post-transaction balance reflects the net shares remaining following the issuance of 5,972 shares and the withholding of 3,222 shares for taxes.

Under what plan were Mark E. Foster’s AHR performance-based RSUs granted and when?

The performance-based restricted stock units were granted without cash consideration on April 3, 2023 under American Healthcare REIT’s Second Amended and Restated 2015 Incentive Plan. Their performance goals were later confirmed as met, leading to full vesting and share conversion on March 12, 2026.